2023

ITC INFOTECH INDIA LIMITED

S U B S I D I A R Y C O M PA N I E S
ITC Infotech India Limited 2
ITC Infotech Limited 39
ITC Infotech Do Brasil LTDA. 56
ITC Infotech GmbH 65
ITC Infotech France SAS 74
ITC Infotech (USA), Inc. 83
Indivate Inc. 90
Surya Nepal Private Limited 94
North East Nutrients Private Limited 125
Russell Credit Limited 153
Greenacre Holdings Limited 201
Gold Flake Corporation Limited 225
ITC Integrated Business Services Limited 245
(Formerly known as ITC Investments
& Holdings Limited)
MRR Trading & Investment Company Limited 259
Technico Pty Limited 269
Technico Technologies Inc. 278
Technico Asia Holdings Pty Limited 282
Technico Horticultural (Kunming)
Company Limited 287
Technico Agri Sciences Limited 297
ITC IndiVision Limited 331
WelcomHotels Lanka Private Limited 355
Srinivasa Resorts Limited 363
Fortune Park Hotels Limited 385
Bay Islands Hotels Limited 412
Landbase India Limited 427
Wimco Limited 457
Prag Agro Farm Limited 480
Pavan Poplar Limited 492

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 ITC INFOTECH INDIA LIMITED

REPORT OF THE BOARD OF DIRECTORS FOR THE FINANCIAL YEAR

ENDED 31st MARCH, 2023
Your Directors submit their Report for the financial year ended 31st March, ITC Infotech GmbH, wholly owned subsidiaries of your Company, and Indivate
2023. Inc., wholly owned subsidiary of Infotech USA.
BUSINESS REVIEW (#) The figures for the year 2022 do not include financials of new subsidiaries
The Indian Information Technology (IT) Industry remained resilient during incorporated during the FY 2022-23.
the year in the backdrop of heightened uncertainty in the global economic
INCREASE IN SHARE CAPITAL
environment. According to industry body NASSCOM, India’s technology
revenues are estimated to surpass USD 245 Bn in FY 2022-23 at an annual During the year, the Company issued 28,00,000 Equity Shares of
growth rate of 8.4%. IT Services is estimated to grow at 8.3% over ` 10/- each on rights basis to ITC Limited, the Holding Company (‘ITC’),
FY 2021-22. The technology industry continues to play a pivotal role in consequent to which the Issued and Paid-up Share Capital of the Company
enabling organisations to accelerate digital transformation, optimise costs as on 31st March, 2023 increased to ` 88 crores, divided into 8,80,00,000
and enhance operational efficiencies. Equity Shares of ` 10/- each.
In this context, your Company remained agile to the evolving business
DIVIDEND
priorities of its clients and partnered with them in driving their growth
and transformation agenda. Your Company invested in strengthening During the year, an interim dividend of ` 17/- per share on 8,80,00,000
its existing capabilities and identifying newer opportunities for long- Equity Shares (previous year: ` 53/- per share on 8,52,00,000 Equity
term growth and differentiation. The Company’s portfolio of client and Shares) of ` 10/- each, aggregating ` 149.60 crores, was declared by the
industry-focused capabilities included PLM-led Digital Thread Solutions, Board of Directors of the Company (‘the Board’) on 23rd March, 2023.
Digital Manufacturing, Open Hospitality, Cloud and Sustainability. The The Board has recommended that the said interim dividend be confirmed
Company continued to sharpen its focus on key customer relationships
as the final dividend for the financial year ended 31st March, 2023.
across all industry verticals. Further to a Strategic Partner Agreement
with PTC Inc. (a global technology company headquartered in Boston, WHOLLY OWNED SUBSIDIARY COMPANIES
USA), the Company started a new Service Line ‘DxP Services’, comprising Details about subsidiaries of your Company, including highlights of their
a global ecosystem of PLM-led Digital Thread and SaaS experts. Your performance and their contribution to the overall performance of the
Company expanded its global footprint by setting up new subsidiaries
Company, are covered in Annexure 1 to this Report.
and branches in several countries. Your Company continued to shape
its differentiated employee value proposition built on the core tenets of DIRECTORS AND KEY MANAGERIAL PERSONNEL
a compelling purpose & culture, holistic well-being, and global career Changes in Directors during the year
opportunities.
Messrs. Supratim Dutta (DIN: 01804345) and Rajendra Kumar Singhi
During the year, the Company’s consolidated Revenue from Operations
(DIN: 00009931) were appointed, with your approval, as Non-Executive
was ` 3321.20 crores (previous year ` 2855.10 crores), representing
growth of 16.33%, with Profit Before Tax of ` 529.66 crores (previous Directors of the Company with effect from 21st July, 2022.
year ` 719.64 crores). Net Profit stood at ` 405.25 crores (previous year Messrs. Rajiv Tandon (DIN: 00042227) and Biswa Behari Chatterjee
` 541.04 crores) after considering certain costs associated with the (DIN: 00045140) retired by rotation at the 26th Annual General Meeting
Strategic Partner Agreement with PTC Inc. and investments in strategic (‘AGM’) of the Company and ceased to be Directors from the conclusion
focus areas. of the AGM on 20th July, 2022. Your Directors place on record their
Your Company’s business-friendly solutions and new-age capabilities appreciation for the valuable contribution made by Messrs. Tandon and
continued to gain global recognition across analyst firms. Your Chatterjee during their association with the Company.
Company was positioned as ‘Innovator’ in Avasant’s CPG Digital Services
Mr. Sudip Singh will complete his present term as the Managing Director
2022-2023 RadarView, secured ‘Disruptor’ positionings in their
(1) Digital CX Services 2022 RadarView, (2) Digital Workplace Services & Chief Executive Officer of your Company on 31st January, 2024. The
2022 RadarView, (3) Manufacturing Digital Services 2022-2023 RadarView, Board at the meeting held on 3rd May, 2023, on the recommendation of
(4) Intelligent Automation Services 2022 RadarView, and featured as the Nomination and Remuneration Committee, has recommended for the
‘Challenger’ in their GCC Region Digital Services 2022-23 RadarView. approval of the Members, the re-appointment of Mr. Singh as a Director,
Your Company’s Automation Capability was recognised with 3 Leadership not liable to retire by rotation, and also as the Managing Director &
Positions in the Zinnov Zones Hyperintelligent Automation Services H1 Chief Executive Officer of your Company for a period of five years with
2023 for (1) Intelligent Automation – Mid Tier Service Providers, (2) RPA – effect from 1st February, 2024.
Mid Tier Service Providers, and (3) Intelligent Automation Services – Retail
& CPG. Requisite Notice under Section 160 of the Companies Act, 2013 (‘the Act’)
has been received by the Company for the appointment of Mr. Singh, who
The Company stays focused on its strategic pillars of Customer Centricity,
Employee Centricity and Operational Excellence, towards fulfilling its has filed his consent to act as a Director of your Company, if appointed.
vision of providing business-friendly solutions to its clients. As clients Appropriate resolution seeking your approval to the aforesaid re-
across industries and geographies are looking to drive cost efficiencies appointment of Mr. Singh is appearing in the Notice convening the
while sustaining growth momentum, your Company is focused on being ensuing AGM of the Company.
their trusted partner in this journey. Towards this, the Company will
continue to make client and employee-focused investments to enable it Retirement by Rotation
to enter the next phase of its growth and differentiation. An endorsement In accordance with the provisions of Section 152 of the Act read with
of this strategy has been winning of a multi-million, multi-year deal in end Articles 143 and 144 of the Articles of Association of the Company,
March, 2023 from an existing marquee client which will bolster mid-term Messrs. Sanjiv Puri (DIN: 00280529) and Sivakumar Surampudi
revenue growth.
(DIN: 00341392) will retire by rotation at the 27th AGM of the Company
FINANCIAL RESULTS and, being eligible, offer themselves for re-election. Your Board has
Your Company’s standalone and consolidated financial results for the year recommended their re-election.
under review are provided below:
Change in Key Managerial Personnel during the year
Standalone Consolidated (*) Mr. Sanjay Virendrakumar Shah (Membership No.: ACS 5944) stepped
(` in crores) (` in crores) down as the Company Secretary of the Company with effect from
Year Ended 31st March 2023 2022 2023 2022(#) close of work on 26th June, 2022. The Board, on the recommendation
of the Nomination and Remuneration Committee, appointed
Total Income 2673.30 2316.36 3363.06 2884.30
Mr. Sharad Jain (Membership No.: ACS 19027) as the Company Secretary
Total Expenses 2209.51 1627.06 2833.40 2164.66 of the Company with effect from 27th June, 2022, in terms of the
Profit before Tax 463.79 689.30 529.66 719.64 provisions of Section 203 of the Act.

Tax Expenses 110.41 171.49 124.41 178.60 BOARD AND BOARD COMMITTEES
Currently, there are three Board Committees – the Audit Committee,
Profit after Tax 353.38 517.81 405.25 541.04
the Nomination and Remuneration Committee and the Corporate Social
(*) including the financial results of ITC Infotech Limited, ITC Infotech (USA), Responsibility Committee. The present composition of these Board
Inc. (Infotech USA), ITC Infotech Do Brasil LTDA., ITC Infotech France SAS and Committees is provided below:

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 ITC INFOTECH INDIA LIMITED

Audit Committee Nomination and Remuneration Committee under which management needs to conduct the operations within a
Mr. S. Dutta (Chairman) Mr. S. Sivakumar (Chairman) control driven and risk managed environment.
Ms. P. Balaji Mr. S. Dutta The Company conducts risk assessment of customer projects and ensures
the provision of quality information technology services. The Company
Mr. R. K. Singhi Mr. R. K. Singhi
maintains its certification under international standards viz ISO 9001: 2015
Corporate Social Responsibility Committee for Quality Management System, ISO/IEC 20000-1:2018 for Information
Mr. S. Sivakumar (Chairman) Technology Service Management System and ISO/IEC 27001:2013 for
Information Security Management System.
Ms. P. Balaji
Mr. R. K. Singhi Under this backdrop, management of risks vests with the executive
management responsible for the day-to-day conduct of the affairs of your
Number of Board Meetings Company. The Internal Audit Department of ITC Limited as the Internal
Ten meetings of the Board were held during the year ended 31st March, Auditors of your Company periodically carries out risk focused audits
2023. which lead to the identification of areas where risk management processes
need to be strengthened. Further, the Corporate Audit Department of
ATTRIBUTES, QUALIFICATIONS AND APPOINTMENT OF DIRECTORS
your Company, comprising identified managers, verifies compliance with
As reported in the previous years, the Nomination and Remuneration laid down policies and procedures, and helps plug control gaps in the
Committee has adopted the attributes and qualifications as provided in formulation of control procedures for newer areas of operation; their
Section 149(6) of the Act and Rule 5 of the Companies (Appointment reports are provided to the Internal Auditors to enable a holistic approach
and Qualification of Directors) Rules, 2014, to the extent applicable to the to audit.
Directors of the Company.
Management provides an annual update to the Audit Committee on the
All the Non-Executive Directors of your Company are liable to retire by effectiveness of the Company’s risk management systems and policies. The
rotation; one-third of them retire every year and are eligible for re-election. Audit Committee evaluates the effectiveness of risk management systems
The Non-Executive Directors of your Company fulfil the fit and proper and provides reassurance to the Board.
criteria for appointment as Directors.
INTERNAL FINANCIAL CONTROLS
BOARD EVALUATION
Your Company has in place adequate internal financial controls with
The Board carried out annual performance evaluation of its own reference to the financial statements, commensurate with its size and scale
performance and that of the individual Directors as also functioning of the of operations. The Internal Auditors evaluate the adequacy and efficacy of
Board Committees, in terms of Section 134 of the Act. The performance such internal financial controls. The Audit Committee provides guidance
evaluation of the Board and the Directors, as in the previous year, was on internal controls, reviews internal audit findings and ensures that the
based on criteria approved by the Nomination and Remuneration internal audit recommendations are implemented.
Committee. Reports on functioning of Committees were placed before
the Board by the respective Committee Chairman. During the year under review, no reportable material weakness in the
design or operation of the internal financial controls in the Company
REMUNERATION POLICY
was observed. Nonetheless your Company recognises that any internal
The Remuneration Policy for the Directors, Key Managerial Personnel, Senior financial control framework, no matter how well designed, has inherent
Management and other employees of your Company is available on its limitations. Therefore, regular audit and review processes are undertaken
website and can be accessed at https://www.itcinfotech.com/compliance. to ensure that such systems are reinforced on an ongoing basis.
The salient features of the Policy, which remained unchanged during CORPORATE SOCIAL RESPONSIBILITY (CSR)
the year, are as below:
The Annual Report on CSR activities of your Company as required under
Remuneration practices in your Company are designed to align each Section 134(3)(o) read with Section 135 of the Act and the Companies
employee with ITC Infotech’s superordinate goal of enhancing value (Corporate Social Responsibility Policy) Rules, 2014 is provided in
creation and to enable a congruence between individual aspirations and
Annexure 2 to this Report.
the Company’s vision. The remuneration practices will continue to be
anchored on the principles of fairness, equity and consistency and will be During the year, the Company launched an exclusive programme for
free of discrimination. promoting STEM (Science, Technology, Engineering and Mathematics)
education on a pilot basis, with the objective of helping youth from
The Company’s Remuneration Policy, inter alia, provides:
economically weaker sections to strengthen their industry-readiness in the
1. To ensure that the Remuneration practices support and encourage field of data analytics, Mobile app development etc. The STEM Education
meritocracy. Programme of the Company has been named as “ASPIRE” – ITC Infotech’s
2. To ensure that Remuneration is market-led and takes into account the STEM Education Programme Enabling IT Industry Readiness, and it was
competitive context of the business. implemented during the year in colleges in Tamil Nadu and Assam
3. To leverage Remuneration as an effective instrument to enhance covering over 200 beneficiaries.
performance and therefore to link remuneration to both individual OTHER INFORMATION
and collective performance outcomes. I. CONSERVATION OF ENERGY & TECHNOLOGY ABSORPTION
4. To design Remuneration practices such that they reinforce the Considering that your Company is in the business of providing
Company’s values and culture and creates an organisation that is an information technology services and solutions, no comment is
Employer of Choice. required on conservation of energy and technology absorption. Your
RISK MANAGEMENT Company being a software solution provider requires minimal energy
Your Company’s Risk Management System - Policy & Framework is consumption and every endeavour is made to ensure optimal use of
designed to bring robustness to the risk management processes within energy.
the Company and to address risks intrinsic to operations, financials and II. FOREIGN EXCHANGE EARNINGS AND OUTGO
compliances arising out of the overall strategy of the Company in a rapidly The foreign exchange earnings of your Company during the year
changing technology landscape and a dynamic business environment. aggregated ` 1972.50 crores (previous year: ` 1682.93 crores),
The management of risks is embedded in the corporate strategies of while the outgoings aggregated ` 492.34 crores (previous year:
your Company that help in developing a world class business in the ` 191.79 crores).
field of Information Technology Services which match the organisational III. PARTICULARS OF EMPLOYEES
capability with market opportunities.
The particulars of the Company’s employees, pursuant to Rules 5(2)
Your Company has adopted the ISO 31000:2018 Risk Management and 5(3) of the Companies (Appointment and Remuneration of
Principles and Guidelines in 2021. Accordingly, the Risk Management Managerial Personnel) Rules, 2014, including details of employees
Policy & Framework is assessed independently each year to ensure who had drawn remuneration more than the limits specified in the
alignment with the aforesaid global Standard on Risk Management. said Rules, are provided in Annexure 3 to this Report. In terms of the
While the Corporate Governance Policy lays down the roles and proviso to Rule 5(3), particulars of employees posted and working in
responsibilities and authority at various levels, the corporate policies and a country outside India have not been included in the Annexure. Such
standard operating procedures set out the philosophy and processes details will be furnished to the Company’s shareholders upon request.

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 ITC INFOTECH INDIA LIMITED

IV. ANNUAL RETURN AUDITORS

As per the provisions of Section 92(3) and Section 134(3)(a) of the Act, the (a) Statutory Auditors
Annual Return in Form No. MGT-7 is available on the Company’s website Messrs. Deloitte Haskins & Sells LLP, Chartered Accountants, Firm
and can be accessed at https://www.itcinfotech.com/compliance. Registration Number 117366W/W-100018 (‘DHS’), were re-
V. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS appointed as the Statutory Auditors of the Company for a period of
five years to hold office from the conclusion of the 26th AGM held on
Details of Loans, Guarantees and Investments covered under the
20th July, 2022 until the conclusion of the 31st AGM.
provisions of Section 186 of the Act are provided in Note 3 to the
Financial Statements of the Company. The Board, in terms of Section 142 of the Act and on the
recommendation of the Audit Committee, has recommended for the
VI. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH approval of the Members, the remuneration to DHS to conduct the
RELATED PARTIES audit of the Standalone Financial Statements of the Company for the
All contracts or arrangements entered into by the Company with its financial year 2023-24.
related parties during the financial year were in the ordinary course of Appropriate resolution seeking your approval in respect of the
business and on arm’s length basis. The details of material transactions remuneration to DHS is included in the Notice convening the
entered into by your Company with its related parties are provided in 27th AGM of the Company.
Annexure 4 (Form No. AOC-2) to this Report. (b) Secretarial Auditors
VII. COST RECORDS Your Board appointed Messrs. Vinod Kothari & Company, Practising
Your Company, being in the business of providing information Company Secretaries, to conduct the Secretarial Audit of your
technology services and solutions, is not required to maintain cost Company for the financial year ended 31st March, 2023. The
records, as specified by the Central Government under Section 148(1) Secretarial Auditors have confirmed that your Company has complied
of the Act. with the applicable laws and that there are adequate systems and
processes in your Company commensurate with its size and scale of
DIRECTORS’ RESPONSIBILITY STATEMENT operations to monitor and ensure compliance with the applicable
To the best of knowledge & belief and according to the information and laws.
explanations obtained, your Directors, in terms of Sections 134(3)(c) and The Report of the Secretarial Auditors, in terms of Section 204(1) of
134(5) of the Act, confirm having: the Act, is provided in Annexure 5 to this Report.
i. followed in the preparation of the Annual Accounts for the financial SECRETARIAL STANDARDS
year ended 31st March, 2023, the applicable accounting standards Your Company has complied with the requirements of the Secretarial
along with proper explanation relating to material departures, if any; Standards issued by the Institute of Company Secretaries of India and
ii. selected such accounting policies and applied them consistently and approved by the Central Government under Section 118(10) of the Act.
made judgements and estimates that are reasonable and prudent so DISCLOSURE AS PER THE SEXUAL HARASSMENT OF WOMEN AT
as to give a true and fair view of the state of affairs of the Company at WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT,
the end of the financial year and of the profit of the Company for that 2013
period; Your Company has zero tolerance towards any sexual harassment at the
iii. taken proper and sufficient care for the maintenance of adequate workplace. In line with the provisions of the Sexual Harassment of Women
accounting records in accordance with the provisions of the Act for at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the
safeguarding the assets of your Company and for preventing and Rules made thereunder, the Company has in place an Internal Complaints
detecting fraud and other irregularities; Committee for conducting inquiry into the complaints received on
harassments at the workplace. During the year under review, the Internal
iv. prepared the Annual Accounts on a going concern basis; and
Complaints Committee did not receive any complaint.
v. devised proper systems to ensure compliance with the provisions of
ACKNOWLEDGEMENTS
all applicable laws and that such systems are adequate and operating
effectively. Your Directors thank the clients, partners and vendors for their continued
support, and employees for their unstinted support, hard work, solidarity
SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS and co-operation.
/ COURTS / TRIBUNALS
On behalf of the Board
During the year under review, no significant or material orders were
passed by the Regulators or Courts or Tribunals impacting the going S. Sivakumar S. Singh
concern status of the Company and its future operations. Vice Chairman Managing Director & CEO
Date: 3rd May, 2023 Hyderabad Bengaluru

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 ITC INFOTECH INDIA LIMITED

ANNEXURE 1 TO THE REPORT OF THE BOARD OF DIRECTORS

WHOLLY OWNED SUBSIDIARY COMPANIES

New subsidiaries incorporated
The Company expanded its global footprint by setting up new subsidiaries in Brazil, France, Germany, Malaysia & Mexico and branches in Abu Dhabi,
Canada, Italy, Poland, Romania and Switzerland. The expanded on-shore / near-shore presence in these countries will enable the Company to strengthen
its capabilities to cater to the business and strategic needs of its global clientele.
The names of the new subsidiaries incorporated are stated below:
NAME OF THE SUBSIDIARY DATE OF INCORPORATION
ITC Infotech Do Brasil LTDA. (Infotech Brazil) 10th October, 2022
ITC Infotech Malaysia SDN. BHD. (Infotech Malaysia) 3rd February, 2023
ITC Infotech France SAS (Infotech France) 8th February, 2023
ITC Infotech GmbH (Infotech Germany) 10th March, 2023
ITC Infotech de México, S.A. de C.V. 17th April, 2023
The above subsidiaries are / will be engaged in the business of providing information technology services and solutions.
The statement in Form AOC-1 containing the salient features of the financial statements of ITC Infotech Limited (Infotech UK), ITC Infotech (USA), Inc.
(Infotech USA), Infotech Brazil, Infotech France and Infotech Germany, wholly owned subsidiaries of your Company, and Indivate Inc., wholly owned
subsidiary of Infotech USA, for the financial year 2022-23 is attached to the Financial Statements of the Company. The Company, being an intermediate
wholly owned subsidiary, is not required to prepare Consolidated Financial Statements.
The highlights of performance of the subsidiaries of your Company during the year under review are set out below:

Company Currency Revenue Net Profit

2022-23 2021-22 2022-23 2021-22
Infotech UK GBP in Million 30.30 40.02 1.45 0.79
Infotech USA USD in Million 145.13 133.34 3.87 2.52
Indivate Inc. USD Million 4.15 0.42 0.80 0.01
Infotech Brazil BRL Million 1.37 NA 0.12 NA
Infotech France EUR 7150 NA 552 NA
Infotech Germany EUR 7150 NA 442 NA

The Subsidiary incorporated in Malaysia did not have any business activity during the financial year ended 31st March, 2023 and hence had no profits.

ANNEXURE 2 TO THE REPORT OF THE BOARD OF DIRECTORS

Annual Report on CSR Activities of the Company for the Financial Year ended 31st March, 2023
1. Brief outline
ITC Infotech India Limited, being a wholly owned subsidiary of ITC Limited (‘ITC’), will discharge its corporate social responsibility by aligning itself with
the CSR Policy of ITC and by undertaking CSR activities in areas or subjects which are independent of the normal conduct of the Company’s business
and are aligned to the activities listed in Schedule VII read with Section 135 of the Companies Act, 2013 (‘the Act’) and the Companies (Corporate
Social Responsibility Policy) Rules, 2014.
Salient features of the Company’s CSR Policy:
The Company -
3 Will undertake CSR activities (a) directly, or (b) through a registered public trust or a registered society or a company under Section 8 of the
Act, established by ITC or otherwise, having track record of at least three years in undertaking CSR activities, or (c) through other implementing
agencies.
3 May collaborate with ITC or other companies for undertaking CSR activities in such a manner that the respective companies are in a position to
report separately on the CSR activities being undertaken.
3 Will spend in every financial year, two percent of its average net profits during the three immediately preceding financial years (or such other limit
as may be prescribed under the Act), on CSR activities in pursuance of the Policy.
2. Composition of the CSR Committee as on 31st March, 2023:

Sl. Name of Director Designation / Nature Number of meetings of Number of meetings

No. of Directorship CSR Committee held during of CSR Committee
the year attended during the year

1 Mr. S. Sivakumar (Chairman of the Committee) Vice Chairman and

2
Non-Executive Director
2
2 Ms. P. Balaji Non-Executive Director 2

3 Mr. R. K. Singhi* Non-Executive Director 1

* Appointed Member w.e.f. 21st July, 2022.

3. Provide the web-link(s) where composition of CSR committee, CSR Policy and CSR projects approved by the Board are disclosed on the website of the
Company – https://www.itcinfotech.com/compliance.

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 ITC INFOTECH INDIA LIMITED

4. Provide the executive summary along with web-link(s) of Impact Assessment of CSR Projects carried out in pursuance of sub-rule (3) of Rule 8 of the
Companies (Corporate Social Responsibility Policy) Rules, 2014, if applicable - Not Applicable
5. (a) Average net profits of the Company as per sub-section (5) of Section 135 – ` 506.52 crores
(b) Two percent of average net profits of the Company as per sub-section (5) of Section 135 – ` 10.13 crores
(c) Surplus arising out of the CSR projects or programmes or activities of the previous financial years - Nil
(d) Amount required to be set-off for the financial year, if any - Nil
(e) Total CSR obligation for the financial year [(b)+(c)-(d)] - ` 10.13 crores
6. (a) Amount spent on CSR Projects (both Ongoing Project and other than Ongoing Project) - ` 10.14 crores
(b) Amount spent in Administrative Overheads - Nil
(c) Amount spent on Impact Assessment, if applicable - Nil
(d) Total amount spent for the Financial Year [(a)+(b)+(c)] - ` 10.14 crores
(e) CSR amount spent or unspent for the financial year:

Amount Unspent (in ` )

Total Amount Spent for Total Amount transferred to Unspent CSR Amount transferred to any fund specified under Schedule VII
the Financial Year (in `) Account as per sub-section (6) of Section 135 as per second proviso to sub-section (5) of Section 135
Amount Date of transfer Name of the Fund Amount Date of transfer
` 10.14 crores Nil

(f) Excess amount for set-off, if any:

Sl. No. Particular Amount (in ` )

(1) (2) (3)
(i) Two percent of average net profits of the Company as per sub-section (5) of Section 135
(ii) Total amount spent for the Financial Year
(iii) Excess amount spent for the Financial Year [(ii)-(i)] Nil
(iv) Surplus arising out of the CSR projects or programmes or activities of the previous Financial Years, if any

(v) Amount available for set-off in succeeding Financial Years [(iii)-(iv)]

7. Details of Unspent Corporate Social Responsibility amount for the preceding three Financial Years:

1 2 3 4 5 6 7 8
Sl. Preceding Amount transferred to Balance Amount in Amount Amount transferred Amount Deficiency,
No. Financial Unspent CSR Account Unspent CSR Account Spent to a Fund as specified remaining to if any
Year(s) under sub- section (6) under sub- section (6) in the under Schedule VII as per be spent in
of Section 135 (in `) of Section 135 (in `) Financial second proviso to succeeding
Year sub- section (5) of Financial
(in `) Section 135, if any Years (in `)
Amount Date of
(in `) Transfer
Nil

8. Whether any capital assets have been created or acquired through Corporate Social Responsibility amount spent in the Financial Year:
Yes 3 No
If Yes, enter the number of Capital assets created / acquired Not Applicable
Furnish the details relating to such asset(s) so created or acquired through Corporate Social Responsibility amount spent in the Financial Year:

Sl. Short particulars of the property or asset(s) Pin Code of Date of Amount of Details of entity/ Authority/ beneficiary
No. [including complete address and location of the property creation CSR amount of the registered owner
the property] or asset(s) spent
(1) (2) (3) (4) (5) (6)
CSR Registration Name Registered
Number, if address
applicable
Not Applicable

9. Specify the reason(s), if the Company has failed to spend two percent of the average net profit as per sub-section (5) of Section 135 – Not Applicable

S. Sivakumar S. Singh
Chairman - CSR Committee Managing Director & CEO
Date: 3rd May, 2023 Hyderabad Bengaluru

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 ITC INFOTECH INDIA LIMITED

ANNEXURE 3 TO THE REPORT OF THE BOARD OF DIRECTORS

FOR THE FINANCIAL YEAR ENDED 31ST MARCH, 2023
Information pursuant to Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014

Top ten employees in terms of remuneration drawn

Name Age Designation Gross Net Qualifications Experience Date of Previous Employment/
Remuneration Remuneration (Years) Commencement Position held
(`) (`) of Employment /
Deputation
1 2 3 4 5 6 7 8 9
SINGH SUDIP 50 Managing Director & 6,00,82,031 3,34,76,167 M.B.A. 25 28-Jan-2019 Infosys Ltd., Global
Chief Executive Officer Industry Head - Energy,
Utilities, Resources &
Services Segment
BATRA RAKESH # 59 Chief Financial Officer 3,08,59,713 1,32,67,485 B.Com (Hons.), 37 1-Sep-2006 ITC Ltd., Divisional
F.C.A. Manager -Finance,
Marketing & FMCG
RAY KAUSHIK 52 Chief Human 1,56,92,213 1,04,11,439 M.B.A. 26 9-Feb-2022 Dr. Reddy’s Laboratories
Resources Officer Ltd., Vice President - HR
BALAKRISHNAN BRIJESH 47 President - CIO Services 1,52,87,548 98,84,709 PGDM 25 20-May-2021 CSS Corp Pvt. Ltd.,
Senior Vice President &
Delivery Head
RAJASEKHAR V V 58 Sr. Vice President 1,48,45,669 92,33,353 M.B.A. 34 1-Oct-2000 ITC Ltd., Divisional
Manager - IT Projects
MITRA SUBHRAKETAN # 47 Vice President - Finance 1,44,05,296 65,83,048 A.C.A. 24 1-Sep-2017 ITC Ltd.,
Manager, Finance
MUKHERJEE AMARTYA # 44 Vice President - Finance 1,42,61,722 70,64,269 B.Com (Hons.), 20 4-Apr-2017 ITC Ltd.,
A.C.A. Divisional Manager -
Finance
KUMAR SANDEEP 52 Sr. Vice President & 1,39,57,968 86,89,966 B.E., PGDM 27 26-Mar-2012 Infosys Ltd.,
Head Global Consulting Industry Principal
SHANKARAN SUNDARESH 53 President - 1,39,26,616 90,70,049 B.E. 31 6-Jan-2020 Infosys Ltd.,
Manufacturing & CPG Vice President
EMMANUEL JAISMON 48 Sr. Vice President - 1,31,50,779 87,46,228 B.TECH. 23 31-Jul-2019 UST Global,
Business Excellence Senior Director

Other employees employed throughout the year and in receipt of remuneration aggregating ` 1,02,00,000/- or more per annum
Name Age Designation / Gross Net Qualifications Experience Date of Previous Employment/
Nature of Duties Remuneration Remuneration (Years) Commencement Position held
(`) (`) of Employment /
Deputation
1 2 3 4 5 6 7 8 9
KAKKAR ASHU 52 Chief Information 1,26,19,177 82,99,038 M.B.A. 28 8-Sep-2021 HCL Technologies, Vice
Officer President - Global
Information Technology
CHAWLA GAURAV 50 Sr. Vice President - 1,18,51,278 78,17,104 M.B.A. 23 31-Dec-2021 IBM India, General
Business Development Manager
SEN SANJOY 57 Sr. Vice President - 1,11,59,273 70,16,545 M.TECH. 34 17-Oct-2000 Tata Technologies India
IT Services Ltd., Systems Manager
S EAKAMBARAM 54 Sr. Vice President - 1,08,97,049 71,63,985 B.E., PGDCA 34 1-Oct-2000 ITC Ltd.,
IT Project & Services Business Analyst
V V PADMANABHAM 52 Vice President - 1,07,24,453 72,18,457 PGDCSA 25 17-Dec-2012 Britannia Industries Ltd.,
IT Services Head of Corporate IT

Other employees employed for a part of the year and in receipt of remuneration aggregating ` 8,50,000/- or more per month
Name Age Designation / Gross Net Qualifications Experience Date of Previous Employment /
Nature of Duties Remuneration Remuneration (Years) Commencement Position held
(`) (`) of Employment /
Deputation
1 2 3 4 5 6 7 8 9
SARNA AMANDEEP SINGH 46 Sr. Vice President 1,25,76,777 67,29,923 M.C.A. 23 18-Jul-2022 Leela Palaces and Resorts
Ltd., Vice President –
Information Technology
WARTY ARJUN NITIN 43 Vice President 77,93,952 52,95,885 M.B.A. 19 19-Aug-2022 Zensar Technologies
Ltd., Head Corporate
Development
SHAH SANJAY V. # 62 Sr. Vice President & 72,77,387 36,89,846 B.Com., 39 13-Dec-2000 ITC Ltd., Assistant
Company Secretary A.C.A., A.C.S. Company Secretary
VENKATRAMAN SREENIVAS 48 President - 33,37,937 24,61,439 M.B.A. 24 4-Jan-2023 Publicis Sapient,
TRICHY Digital Experience Vice President

Notes :-
# On deputation from ITC Limited, the Holding Company (‘ITC’).
1. Gross Remuneration includes salary, performance bonus, allowances, long-term incentives, and other benefits / applicable perquisites borne by the Company, except the provisions for
gratuity and leave encashment which are actuarially determined on an overall Company basis. The term ‘remuneration’ has the meaning assigned to it under the Companies Act, 2013.
2. Net Remuneration comprises cash income less (a) income tax, & education cess deducted at source, and (b) employee’s own contribution to Provident Fund.
3. Some of the employees listed above have been granted Stock Options by ITC under its Employee Stock Option Schemes at ‘market price’ [within the meaning of the Securities and
Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021]. Since these Stock Options are not tradeable, no perquisite or benefit is immediately
conferred upon the employee by grant of such Options and accordingly, the said grant has not been considered as remuneration.
4. All appointments are / were contractual in accordance with terms and conditions as per Company’s rules.
5. None of the above employees is a relative of any Director of the Company.
On behalf of the Board

S. Sivakumar S. Singh
Vice Chairman Managing Director & CEO
Date: 3rd May, 2023 Hyderabad Bengaluru

7
 ITC INFOTECH INDIA LIMITED

ANNEXURE 4 TO THE REPORT OF THE BOARD OF DIRECTORS FOR THE FINANCIAL YEAR ENDED 31ST MARCH, 2023

FORM NO. AOC - 2

[Pursuant to Section 134(3)(h) of the Companies Act, 2013 and Rule 8(2) of the Companies (Accounts) Rules, 2014]
Form for disclosure of particulars of contracts / arrangements entered into by the Company with related parties referred to in sub-section (1) of
Section 188 of the Companies Act, 2013 including certain arm’s length transactions under fourth proviso thereto.
1. Details of contracts or arrangements or transactions not at arm’s length basis: None
2. Details of material contracts or arrangements or transactions at arm’s length basis:

a) Name(s) of the related party and nature of relationship ITC Limited (Holding Company)
b) Nature of contracts / arrangements / transactions Sale of IT Services
c) Duration of the contracts / arrangements / transactions Continuing
d) Salient terms of the contracts or arrangements or transactions - Provision of IT Services
including the value, if any - Pricing based on arm’s length margin
- Payment upon receipt of invoice
- Value of transactions during the year - ` 197.19 crores
e) Date(s) of approval by the Board, if any N.A.
f) Amount paid as advances, if any Nil

a) Name(s) of the related party and nature of relationship ITC Infotech Limited, UK (Subsidiary)
b) Nature of contracts / arrangements / transactions Sale of IT Services
c) Duration of the contracts / arrangements / transactions Continuing
d) Salient terms of the contracts or arrangements or transactions - Subcontracting of execution and management of customer contracts
including the value, if any - Pricing based on arm’s length margin
- Periodic invoicing; payment within 90 days
- Value of transactions during the year - ` 115.95 crores
e) Date(s) of approval by the Board, if any N.A.
f) Amount paid as advances, if any Nil

a) Name(s) of the related party and nature of relationship ITC Infotech (USA), Inc. (Subsidiary)
b) Nature of contracts / arrangements / transactions Sale of IT Services
c) Duration of the contracts / arrangements / transactions Continuing
d) Salient terms of the contracts or arrangements or transactions - Subcontracting of execution and management of customer contracts
including the value, if any - Pricing based on arm’s length margin
- Periodic invoicing; payment within 90 days
- Value of transactions during the year - ` 691.89 crores
e) Date(s) of approval by the Board, if any N.A.
f) Amount paid as advances, if any Nil

On behalf of the Board

S. Sivakumar S. Singh
Vice Chairman Managing Director & CEO
Date: 3rd May, 2023 Hyderabad Bengaluru

8
 ITC INFOTECH INDIA LIMITED

ANNEXURE 5 TO THE REPORT OF THE BOARD OF DIRECTORS

FORM NO. MR-3

SECRETARIAL AUDIT REPORT
FOR THE FINANCIAL YEAR ENDED 31ST MARCH, 2023
[Pursuant to Section 204(1) of the Companies Act, 2013 and Rule 9 of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014]
To,
The Members,
ITC Infotech India Limited

We have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate practices by ITC Infotech
India Limited (hereinafter called “Company”) for the financial year ended March 31, 2023 [“Audit Period”] in terms of the engagement letter dated
December 27, 2022. The secretarial audit was conducted in a manner that provided us a reasonable basis for evaluating the corporate conduct/statutory
compliances and expressing our opinion thereon.
Based on our verification of the Company’s books, papers, minute books, forms and returns filed and other records maintained by the Company and also
the information provided by the Company, its officers, agents and authorized representatives during the conduct of secretarial audit, we hereby report that
in our opinion, the Company has, during the Audit Period, complied with the statutory provisions listed hereunder and also that the Company has proper
Board-processes and compliance-mechanism in place.
We have examined the books, papers, minutes, forms and returns filed and other records maintained by the Company for the Audit Period, according to
the provisions of applicable law provided hereunder:
• The Companies Act, 2013 (‘Act’) and the Rules made thereunder;
• Foreign Exchange Management Act, 1999 (“FEMA”) and the rules and regulations made thereunder to the extent of Overseas Direct Investment;
• Specific laws applicable to the industry to which the Company belongs, as identified and compliance whereof as confirmed by the management, that
is to say:
a. The Information Technology Act, 2000 and the Rules made thereunder.

We have also examined compliance with the applicable clauses of the Secretarial Standards for Board Meetings (SS-1) and for General Meetings (SS-2)
issued by the Institute of Company Secretaries of India.
We report that during the Audit Period, the Company has complied with the provisions of the Act, rules, standards etc. mentioned above.
We further report that:
The Board of Directors of the Company is duly constituted and the changes in the composition of the Board of Directors that took place during the Audit
Period, were carried out in compliance with the provisions of the Act and other applicable laws.
Notice along with agenda is given to all the Directors to schedule the Board Meetings and Committee meetings at least seven days in advance. In case of
meetings convened at shorter notice, requisite consent has been taken from the Directors/Committee Members. Further, a system exists for seeking and
obtaining further information and clarifications on the agenda items before the meeting and for meaningful participation at the meeting.
All the decisions were unanimous and there was no instance of dissent in Board or Committee Meetings.
We further report that there are adequate systems and processes in the Company, commensurate with its size and operations to monitor and ensure
compliance with applicable laws, rules, regulations and guidelines.
We further report that during the Audit Period, the Company has undertaken the below mentioned specific event/action that can have a bearing on the
Company’s compliance responsibility in pursuance of the above referred laws, rules, standards, etc:
a. Increase in Authorised Share Capital
The shareholders have approved increase in the authorised share capital of the Company from Rs.86,00,00,000/- (Rupees Eighty Six Crores) to
Rs.100,00,00,000/- (Rupees Hundred Crores).

b. Issuance of Further Capital on Rights Basis

The Board has approved issuance of 28,00,000 equity shares of the Company of Rs.10/- each on rights basis to ITC Limited, the Holding Company. The
Paid-up share capital of the Company consequently increased to Rs.88 crores.

c. Incorporation of Wholly Owned Subsidiaries

The Company has incorporated the following new wholly owned subsidiaries: ITC Infotech Do Brasil LTDA., ITC Infotech GmbH, ITC Infotech France
SAS, ITC Infotech Malaysia SDN. BHD. and ITC Infotech de México, S.A. de C.V.

Place: Kolkata For M/s Vinod Kothari & Company

Date: 3rd May, 2023 Practicing Company Secretaries
Unique Code: P1996WB042300

Pammy Jaiswal
Partner
Membership No.: A48046
CP No.: 18059
UDIN: A048046E000243043
Peer Review Certificate No.: 781/2020

The report is to be read with our letter of even date which is annexed as Annexure ‘I’ and forms an integral part of this report

9
 ITC INFOTECH INDIA LIMITED

Annexure I
Auditor and Management Responsibility
ANNEXURE TO SECRETARIAL AUDIT REPORT

To,
The Members,
ITC Infotech India Limited

Our Secretarial Audit Report of even date is to be read along with this letter.

1. Maintenance of secretarial records is the responsibility of the management of the Company. Our responsibility is to express an opinion on these
secretarial records based on our audit;

2. We have followed the audit practices and the processes as were appropriate to obtain reasonable assurance about the correctness of the contents of the
secretarial records. The verification was done on a test basis to ensure that correct facts are reflected in secretarial records. We believe that the processes
and practices, we followed provide a reasonable basis for our opinion;

3. Our Audit examination is restricted only up to legal compliances of the applicable laws to be done by the Company, we have not checked the practical
aspects relating to the same;

4. Wherever our Audit has required our examination of books and records maintained by the Company, we have relied upon electronic versions of
such books and records, as provided to us through online communication. Considering the effectiveness of information technology tools in the audit
processes, we have conducted online verification and examination of records, as facilitated by the Company, for the purpose of issuing this Report. In
doing so, we have followed the guidance as issued by the Institute;

5. We have not verified the correctness and appropriateness of financial records and books of accounts of the Company as well as correctness of the values
and figures reported in various disclosures and returns as required to be submitted by the Company under the specified laws;

6. Wherever required, we have obtained the management representation about the compliance of laws, rules and regulation and happening of events
etc;

7. The compliance of the provisions of corporate and other applicable laws, rules, regulations, standards is the responsibility of the management. Our
examination was limited to the verification of procedure on test basis;

8. Due to the inherent limitations of an audit including internal, financial, and operating controls, there is an unavoidable risk that some misstatements or
material non-compliances may not be detected, even though the audit is properly planned and performed in accordance with audit practices;

9. The contents of this Report has to be read in conjunction with and not in isolation of the observations, if any, in the report(s) furnished/to be furnished
by any other auditor(s)/agencies/authorities with respect to the Company;

10. The Secretarial Audit report is neither an assurance as to the future viability of the Company nor of the efficacy or effectiveness with which the
management has conducted the affairs of the Company.

10
 ITC INFOTECH INDIA LIMITED

INDEPENDENT AUDITOR’S REPORT controls, that were operating effectively for ensuring the accuracy and
To the Members of ITC Infotech India Limited completeness of the accounting records, relevant to the preparation and
presentation of the standalone financial statements that give a true and
Report on the Audit of the Standalone Financial Statements
fair view and are free from material misstatement, whether due to fraud
Opinion or error.
We have audited the accompanying standalone financial statements of In preparing the standalone financial statements, management is
ITC Infotech India Limited (the “Company”), which comprise the Balance responsible for assessing the Company’s ability to continue as a going
Sheet as at 31st March, 2023, and the Statement of Profit and Loss concern, disclosing, as applicable, matters related to going concern and
(including Other Comprehensive Income), the Statement of Changes using the going concern basis of accounting unless the Board of Directors
in Equity and the Cash Flow Statement for the year then ended, and either intends to liquidate the Company or to cease operations, or has no
a summary of significant accounting policies and other explanatory realistic alternative but to do so.
information.
The Company’s Board of Directors are also responsible for overseeing the
In our opinion and to the best of our information and according to the Company’s financial reporting process.
explanations given to us, the aforesaid standalone financial statements
Auditor’s Responsibility for the Audit of the Standalone Financial
give the information required by the Companies Act, 2013 (“the Act”) in
Statements
the manner so required and give a true and fair view in conformity with
the Indian Accounting Standards prescribed under Section 133 of the Act Our objectives are to obtain reasonable assurance about whether
read with the Companies (Indian Accounting Standards) Rules, 2015, as the standalone financial statements as a whole are free from material
amended, (“Ind AS”) and other accounting principles generally accepted misstatement, whether due to fraud or error, and to issue an auditor’s
in India, of the state of affairs of the Company as at 31st March, 2023, its report that includes our opinion. Reasonable assurance is a high level of
profit, total comprehensive income, the changes in equity and its cash assurance, but is not a guarantee that an audit conducted in accordance
flows for the year ended on that date. with SAs will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered material
Basis for Opinion
if, individually or in the aggregate, they could reasonably be expected
We conducted our audit of the standalone financial statements in to influence the economic decisions of users taken on the basis of these
accordance with the Standards on Auditing (the “SAs”) specified under standalone financial statements.
Section 143(10) of the Act. Our responsibilities under those Standards
As part of an audit in accordance with SAs, we exercise professional
are further described in the Auditor’s Responsibility for the Audit of
judgment and maintain professional skepticism throughout the audit. We
the Standalone Financial Statements section of our report. We are
also:
independent of the Company in accordance with the Code of Ethics
issued by the Institute of Chartered Accountants of India (the “ICAI”) • Identify and assess the risks of material misstatement of the standalone
together with the ethical requirements that are relevant to our audit financial statements, whether due to fraud or error, design and
of the standalone financial statements under the provisions of the Act perform audit procedures responsive to those risks, and obtain audit
and the Rules made thereunder, and we have fulfilled our other ethical evidence that is sufficient and appropriate to provide a basis for our
responsibilities in accordance with these requirements and the ICAI’s Code opinion. The risk of not detecting a material misstatement resulting
of Ethics. We believe that the audit evidence obtained by us is sufficient from fraud is higher than for one resulting from error, as fraud may
and appropriate to provide a basis for our audit opinion on the standalone involve collusion, forgery, intentional omissions, misrepresentations,
financial statements. or the override of internal control.
Information Other than the Financial Statements and Auditor’s Report • Obtain an understanding of internal financial control relevant to the
Thereon audit in order to design audit procedures that are appropriate in
the circumstances. Under Section 143(3)(i) of the Act, we are also
• The Company’s Board of Directors is responsible for the other
responsible for expressing our opinion on whether the Company
information. The other information comprises the information
has adequate internal financial controls with reference to standalone
included in the Board’s Report including Annexures to the Board’s
financial statements in place and the operating effectiveness of such
Report but does not include the special purpose consolidated financial
controls.
statements, standalone financial statements and our auditor’s reports
thereon. • Evaluate the appropriateness of accounting policies used and the
reasonableness of accounting estimates and related disclosures made
• Our opinion on the standalone financial statements does not cover
the other information and we do not express any form of assurance by the management.
conclusion thereon. • Conclude on the appropriateness of management’s use of the going
• In connection with our audit of the standalone financial statements, concern basis of accounting and, based on the audit evidence
our responsibility is to read the other information and, in doing so, obtained, whether a material uncertainty exists related to events or
consider whether the other information is materially inconsistent conditions that may cast significant doubt on the Company’s ability
with the standalone financial statements or our knowledge obtained to continue as a going concern. If we conclude that a material
during the course of our audit or otherwise appears to be materially uncertainty exists, we are required to draw attention in our auditor’s
misstated. report to the related disclosures in the standalone financial statements
or, if such disclosures are inadequate, to modify our opinion. Our
• If, based on the work we have performed, we conclude that there is
conclusions are based on the audit evidence obtained up to the date
a material misstatement of this other information, we are required to
of our auditor’s report. However, future events or conditions may
report that fact. We have nothing to report in this regard.
cause the Company to cease to continue as a going concern.
Responsibilities of Management and Those Charged with Governance
• Evaluate the overall presentation, structure and content of the
for the Standalone Financial Statements
standalone financial statements, including the disclosures, and
The Company’s Board of Directors is responsible for the matters stated whether the standalone financial statements represent the underlying
in Section 134(5) of the Act with respect to the preparation of these transactions and events in a manner that achieves fair presentation.
standalone financial statements that give a true and fair view of the financial
Materiality is the magnitude of misstatements in the standalone financial
position, financial performance including other comprehensive income,
statements that, individually or in aggregate, makes it probable that the
changes in equity and cash flows of the Company in accordance with
economic decisions of a reasonably knowledgeable user of the standalone
the Ind AS and other accounting principles generally accepted in India.
financial statements may be influenced. We consider quantitative
This responsibility also includes maintenance of adequate accounting
materiality and qualitative factors in (i) planning the scope of our audit
records in accordance with the provisions of the Act for safeguarding the
work and in evaluating the results of our work; and (ii) to evaluate the effect
assets of the Company and for preventing and detecting frauds and other
of any identified misstatements in the standalone financial statements.
irregularities; selection and application of appropriate accounting policies;
making judgments and estimates that are reasonable and prudent; and We communicate with those charged with governance regarding, among
design, implementation and maintenance of adequate internal financial other matters, the planned scope and timing of the audit and significant

11
 ITC INFOTECH INDIA LIMITED

audit findings, including any significant deficiencies in internal control that iii. There were no amounts which were required to be
we identify during our audit. transferred to the Investor Education and Protection Fund
We also provide those charged with governance with a statement by the Company.
that we have complied with relevant ethical requirements regarding iv. (a) The Management has represented that, to the best of its
independence, and to communicate with them all relationships and other knowledge and belief, no funds (which are material either
matters that may reasonably be thought to bear on our independence, individually or in the aggregate) have been advanced or
and where applicable, related safeguards. loaned or invested (either from borrowed funds or share
premium or any other sources or kind of funds) by the
Report on Other Legal and Regulatory Requirements
Company to or in any other person or entity, including
1. As required by Section 143(3) of the Act, based on our audit we report foreign entity (“Intermediaries”), with the understanding,
that: whether recorded in writing or otherwise, that the
a) We have sought and obtained all the information and explanations Intermediary shall, directly or indirectly lend or invest
which to the best of our knowledge and belief were necessary for in other persons or entities identified in any manner
the purposes of our audit. whatsoever by or on behalf of the Company (“Ultimate
Beneficiaries”) or provide any guarantee, security or the
b) In our opinion, proper books of account as required by law like on behalf of the Ultimate Beneficiaries;
have been kept by the Company so far as it appears from our
(b) The Management has represented, that, to the best of its
examination of those books.
knowledge and belief, no funds (which are material either
c) The Balance Sheet, the Statement of Profit and Loss including individually or in the aggregate) have been received by
Other Comprehensive Income, the Statement of Changes in the Company from any person or entity, including foreign
Equity and the Cash Flow Statement dealt with by this Report are entity (“Funding Parties”), with the understanding,
in agreement with the relevant books of account. whether recorded in writing or otherwise, that the
d) In our opinion, the aforesaid standalone financial statements Company shall, directly or indirectly, lend or invest in other
comply with the Ind AS specified under Section 133 of the Act. persons or entities identified in any manner whatsoever by
or on behalf of the Funding Party (“Ultimate Beneficiaries”)
e) On the basis of the written representations received from the
or provide any guarantee, security or the like on behalf of
directors as on 31st March, 2023 taken on record by the Board of
the Ultimate Beneficiaries;
Directors, none of the directors is disqualified as on 31st March,
2023 from being appointed as a director in terms of Section (c) Based on the audit procedures performed that have
164(2) of the Act. been considered reasonable and appropriate in the
circumstances, nothing has come to our notice that has
f) With respect to the adequacy of the internal financial controls
caused us to believe that the representations under sub-
with reference to standalone financial statements of the
clause (i) and (ii) of Rule 11(e), as provided under (a) and
Company and the operating effectiveness of such controls, refer (b) above, contain any material misstatement.
to our separate report in “Annexure A”. Our report expresses an
v. As stated in Statement of Changes in Equity of the
unmodified opinion on the adequacy and operating effectiveness
standalone financial statements, the interim dividend
of the Company’s internal financial controls with reference to
declared and paid by the Company during the year is in
standalone financial statements.
compliance with Section 123 of the Act.
g) With respect to the other matters to be included in the Auditor’s
vi. Proviso to Rule 3(1) of the Companies (Accounts) Rules,
Report in accordance with the requirements of Section 197(16) of
2014 for maintaining books of account using accounting
the Act, as amended:
software which has a feature of recording audit trail
In our opinion and to the best of our information and according (edit log) facility is applicable to the Company w.e.f. 1st
to the explanations given to us, the remuneration paid by the April, 2023, and accordingly, reporting under Rule 11(g)
Company to its directors during the year is in accordance with the of Companies (Audit and Auditors) Rules, 2014 is not
provisions of Section 197 of the Act. applicable for the financial year ended 31st March, 2023.
h) With respect to the other matters to be included in the Auditor’s 2. As required by the Companies (Auditor’s Report) Order, 2020 (“the
Report in accordance with Rule 11 of the Companies (Audit and Order”) issued by the Central Government in terms of Section
Auditors) Rules, 2014, as amended in our opinion and to the best 143(11) of the Act, we give in “Annexure B” a statement on the
of our information and according to the explanations given to us: matters specified in paragraphs 3 and 4 of the Order.
i. The Company has disclosed the impact of pending For DELOITTE HASKINS & SELLS LLP
litigations on its financial position in its standalone financial Chartered Accountants
(Firm’s Registration No. 117366W/W-100018)
statements.
Girish Bagri
ii. The Company did not have any long-term contracts Partner
including derivative contracts as at 31st March, 2023 for Place: Bengaluru (Membership No. 066572)
which there were any material foreseeable losses. Date: 3rd May, 2023 UDIN : 23066572BGXZLP7098

ANNEXURE “A” TO THE INDEPENDENT AUDITOR’S REPORT financial statements based on the internal control over financial reporting
(Referred to in paragraph 1(f) under ‘Report on Other Legal and criteria established by the Company considering the essential components
Regulatory Requirements’ section of our report of even date) of internal control stated in the Guidance Note on Audit of Internal
Financial Controls Over Financial Reporting issued by the Institute of
Report on the Internal Financial Controls with reference to Standalone
Chartered Accountants of India. These responsibilities include the design,
Financial Statements under Clause (i) of Sub-section 3 of Section 143
implementation and maintenance of adequate internal financial controls
of the Companies Act, 2013 (“the Act”)
that were operating effectively for ensuring the orderly and efficient
We have audited the internal financial controls with reference to standalone conduct of its business, including adherence to company’s policies, the
financial statements of ITC Infotech India Limited (“the Company”) as of safeguarding of its assets, the prevention and detection of frauds and
31st March, 2023 in conjunction with our audit of the standalone financial errors, the accuracy and completeness of the accounting records, and the
statements of the Company for the year ended on that date. timely preparation of reliable financial information, as required under the
Management’s Responsibility for Internal Financial Controls Companies Act, 2013.
The Company’s management is responsible for establishing and Auditor’s Responsibility
maintaining internal financial controls with reference to standalone Our responsibility is to express an opinion on the Company’s internal

12
 ITC INFOTECH INDIA LIMITED

financial controls with reference to standalone financial statements of the assurance that transactions are recorded as necessary to permit
Company based on our audit. We conducted our audit in accordance with preparation of financial statements in accordance with generally accepted
the Guidance Note on Audit of Internal Financial Controls Over Financial accounting principles, and that receipts and expenditures of the company
Reporting (the “Guidance Note”) issued by the Institute of Chartered are being made only in accordance with authorisations of management
Accountants of India and the Standards on Auditing prescribed under and directors of the company; and (3) provide reasonable assurance
Section 143(10) of the Companies Act, 2013, to the extent applicable regarding prevention or timely detection of unauthorised acquisition, use,
to an audit of internal financial controls with reference to standalone or disposition of the company’s assets that could have a material effect on
financial statements. Those Standards and the Guidance Note require that the financial statements.
we comply with ethical requirements and plan and perform the audit to
Inherent Limitations of Internal Financial Controls with reference to
obtain reasonable assurance about whether adequate internal financial
Standalone Financial Statements
controls with reference to standalone financial statements was established
and maintained and if such controls operated effectively in all material Because of the inherent limitations of internal financial controls with
respects. reference to standalone financial statements, including the possibility
of collusion or improper management override of controls, material
Our audit involves performing procedures to obtain audit evidence about
the adequacy of the internal financial controls system with reference to misstatements due to error or fraud may occur and not be detected.
standalone financial statements and their operating effectiveness. Our Also, projections of any evaluation of the internal financial controls
audit of internal financial controls with reference to standalone financial with reference to standalone financial statements to future periods are
statements included obtaining an understanding of internal financial subject to the risk that the internal financial control with reference to
controls with reference to standalone financial statements, assessing the standalone financial statements may become inadequate because of
risk that a material weakness exists, and testing and evaluating the design changes in conditions, or that the degree of compliance with the policies
and operating effectiveness of internal control based on the assessed risk. or procedures may deteriorate.
The procedures selected depend on the auditor’s judgement, including Opinion
the assessment of the risks of material misstatement of the financial
In our opinion, to the best of our information and according to the
statements, whether due to fraud or error.
explanations given to us, the Company has, in all material respects, an
We believe that the audit evidence we have obtained is sufficient and adequate internal financial controls with reference to standalone financial
appropriate to provide a basis for our audit opinion on the Company’s statements and such internal financial controls with reference to standalone
internal financial controls system with reference to standalone financial financial statements were operating effectively as at 31st March, 2023,
statements. based on the criteria for internal financial control with reference to
Meaning of Internal Financial Controls with reference to Standalone standalone financial statements established by the Company considering
Financial Statements the essential components of internal control stated in the Guidance Note
A company’s internal financial control with reference to standalone on Audit of Internal Financial Controls Over Financial Reporting issued by
financial statements is a process designed to provide reasonable assurance the Institute of Chartered Accountants of India.
regarding the reliability of financial reporting and the preparation of For DELOITTE HASKINS & SELLS LLP
financial statements for external purposes in accordance with generally Chartered Accountants
accepted accounting principles. A company’s internal financial control (Firm’s Registration No. 117366W/W-100018)
with reference to standalone financial statements includes those Girish Bagri
policies and procedures that (1) pertain to the maintenance of records Partner
that, in reasonable detail, accurately and fairly reflect the transactions Place: Bengaluru (Membership No. 066572)
and dispositions of the assets of the company; (2) provide reasonable Date: 3rd May, 2023 UDIN : 23066572BGXZLP7098

ANNEXURE “B” TO THE INDEPENDENT AUDITOR’S REPORT (ii) (a) The Company does not have any inventory and hence reporting
(Referred to in paragraph 2 under ‘Report on Other Legal and under clause 3(ii)(a) of the Order is not applicable.
Regulatory Requirements’ section of our report of even date) (b) The Company has not been sanctioned working capital limits
In terms of the information and explanations sought by us and given by in excess of Rs. 500 lakhs, in aggregate, at any points of time
during the year, from banks or financial institutions on the basis
the Company and the books of account and records examined by us in the
of security of current assets and hence reporting under clause
normal course of audit, we state that:
3(ii)(b) of the Order is not applicable.
(i) (a) A. The Company has maintained proper records showing full
(iii) (a) The Company has made investment in companies during
particulars, including quantitative details and situation of
the year. The Company has not provided any guarantee or
Property, plant and equipment, capital work-in-progress and
security, and granted any loans or advances in the nature of
relevant details of right-of-use assets. loans, secured or unsecured, to companies, firms, Limited
B. The Company has maintained proper records showing full Liability Partnership or any other parties during the year. Hence,
particulars of intangible assets. reporting under clause (iii)(a), (b) (except to the extent it
(b) The Company has a program of verification of Property, plant pertains to investments), (c), (d), (e) and (f) of the Order is not
and equipment, capital work-in-progress and right-of-use assets applicable.
so to cover all the Property, plant and equipment, capital work- (b) The investments made during the year are, in our opinion,
in-progress and right-of-use assets in a phased manner, which, prima facie, not prejudicial to the Company’s interest.
in our opinion, is reasonable having regard to the size of the (iv) The Company has complied with the provisions of Sections
Company and the nature of its assets. Pursuant to the program, 185 and 186 of the Companies Act, 2013 in respect of loans
certain Property, plant and equipment, capital work-in-progress granted, investments made and guarantees and securities
and right of use were due for verification during the year and provided, as applicable.
were physically verified by the Management during the year. (v) The Company has not accepted any deposit or amounts which
According to the information and explanations given to us, no are deemed to be deposits. Hence, reporting under clause 3(v)
material discrepancies were noticed on such verification. of the Order is not applicable.
(c) The Company does not have any immovable properties (other (vi) The maintenance of cost records has not been specified by the
than properties where the company is the lessee and the lease Central Government under sub-section (1) of section 148 of the
agreements are duly executed in favour of the lessee). Hence Companies Act, 2013 for the business activities carried out by
reporting under clause (i)(c) of the Order is not applicable. the Company. Hence, reporting under clause (vi) of the Order is
(d) The Company has not revalued any of its property, plant and not applicable to the Company.
equipment (including right-of-use assets) and intangible assets (vii) In respect of statutory dues:
during the year. (a) Undisputed statutory dues, including Goods and Services
(e) No proceedings have been initiated during the year or are tax, Provident Fund, Employees’ State Insurance, Income Tax,
pending against the Company as at 31st March, 2023 for Sales Tax, Service Tax, duty of Custom, duty of Excise, Value
holding any benami property under the Benami Transactions Added Tax, Cess and other material statutory dues applicable
(Prohibition) Act, 1988 (as amended in 2016) and rules made to the Company have been regularly deposited by it with the
thereunder. appropriate authorities.

13
 ITC INFOTECH INDIA LIMITED

There were no undisputed amounts payable in respect of Goods (xii) The Company is not a Nidhi Company and hence reporting
and Service tax, Provident Fund, Employees’ State Insurance, under clause (xii) of the Order is not applicable.
Income Tax, Sales Tax, Service Tax, duty of Custom, duty of
(xiii) In our opinion, the Company is in compliance with Sections 177
Excise, Value Added Tax, Cess and other material statutory dues
and 188 of the Companies Act, 2013 with respect to applicable
in arrears as at 31st March, 2023 for a period of more than six
transactions with the related parties and the details of related
months from the date they became payable.
party transactions have been disclosed in the standalone
(b) Details of statutory dues referred to in sub-clause (a) above financial statements as required by the applicable accounting
which have not been deposited as on 31st March, 2023 on
standards.
account of disputes are given below:
(xiv) (a) In our opinion, the Company has an adequate internal
Name Nature of dues Forum where Period to which Amount audit system (comprising the internal and corporate audit
of the the dispute is the Amount (` in departments) commensurate with the size and nature of its
Statute pending relates lakhs) business.
Finance Service tax CESTAT April 1, 2007 125.66* (b) We have considered, the internal audit reports for the year
Act, 1994 (including to June 30, 2011 under audit, issued to the Company during the year and till
interest and
penalty)
date, in determining the nature, timing and extent of our audit
procedures.
Finance Service tax CESTAT / Joint July 1, 2011 108.34#
Act, 1994 (including Commissioner to June 30, 2017 (xv) In our opinion, during the year the Company has not entered
interest and (Appeals) into any non-cash transactions with its Directors or persons
penalty) connected with its directors, and hence provisions of Section
192 of the Companies Act, 2013 are not applicable to the
* Net of amount deposited under protest Rs.15.00 lakhs. Company.
# Net of amount deposited under protest Rs.16.78 lakhs. (xvi) (a) In our opinion, the Company is not required to be registered
(viii) There were no transactions relating to previously unrecorded under Section 45-IA of the Reserve Bank of India Act, 1934.
income that have been surrendered or disclosed as income Hence, reporting under clause 3(xvi)(a), (b) and (c) of the Order
during the year in the tax assessments under the Income Tax is not applicable.
Act, 1961 (43 of 1961). (b) In our opinion, there is no core investment company within the
(ix) (a) The Company has not defaulted in repayment of loan or Group (as defined in the Core Investment Companies (Reserve
borrowings or in the payment of interest thereon to any lender. Bank) Directions, 2016) and accordingly reporting under clause
3(xvi)(d) of the Order is not applicable.
(b) The Company has not been declared wilful defaulter by any
bank or financial institution or government or any government (xvii) The Company has not incurred cash losses during the financial
authority. year covered by our audit and the immediately preceding
(c) The Company has not taken any term loan during the year and financial year.
there are no outstanding term loans at the beginning of the (xviii) There has been no resignation of the statutory auditors of the
year and hence, reporting under clause 3(ix)(c) of the Order is Company during the year.
not applicable. (xix) On the basis of the financial ratios, ageing and expected dates of
(d) On an overall examination of the financial statements of the realisation of financial assets and payment of financial liabilities,
Company, funds raised on short-term basis have, prima facie, other information accompanying the financial statements and
not been used during the year for long-term purposes by the our knowledge of the Board of Directors and Management plans
Company. and based on our examination of the evidence supporting the
(e) On an overall examination of the financial statements of the assumptions, nothing has come to our attention, which causes
Company, the Company has not taken any loans (funds) from us to believe that any material uncertainty exists as on the date
any entity or person on account of or to meet the obligations of of the audit report indicating that Company is not capable of
its subsidiaries. meeting its liabilities existing at the date of balance sheet as and
(f) The Company has not raised loans during the year on the when they fall due within a period of one year from the balance
pledge of securities held in its subsidiaries and hence reporting sheet date. We, however, state that this is not an assurance as
on clause 3(ix)(f) of the Order is not applicable. to the future viability of the Company. We further state that
our reporting is based on the facts up to the date of the audit
(x) (a) The Company has not raised moneys by way of initial public
report and we neither give any guarantee nor any assurance
offer or further public offer (including debt instruments) during
that all liabilities falling due within a period of one year from the
the year and hence reporting under clause 3(x)(a) of the Order
balance sheet date, will get discharged by the Company as and
is not applicable.
when they fall due.
(b) During the year, the Company has not made any preferential
allotment or private placement of shares or convertible (xx) The Company has fully spent the required amount towards
debentures (fully or partly or optionally) and hence reporting Corporate Social Responsibility (CSR) and there is no unspent
under clause 3(x)(b) of the Order is not applicable. CSR amount for the year requiring a transfer to a Fund specified
in Schedule VII to the Companies Act or special account in
(xi) (a) No fraud by the Company and no material fraud on the
compliance with the provision of sub-section (6) of section 135
Company has been noticed or reported during the year.
of the said Act. Accordingly, reporting under clause (xx) of the
(b) No report under sub-section (12) of section 143 of the Order is not applicable for the year.
Companies Act has been filed in Form ADT-4 as prescribed
For DELOITTE HASKINS & SELLS LLP
under rule 13 of Companies (Audit and Auditors) Rules, 2014
with the Central Government, during the year and upto the Chartered Accountants
(Firm’s Registration No. 117366W/W-100018)
date of this report.
Girish Bagri
(c) As represented to us by the Management, there were no whistle Partner
blower complaints received by the Company during the year Place: Bengaluru (Membership No. 066572)
(and up to the date of this report). Date: 3rd May, 2023 UDIN : 23066572BGXZLP7098

14
 ITC INFOTECH INDIA LIMITED

BALANCE SHEET AS AT 31ST MARCH, 2023

As at As at
Note No. 31st March, 31st March,
2023 2022
(` in Lakhs) (` in Lakhs)
I ASSETS
1 Non-current Assets
(a) Property, Plant and Equipment 2 3,462 3,604
(b) Capital-work-in-progress 2 3,717 87
(c) Other Intangible Assets 2 68,830 409
(d) Right-of-Use Assets 2 852 357
(e) Financial Assets
(i) Investments 3 (a) 14,269 8,704
(ii) Others 5 (a) 47 139
(f) Deferred Tax Assets (Net) 9 1,553 3,470
(g) Income Tax Assets (Net) 10 5,529 2,436
(h) Other Non-Current Assets 11 (a) 173 241
Sub-Total 98,432 19,447
2 Current Assets
(a) Financial Assets
(i) Investments 3 (b) 35,664 6,904
(ii) Trade Receivables 6 41,134 27,696
(iii) Cash and Cash Equivalents 7 5,247 976
(iv) Other Bank Balances 8 20,000 20,000
(v) Loans 4 – 0
(vi) Others 5 (b) 27,666 26,906
(b) Other Current Assets 11 (b) 8,329 3,992
Sub-Total
1,38,040 86,474
TOTAL 2,36,472 1,05,921
II EQUITY AND LIABILITIES
1 Equity
(a) Equity Share Capital 12 8,800 8,520
(b) Other Equity 1,33,795 69,180
Sub-Total
1,42,595 77,700
2 Non-current Liabilities
(a) Financial Liabilities
(i) Lease Liabilities 25 394 29
(ii) Other Financial Liabilities 13 (b) 1,731 1,134
(iii) Payable towards acquisition of Business and Commercial Rights 36 21,327 –
(b) Provisions 14 (a) 4,104 1,891
Sub-Total
27,556 3,054
3 Current Liabilities
(a) Financial Liabilities
(i) Lease Liabilities 25 461 334
(ii) Trade Payables
- Total outstanding dues of micro and small enterprises 13 (a) 14 37
- Total outstanding dues other than Micro and Small Enterprises 13 (a) 13,690 6,596
(iii) Other Financial Liabilities 13 (c) 15,751 13,017
(iv) Payable towards acquisition of Business and Commercial Rights 36 30,947 -
(b) Other Current Liabilities 15 3,490 4,203
(c) Provisions 14 (b) 1,968 980
Sub-Total
66,321 25,167
TOTAL 2,36,472 1,05,921
The accompanying notes 1 to 39 are an integral part of the Financial Statements
This is the Balance Sheet referred to in our Report of even date.
For Deloitte Haskins & Sells LLP,
Chartered Accountants
On behalf of the Board
Firm Registration Number : 117366 W/W- 100018

Girish Bagri S. Singh S. Sivakumar

Partner Managing Director Vice Chairman
Membership Number : 066572 Bengaluru Hyderabad

R. Batra S. Jain
Place : Bengaluru Chief Financial Officer Company Secretary
Date : 03 May, 2023 Bengaluru Bengaluru
Date : 03 May, 2023

15
 ITC INFOTECH INDIA LIMITED

STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED 31ST MARCH, 2023
For the year ended For the year ended
Note No. 31st March, 2023 31st March, 2022
( ` in Lakhs) ( ` in Lakhs)
I Revenue from Operations 16 2,63,230 2,28,857
II Other Income 17 4,100 2,779
III Total Income (I+II) 2,67,330 2,31,636
IV Expenses
Employee Benefits Expense 18 1,56,700 1,27,221
Finance Costs 19 349 142
Depreciation and Amortisation Expense 2 8,647 2,279
Other Expenses 20 55,255 33,064
Total Expenses 2,20,951 1,62,706
V Profit Before Tax (III-IV) 46,379 68,930
VI Tax Expenses 21 (a)
Current Tax 9,012 17,923
Deferred Tax Charge / (Credit) 2,029 (774 )
11,041 17,149
VII Profit for the Year (V-VI) 35,338 51,781
VIII Other Comprehensive Income
(a) Items that will not be Reclassified Subsequently to Profit or Loss
- Remeasurement Gain / (Loss) of Net Defined Benefit Liability 48 (48 )
Less: Tax Relating to Items that will not be reclassified
subsequently to Profit or Loss 21(b) (12 ) 12
(b) (i) Items that will be reclassified to Profit or Loss
- Effective portion of losses on designated portion of
hedging instruments in a cash flow hedge (496 ) –
Less: Tax Relating to Items that will be reclassified
subsequently to Profit or Loss 125 –
Total Other Comprehensive Income (335) (36 )
IX Total Comprehensive Income for the Year (VII+VIII) 35,003 51,745
X Earnings Per Share (in `) (Face value ` 10 each) 27 40.69 60.78
(Basic and Diluted)
The accompanying notes 1 to 39 are an integral part of the Financial Statements
This is the Statement of Profit and Loss referred to in our Report of even date.

For Deloitte Haskins & Sells LLP,

Chartered Accountants
On behalf of the Board
Firm Registration Number : 117366 W/W- 100018

Girish Bagri S. Singh S. Sivakumar

Partner Managing Director Vice Chairman
Membership Number : 066572 Bengaluru Hyderabad

R. Batra S. Jain
Place : Bengaluru Chief Financial Officer Company Secretary
Date : 03 May, 2023 Bengaluru Bengaluru
Date : 03 May, 2023

16
 ITC INFOTECH INDIA LIMITED

STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31ST MARCH, 2023
A. Equity Share Capital (` in Lakhs)
Balance at 1st April, 2021 Changes in Equity Share Balance at 31st March, 2022 Changes in Equity Share Balance at 31st March, 2023
Capital during the year Capital during the year
8,520 - 8,520 280 8,800
B. Other Equity (` in Lakhs)

Retained Capital Effective Portion Securities Total

Earnings Contribution of Cash Flow Premium
for Share Based Hedges
Payments
Balance as at 1st April, 2022 60,384 8,796 - - 69,180
- Profit for the Year 35,338 - - - 35,338
- Other Comprehensive Income (Net of Tax) 36 - (371) - (335)
Total Comprehensive Income for the year 35,374 - (371) - 35,003
- Issue of Equity Shares to Parent - - - 44,520 44,520
- Payment of Interim Dividend* :
@ ` 17.00/- per share on 8,80,00,000 Shares: ` 14,960 Lakhs (14,960) - - - (14,960)
- Recognition of Share Based Payment (Refer Note 29) - 52 - - 52
- Options Lapsed during the Year 461 (461) - - -
Balance as at 31st March, 2023 81,259 8,387 (371) 44,520 1,33,795

(` in Lakhs)

Retained Capital Effective Portion Securities Total

Earnings Contribution of Cash Flow Premium
for Share Based Hedges
Payments
Balance as at 1st April, 2021 51,581 10,993 - - 62,574
- Profit for the Year 51,781 - - - 51,781
- Other Comprehensive Income (Net of Tax) (36) - - - (36)
Total Comprehensive Income for the year 51,745 - - - 51,745
- Payment of Interim Dividend* :
@ ` 20.50/- per share on 8,52,00,000 Shares: ` 17,466 Lakhs
@ ` 14.75/- per share on 8,52,00,000 Shares: ` 12,567 Lakhs
@ ` 17.75/- per share on 8,52,00,000 Shares: ` 15,123 Lakhs (45,156) - - - (45,156)
- Recognition of Share Based Payment (Refer Note 29) - 17 - - 17
- Options Lapsed during the Year 2,214 (2,214) - - -
Balance as at 31st March, 2022 60,384 8,796 - - 69,180

* Payment of interim dividend in compliance with Companies Act, 2013
Retained Earnings: This represents the cumulative profits of the Company and effects of re-measurement of defined benefit obligations. This can be utilised in accordance with
the provisions of the Companies Act, 2013.
Capital Contribution for Share Based Payments: This reserve represents fair value of options issued to employees under ITC Employee Stock Option Scheme by the Holding
Company.
Effective Portion of Cash Flow Hedges: This Reserve represents the cumulative effective portion of changes in Fair Value of hedging instrument that are designated as Cash Flow
Hedges. It will be reclassified to profit or loss or included in the carrying amount of the non-financial asset in accordance with the Company’s accounting policy.
Securities Premium: This Reserve represents the premium on issue of shares and can be utilized in accordance with the provisions of the Companies Act, 2013.
The accompanying notes 1 to 39 are an integral part of the Financial Statements
This is the Statement of Changes in Equity referred to in our Report of even date.

For Deloitte Haskins & Sells LLP,

Chartered Accountants
On behalf of the Board
Firm Registration Number : 117366 W/W- 100018

Girish Bagri S. Singh S. Sivakumar

Partner Managing Director Vice Chairman
Membership Number : 066572 Bengaluru Hyderabad

R. Batra S. Jain
Place : Bengaluru Chief Financial Officer Company Secretary
Date : 03 May, 2023 Bengaluru Bengaluru
Date : 03 May, 2023

17
 ITC INFOTECH INDIA LIMITED

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH, 2023
For the year ended For the year ended
31st March, 2023 31st March, 2022
( ` in Lakhs) ( ` in Lakhs)
A CASH FLOW FROM OPERATING ACTIVITIES :
PROFIT BEFORE TAX 46,379 68,930
ADJUSTMENTS FOR :
Depreciation and Amortisation Expense 8,647 2,279
Net Gain on Sale of Investments (1,293 ) (818 )
Property, Plant and Equipment - (Gain) / Loss on Sale / Discarded [net] (48 ) 3
Unrealised Loss / (Gain) on Exchange [net] 232 (328 )
Share based Payments to Employees 52 17
Provision for Doubtful Receivables and Advances 651 345
Net loss arising on other liabilities measured at FVTPL 5,063 -
Interest Income (1,126 ) (714 )
Finance Costs 349 16
Liabilities no Longer Required Written Back (15 ) 12,512 (72 ) 728
OPERATING PROFIT BEFORE WORKING CAPITAL CHANGES 58,891 69,658
ADJUSTMENTS FOR :
Trade Receivables, Loans and Advances and Other Assets (18,989 ) (19,942 )
Trade Payables, Other Liabilities and Provisions 9,530 (9,459 ) 3,819 (16,123 )
CASH FROM OPERATIONS 49,432 53,535
Income Tax Paid (Net) (11,987 ) (18,543 )
NET CASH FROM OPERATING ACTIVITIES 37,445 34,992
B CASH FLOW FROM INVESTING ACTIVITIES :
Purchase of Property, Plant and Equipment and Capitalized Software (5,351 ) (2,042 )
Payment towards acquisition of Intangible Assets - Business and
Commercial Rights* (Refer Note 36) (25,219 ) –
Purchase of Current Investments (4,80,176 ) (4,03,880 )
Investment in Bank Deposits (original maturity more than 3 months) (40,000 ) (20,000 )
Maturity of Bank Deposits (original maturity more than 3 months) 40,000 10,000
Sale / Redemption of Current Investments 4,52,709 4,24,561
Investment in Subsidiaries (5,565 ) –
Sale of Property, Plant and Equipment 225 40
Interest Received on maturity of Bank Deposits 1,178 417
NET CASH (USED IN) / FROM INVESTING ACTIVITIES (62,200) 9,096
C CASH FLOW FROM FINANCING ACTIVITIES :
Infusion of Share Capital, including Securities Premium 44,800 –
Interim Dividend on Equity Shares (Net of TDS) (13,464 ) (40,640)
Tax Deducted at Source on Dividend (1,496 ) (3,003)
Proceeds from Borrowings 26,000 –
Repayment of Borrowings (26,000 ) –
Interest Paid on Borrowings (336 ) –
Repayment of Lease Liability (Refer Note 25) (467 ) (328 )
NET CASH FROM / (USED IN) FINANCING ACTIVITIES 29,037 (43,971 )
NET INCREASE / (DECREASE) IN CASH AND CASH EQUIVALENTS 4,283 117
OPENING CASH AND CASH EQUIVALENTS 970 853
CLOSING CASH AND CASH EQUIVALENTS 5,253 970
CASH AND CASH EQUIVALENTS COMPRISE :
Cash and Cash Equivalents as above 5,253 970
Unrealised (Loss) Gain on Foreign Currency Cash and Cash Equivalents (6 ) 6
Cash and Cash Equivalents (Note 7) 5,247 976
*Excludes settlement of consideration for Business and Commercial Rights through service credits of INR 164 lakhs
The above Cash Flow Statement has been prepared under the “Indirect Method” as set out in Indian Accounting Standard 7 “Statement of Cash Flows“.
The accompanying notes 1 to 39 are an integral part of the Financial Statements
This is the Cash Flow Statement referred to in our Report of even date.
For Deloitte Haskins & Sells LLP,
Chartered Accountants
Firm Registration Number : 117366 W/W- 100018 On behalf of the Board
Girish Bagri S. Singh S. Sivakumar
Partner Managing Director Vice Chairman
Membership Number : 066572 Bengaluru Hyderabad
R. Batra S. Jain
Place : Bengaluru Chief Financial Officer Company Secretary
Date : 03 May, 2023 Bengaluru Bengaluru
Date : 03 May, 2023

18
 ITC INFOTECH INDIA LIMITED

NOTES TO THE FINANCIAL STATEMENTS

Note No. expenses related to acquisition. Expenses capitalised also include
applicable borrowing costs for qualifying assets, if any. All upgradation
NATURE OF OPERATIONS / enhancements are charged off as revenue expenditure unless they
ITC Infotech India Limited (“the Company”) is a wholly owned subsidiary of bring similar significant additional benefits. An item of property, plant
ITC Limited (“the Holding Company”) providing information technology and equipment is derecognised upon disposal or when no future
services to enterprise clients. The Company is incorporated and domiciled in economic benefits are expected to arise from the continued use of
India and has its registered office at Kolkata, West Bengal, India. asset. Any gain or loss arising on the disposal or retirement of an item
of property, plant and equipment is determined as the difference
1 SIGNIFICANT ACCOUNTING POLICIES between the sales proceeds and the carrying amount of the asset and
a) Statement of Compliance is recognised in the Statement of Profit and Loss.
These financial statements have been prepared in accordance with Depreciation of these assets commences when the assets are ready
Indian Accounting Standards (Ind AS) notified under section 133 of for their intended use which is generally on commissioning. Items
the Companies Act, 2013. The financial statements have also been of property, plant and equipment are depreciated in a manner that
prepared in accordance with the relevant presentation requirements amortises the cost (or other amount substituted for cost) of the assets
of the Companies Act, 2013. after commissioning, less its residual value, over their useful lives as
b) Basis of Preparation specified in Schedule II of the Companies Act, 2013 on a straight line
basis.
The financial statements are prepared in accordance with the historical
cost convention, except for certain items that are measured at fair The estimated useful lives of Property, Plant and Equipment are as
value, as explained in the accounting policies. The functional currency follows:
of the Company is the Indian rupee (`). These financial statements are
Leasehold Properties - Building Shorter of lease period
presented in ` (rounded off to Lakhs).
Improvement or estimated useful lives
Fair Value is the price that would be received to sell an asset or
paid to transfer a liability in an orderly transaction between market Plant and Equipment 15 Years
participants at the measurement date, regardless of whether that price Furniture and Fixtures 10 Years
is directly observable or estimated using another valuation technique.
In estimating the fair value of an asset or a liability, the Company Motor Vehicles 8 Years
takes into account the characteristics of the asset or liability if market Office Equipment 5 Years
participants would take those characteristics into account when
pricing the asset or liability at the measurement date. Fair value for Computers, Servers and Networks 3 - 6 Years
measurement and/or disclosure purposes in these financial statements Electrical Installations and Equipment 10 Years
is determined on such a basis, except for share-based payment
transactions that are within the scope of Ind AS 102 – Share-based Property, plant and equipment’s residual values and useful lives are
Payment, leasing transactions that are within the scope of Ind AS 116 reviewed at each Balance Sheet date and changes, if any, are treated
– Leases, and measurements that have some similarities to fair value as changes in accounting estimate. Cost of assets not ready for use
but are not fair value, such as value in use in Ind AS 36 – Impairment before the year-end is treated as capital work-in-progress.
of Assets. e) Intangible Assets
The preparation of financial statements in conformity with Ind AS Intangible Assets that the Company controls and from which it
requires management to make judgements, estimates and assumptions expects future economic benefits are capitalised upon acquisition and
that affect the application of the accounting policies and the reported measured initially:
amounts of assets and liabilities, the disclosure of contingent assets
a. for assets acquired in a business combination, at fair value on the
and liabilities at the date of the financial statements, and the reported
date of acquisition.
amounts of revenues and expenses during the year. Actual results could
differ from those estimates. The estimates and underlying assumptions b. for separately acquired assets, at cost comprising the purchase
are reviewed on an ongoing basis. Revisions to accounting estimates price (including import duties and non-refundable taxes) and
are recognised in the period in which the estimate is revised if the directly attributable costs to prepare the asset for its intended use.
revision affects only that period; they are recognised in the period of Variable consideration, if any, for the purchase of intangible assets
the revision and future periods if the revision affects both current and not acquired in a business combination are initially included in the
future periods. cost of intangible assets at the fair value of all variable payments. The
The following are the key judgements applied in the preparation of the Company recognizes a financial liability for such variable payments.
financial statements Subsequent changes in fair value of such financial liability is remeasured
through the Statement of Profit or loss, unless designated under
1. Recognition of intangible assets: The Company has recognized
hedge accounting in which case, principles of hedge accounting are
intangible assets relating to Business and Commercial Rights
followed. 
during the year. These assets are amortized over 10 years
considering the expected economic benefits arising out of the Intangible assets represents purchased software and business and
agreement with PTC Inc. The useful life of the intangible assets are commercial rights having finite useful lives. Such assets are amortized
reviewed periodically and the impact of changes in the estimated over their estimated useful lives by the straight-line method unless it is
useful life is considered in the period in which the estimate is practical to reliably determine the pattern of benefits arising from the
revised. These assets are tested for impairment when there is an asset.
indicator. The cost of acquisition of Business and Commercial Rights is amortised
2. Hedging: The Company follows the principal of Hedge on the straight-line method over a period of 10 years and the cost of
Accounting for managing the risk arising from cash flow variability acquisition of software is capitalised in the year in which the software
on revenue forecast transactions. The amount accumulated in is implemented for use and is amortised on the straight-line method
Other Comprehensive Income are recycled on recognition of over a period of 3 to 5 years.
the hedged item. In the event such hedge is rendered ineffective All intangible assets are tested for impairment. Amortization expenses
or the forecast transactions are not expected to occur, the and impairment losses and reversal of impairment losses are taken to
cumulative amount accumulated in the Other Comprehensive the Statement of Profit and Loss. Thus, after initial recognition, an
Income is immediately recognized in Statement of Profit and intangible asset is carried at its cost less accumulated amortization and
Loss. / or impairment losses.
c) Operating Cycle f) Impairment of Assets
All assets and liabilities have been classified as current or non-current Impairment loss, if any, is provided to the extent that the carrying
as per the Company’s normal operating cycle and other criteria set out amount of assets exceed their recoverable amount.
in Schedule III of the Companies Act, 2013 and Ind AS 1 – Presentation
Recoverable amount is higher of an asset’s fair value less costs to sell
of Financial Statements based on the nature of services rendered and
and its value in use. Value in use is the present value of estimated
their realisation in cash and cash equivalents.
future cash flows expected to arise from the continuing use of an asset
d) Property, Plant and Equipment – Tangible Assets and from its disposal at the end of its useful life.
Property, plant and equipment are stated at cost of acquisition or Impairment losses recognised in prior years are reversed when there
construction less accumulated depreciation and impairment, if any. is an indication that the impairment losses recognised no longer
Cost is inclusive of inward freight, duties and taxes and incidental exist or have decreased. Such reversals are recognised as an increase

19
 ITC INFOTECH INDIA LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Contd.)

in carrying amounts of assets to the extent that it does not exceed liabilities. Purchase or sale of financial assets that require delivery of
the carrying amounts that would have been determined (net of assets within a time frame established by regulation or convention
amortisation or depreciation) had no impairment loss been recognised in the market place (regular way trades) are recognised on the trade
in previous years. date, i.e., the date when the Group commits to purchase or sell the
g) Foreign Currency Transactions asset.

The presentation currency of the Company is the Indian Rupee. Financial Assets
Transactions in foreign currency are accounted for at the exchange Recognition: Financial assets include cash and cash equivalents,
rate prevailing on the transaction date. Gains / losses arising on investments, fixed deposits, trade receivables, advances and security
settlement as also on translation of foreign currency denominated deposits. Such assets are initially recognised either at transaction price
monetary items are recognised in the Statement of Profit and Loss. or at fair value, as applicable, on becoming a party to contractual
h) Derivatives and Hedge Accounting obligations. The transaction price includes transaction costs unless the
asset is being fair valued through the Statement of Profit and Loss.
Derivatives are initially recognised at fair value and are subsequently
remeasured to their fair value at the end of each reporting period. Classification: Management determines the classification of an asset
The resulting gains / losses are recognised in Statement of Profit and at initial recognition depending on the purpose for which the assets
Loss immediately unless the derivative is designated and effective as a were acquired. The subsequent measurement of financial assets
hedging instrument, in which event the timing of recognition in profit depends on such classification.
or loss / inclusion in the initial cost of non-financial asset depends on Financial assets are classified as those measured at:
the nature of the hedging relationship and the nature of the hedged (a) amortised cost, where the financial assets are held solely for
item. collection of cash flows arising from payments of principal and /
The Company complies with the principles of hedge accounting or interest.
where derivative contracts and / or non-derivative financial assets / (b) fair value through other comprehensive income, where the
liabilities that are permitted under applicable accounting standards financial assets are held not only for collection of cash flows
are designated as hedging instruments. At the inception of the hedge arising from payments of principal and interest but also from the
relationship, the Company documents the relationship between sale of such assets. Such assets are subsequently measured at fair
the hedging instrument and the hedged item, along with the risk value, with unrealised gains and losses arising from changes in the
management objectives and its strategy for undertaking hedge fair value being recognised in other comprehensive income.
transaction, which can be a fair value hedge or a cash flow hedge.
(c) fair value through profit or loss, where the assets are managed in
(i) Fair value hedges accordance with an approved investment strategy that triggers
Changes in fair value of the designated portion of hedging purchase and sale decisions based on the fair value of such
instrument that qualify as fair value hedges are recognised in assets. Such assets are subsequently measured at fair value, with
profit or loss immediately, together with any changes in the unrealised gains and losses arising from changes in the fair value
fair value of the hedged asset or liability that are attributable to being recognised in the Statement of Profit and Loss in the period
the hedged risk. The change in the fair value of the designated in which they arise.
portion of hedging instrument and the change in fair value of Trade receivables, advances, security deposits, cash and cash
the hedged item attributable to the hedged risk are recognised equivalents etc. are classified for measurement at amortised cost
in Statement of Profit and Loss in the line item relating to the while investments may fall under any of the aforesaid classes.
hedged item. However, in respect of particular investments in equity instruments
Hedge accounting is discontinued when the hedging instrument that would otherwise be measured at fair value through profit or loss,
is derecognised, expires or is sold, terminated, or exercised, or an irrevocable election at initial recognition may be made to present
when it no longer qualifies for hedge accounting. The fair value subsequent changes in fair value through other comprehensive
adjustment to the carrying amount of the hedged item arising income.
from the hedged risk is amortised to profit or loss from that date. Impairment: The Company assesses at each reporting date whether
(ii) Cash flow hedges a financial asset (or a group of financial assets) such as investments,
The effective portion of changes in the fair value of hedging trade receivables, advances and security deposits held at amortised
instrument that are designated and qualify as cash flow hedges is cost and financial assets that are measured at fair value through other
recognised in the other comprehensive income and accumulated comprehensive income are tested for impairment based on evidence
as ‘Cash Flow Hedging Reserve’. The gains / losses relating to the or information that is available without undue cost or effort. Expected
ineffective portion are recognised in the Statement of Profit and credit losses are assessed and loss allowances recognised if the credit
Loss. quality of the financial asset has deteriorated significantly since initial
recognition.
Amounts previously recognised and accumulated in other
comprehensive income are reclassified to profit or loss when the In calculating expected credit loss, the Company has also considered
hedged item affects the Statement of Profit and Loss. However, credit reports and other related credit information for its customers to
when the hedged item results in the recognition of a non - estimate the probability of credit loss in future.
financial asset, such gains / losses are transferred from equity Reclassification : When and only when the business model is changed,
(but not as reclassification adjustment) and included in the initial the Company shall reclassify all affected financial assets prospectively
measurement cost of the non - financial asset. from the reclassification date as subsequently measured at amortised
Hedge accounting is discontinued when the hedging instrument cost, fair value through other comprehensive income, fair value
is derecognised, expires or is sold, terminated, or exercised, or through profit or loss without restating the previously recognised
when it no longer qualifies for hedge accounting. Any gains / losses gains, losses or interest and in terms of the reclassification principles
recognised in other comprehensive income and accumulated laid down in the Ind AS relating to Financial Instruments.
in equity at that time remain in equity and is reclassified when De-recognition: Financial assets are derecognised when the right to
the underlying transaction is ultimately recognised. When an receive cash flows from the assets has expired, or has been transferred,
underlying transaction is no longer expected to occur, the gains and the Company has transferred substantially all of the risks and
/ losses accumulated in equity are recognised immediately in the rewards of ownership. Concomitantly, if the asset is one that is
Statement of Profit and Loss. measured at:
i) Financial instruments, Financial assets, Financial liabilities and (a) amortised cost, the gain or loss is recognised in the Statement of
equity Instruments Profit and Loss;
Financial Instruments (b) fair value through other comprehensive income, the cumulative
Financial assets and financial liabilities are recognised when the fair value adjustments previously taken to reserves are reclassified
Company becomes a party to the contractual provisions of the relevant to the Statement of Profit and Loss unless the asset represents
instrument and are initially measured at fair value except for trade an equity investment in which case the cumulative fair value
receivables that do not contain a significant financing component, adjustments previously taken to reserves is reclassified within
which are measured at transaction price. Transaction costs that are equity.
directly attributable to the acquisition or issue of financial assets and Income Recognition on Financial Assets : Interest income is
financial liabilities (other than financial assets and financial liabilities recognised in the Statement of Profit and Loss using the effective
measured at fair value through profit or loss) are added to or deducted interest method. Dividend income is recognised in the Statement
from the fair value on initial recognition of financial assets or financial of Profit and Loss as other income only when the Company’s right

20
 ITC INFOTECH INDIA LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Contd.)

to receive payments is established, it is probable that the economic constituted and approved Trusts.
benefits associated with the dividend will flow to the entity and the The cost of providing benefits under the defined benefit obligation is
amount of dividend can be measured reliably. calculated by an independent actuary using the projected unit credit
Financial Liabilities method. Service costs and net interest expense or income is reflected
Borrowings, trade payables and other financial liabilities are initially in the Statement of Profit and Loss. Gain or Loss on account of
recognised at fair value and are subsequently measured at amortised remeasurements are recognised immediately in Other Comprehensive
cost. Any discount or premium on redemption / settlement is Income in the period in which they occur.
recognised in the Statement of Profit and Loss as finance cost over the The employees of the Company are entitled to compensated leave
life of the liability using the effective interest method and adjusted to for which the Company records the liability based on actuarial
the liability figure disclosed in the Balance Sheet. Financial liabilities valuation computed under projected unit credit method. This benefit
are derecognised when the liability is extinguished, that is, when the is unfunded.
contractual obligation is discharged, cancelled and on expiry. l) Employee Share Based Compensation
Offsetting Financial Instruments Certain employees of the Company / the Holding Company
Financial assets and liabilities are offset and the net amount is included on deputation are covered under the stock option plans / stock
in the Balance Sheet where there is a legally enforceable right to offset appreciation linked reward plan of the Holding Company. These
the recognised amounts and there is an intention to settle on a net Schemes are in the nature of equity settled / cash settled share-based
basis or realise the asset and settle the liability simultaneously. compensation and are assessed, managed / administered by the
Investment in Subsidiaries Holding Company.

Investment in subsidiaries is carried at cost less impairment, if any, in In case of equity settled awards, the fair value of awards at the grant
the financial statements. date is amortised on a straight-line basis over the vesting period. In
case of cash settled awards, the fair value of awards at the grant date
j) Revenue from Sale of Products and Services
is initially recognised and remeasured at each reporting date, until
The Company is engaged in providing information technology services settled, and cost recognised as an employee benefits expenses in the
to enterprise clients. The Company derives its revenues primarily from Statement of Profit and Loss with a corresponding increase in other
Information Technology (IT) services. financial liabilities.
Revenues from customer contracts are considered for recognition m) Leases
and measurement when the contract has been approved by the
The Company assesses at contract inception whether a contract is, or
parties to the contract, the parties to the contract are committed
contains, a lease. A contract is, or contains, a lease if it conveys the
to perform their respective obligations under the contract, and the
right to control the use of an identified asset for a period of time in
contract is legally enforceable. Revenue is recognised upon transfer of
exchange for consideration.
control of promised products or services (“performance obligations”)
to customers in an amount that reflects the consideration which Company as a Lessee
the Company expects to receive in exchange for those products or Right–of–Use (ROU) assets are recognised at inception of a contract
services (“transaction price”). or arrangement for significant lease components at cost less lease
The Company assesses the services promised in a contract incentives, if any. ROU assets are subsequently measured at cost less
and identifies distinct performance obligations in the contract. accumulated depreciation and impairment losses, if any. The cost
The Company allocates the transaction price to each distinct of ROU assets includes the amount of lease liabilities recognised,
performance obligation based on expected cost plus margin. initial direct cost incurred and lease payments made at or before the
Revenue excludes amounts collected on behalf of third parties, such as lease commencement date. ROU assets are generally depreciated
sales tax, value added tax and goods and services tax. over the shorter of the lease term and estimated useful lives of the
underlying assets on a straight line basis. Lease term is determined
Revenue is recognised from services performed on a “time and
based on consideration of facts and circumstances that create an
material” basis, as and when the services are performed. Revenue
economic incentive to exercise an extension option, or not to exercise
from Fixed price support services is recognised on a straight-line basis
a termination option. Lease payments associated with short-term
when services are performed through a series of repetitive acts over a
leases and low value leases are charged to the Statement of Profit
specified period.
and Loss on a straight line basis over the term of the relevant lease.
Revenue is recognised from services performed on other “time bound The Company recognises lease liabilities measured at the present value
fixed-price engagements” based on efforts expended using the of lease payments to be made on the date of recognition of the lease.
percentage of completion method of accounting, if work completed Such lease liabilities do not include variable lease payments (that do
can be reasonably estimated. not depend on an index or a rate), which are recognised as expense
The cumulative impact of any revision in estimates of the percentage in the periods in which they are incurred. Interest on lease liability
of work completed is reflected in the period in which the change is recognised using the effective interest method. Lease liabilities are
becomes known. Provisions for estimated losses on such engagements subsequently increased to reflect the accretion of interest and reduced
are made during the period in which a loss becomes probable and can for the lease payments made. The carrying amount of lease liabilities
be reasonably estimated. are also remeasured upon modification of lease arrangement or
upon change in the assessment of the lease term. The effect of such
Revenue from sales of third-party vendor software hardware is
remeasurements is adjusted to the value of the ROU assets.
recognised upon delivery to customer. The billing schedules agreed
with customers include periodic performance-based billing and / Company as a Lessor
or milestone-based progress billings. Amounts received or billed in Leases in which the Company does not transfer substantially all the
advance of services performed are presented as unearned revenue risks and rewards of ownership of an asset are classified as operating
(contract liabilities). Unbilled revenue represents amounts recognised leases. Where the Company is a lessor under an operating lease, the
based on services performed in advance of billing in accordance with asset is capitalised within property, plant and equipment or investment
contract terms. property and depreciated over its useful economic life. Payments
The incremental costs of obtaining a contract are recognized as received under operating leases are recognised in the Statement of
an asset and amortized to revenues in accordance with Ind AS Profit and Loss on a straight line basis over the term of the lease.
115 Revenue from contracts with customers. Capitalised costs are n) Taxes on Income
monitored regularly for impairment. Impairment losses are recorded
Taxes on income comprises current taxes and deferred taxes. Current
when present value of projected remaining operating cash flows is not
tax in the Statement of Profit and Loss is provided as the amount of
sufficient to recover the carrying amount of the capitalised costs.
tax payable in respect of taxable income for the period using tax rates
k) Employee Benefits and tax laws enacted during the period, together with any adjustment
The Company makes contributions to both defined contribution to tax payable in respect of previous years.
schemes and defined benefit schemes such as defined benefit pension Deferred tax is recognised on temporary differences between the
and gratuity plans which are mainly administered through duly carrying amounts of assets and liabilities and the amounts used for

21
 ITC INFOTECH INDIA LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Contd.)

taxation purposes (tax base), at the tax rates and tax laws enacted or Company has a legal or constructive obligation; it is probable that
substantively enacted by the end of the reporting period. an outflow of resources will be required to settle the obligation; and
Deferred tax assets are recognised for the future tax consequences to the amount can be reliably estimated. The amount so recognised is
the extent it is probable that future taxable profits will be available a best estimate of the consideration required to settle the obligation
against which the deductible temporary differences can be utilised. at the reporting date, taking into account the risks and uncertainties
surrounding the obligation.
Income tax, in so far as it relates to items disclosed under other
comprehensive income or equity, is disclosed separately under other In an event when the time value of money is material, the provision
comprehensive income or equity, as applicable. is carried at the present value of the cash flows estimated to settle the
Deferred tax assets and liabilities are offset when there is a legally obligation.
enforceable right to offset current tax assets and liabilities and when s) Claims
the deferred tax balances relate to the same taxation authority. Claims against the Company not acknowledged as debts are disclosed
Current tax assets and tax liabilities are offset where the entity has a after a careful evaluation of the facts and legal aspects of the matter
legally enforceable right to offset and intends either to settle on net involved.
basis, or to realise the asset and settle the liability simultaneously.
t) New Accounting Pronouncements
o) Dividend Distribution The Ministry of Corporate Affairs (MCA) has issued the Companies
Dividends paid are recognised in the period in which the interim (Indian Accounting Standards) (Amendment) Rules, 2023 on 31st
dividends are approved by the Board of Directors, or in respect of the March, 2023 amending:
final dividend when approved by shareholders. - Ind AS 1, ‘Presentation of Financial Statements’ - The amendments
p) Operating Segments require companies to disclose their material accounting policies
Operating segments are reported in a manner consistent with the rather than their significant accounting policies.
internal reporting provided to the chief operating decision-maker - Ind AS 8 ‘Accounting Policies, Changes in Accounting Estimates
(CODM). The CODM, who is responsible for allocating resources and and Errors’ – This amendment has introduced a definition of
assessing performance of the operating segments, has been identified ‘accounting estimates’ and included amendments to help
as the Executive Management Committee (EMC). The Company is distinguish changes in accounting policies from changes in
currently operating in a single segment i.e. Information Technology. accounting estimates.
Segment revenue arising from third party customers is reported on the
- Ind AS 12 ‘Income Taxes’ - This amendment has narrowed
same basis as revenue in the financial statements.
the scope of the initial recognition exemption so that it does
q) Borrowing Cost not apply to transactions that give rise to equal and offsetting
Borrowing costs that are directly attributable to the acquisition, temporary differences.
construction or production of a qualifying asset are capitalised as a The same are applicable for financial statements pertaining
part of cost of that asset. All other borrowing costs are charged to the to annual periods beginning on or after 1st April, 2023. The
Statement of Profit and Loss.
Company expects that there will be no material impact on the
r) Provisions financial statements resulting from the implementation of these
Provisions are recognised when, as a result of a past event, the amendments.

22
 ITC INFOTECH INDIA LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Contd.)

Note 2 : PROPERTY, PLANT AND EQUIPMENT, CAPITAL WORK IN PROGRESS, OTHER INTANGIBLE ASSETS AND RIGHT-OF-USE ASSETS - FY 2022-23 (` in Lakhs)

GROSS BLOCK DEPRECIATION AND AMORTISATION NET BLOCK

DESCRIPTION As at 31st As at 31st As at 31st Charge As at 31st As at 31st As at 31st
Withdrawals Withdrawals
March, Additions March, March, for the March, March, March,
/ Adjustments / Adjustments
2022 2023 2022 Year 2023 2023 2022
a) PROPERTY, PLANT AND EQUIPMENT
Leasehold Properties - Building Improvement 804 - 560 244 804 - 560 244 0 0
Plant and Equipment 436 - 131 305 387 1 118 270 35 49
Furniture and Fixtures 945 - 397 548 853 4 361 496 52 92
Motor Vehicles 9 - - 9 8 - - 8 1 1
Office Equipment 855 41 284 612 740 32 263 509 103 115
Computers, Servers and Networks 7,494 1,776 692 8,578 4,306 1,744 624 5,426 3,152 3,188
Electrical Installations and Equipment 1,745 - 678 1,067 1,586 1 639 948 119 159
SUB TOTAL 12,288 1,817 2,742 11,363 8,684 1,782 2,565 7,901 3,462 3,604
b) CAPITAL-WORK-IN-PROGRESS (CWIP)
Capital-work-in-progress (Refer Note 2A below) 87 3,630 - 3,717 - - - - 3,717 87
c) OTHER INTANGIBLE ASSETS
Capitalised Software 2,095 298 - 2,393 1,686 203 - 1,889 504 409
Business and Commercial Rights (Refer Note 36) - 74,538 - 74,538 - 6,212 - 6,212 68,326 -
SUB TOTAL 2,095 74,836 - 76,931 1,686 6,415 - 8,101 68,830 409
GRAND TOTAL 14,470 80,283 2,742 92,011 10,370 8,197 2,565 16,002 76,009 4,100
d) Right-of-Use Assets [Refer Note 1 (m)]
Right-of-Use Assets - Buildings 577 653 - 1,230 220 340 - 560 670 357
Right-of-Use Assets - Car - 292 - 292 - 110 - 110 182 -
TOTAL 577 945 - 1,522 220 450 - 670 852 357
Note : The aggregate depreciation and amortisation charge for the year has been included under depreciation and amortisation expense in the Statement of Profit and Loss.

Note 2A : Ageing of CWIP: (` in Lakhs)

Amount in CWIP for a period of

As at 31st March, 2023 Total
Less than 1 year 1-2 years 2-3 years More than 3 years
Projects in Progress 3,630 87 – – 3,717

Completion schedule for Projects in Capital work-in-progress, which are overdue compared to its original plan (` in Lakhs)

Project to be completed in
As at 31st March, 2023 Total
Less than 1 year 1-2 years 2-3 years More than 3 years
GC- BLR 3,717 – – – 3,717
Note: There are no capital work in progress projects which have exceeded the cost, based on approved plan.

Note 2 : PROPERTY, PLANT AND EQUIPMENT, Capital work-in-progress, OTHER INTANGIBLE ASSETS AND RIGHT-OF-USE ASSETS - FY 2021-22 (` in Lakhs)

GROSS BLOCK DEPRECIATION AND AMORTISATION NET BLOCK

DESCRIPTION As at 31st As at 31st As at 31st Charge As at 31st As at 31st As at 31st
Withdrawals Withdrawals
March, Additions March, March, for the March, March, March,
/ Adjustments / Adjustments
2021 2022 2021 Year 2022 2022 2021
(a) PROPERTY, PLANT AND EQUIPMENT
Leasehold Properties - Building Improvement 804 - - 804 715 89 - 804 0 89
Plant and Equipment 439 - 3 436 350 40 3 387 49 89
Furniture and Fixtures 945 1 1 945 793 61 1 853 92 152
Motor Vehicles 9 - - 9 8 0 - 8 1 1
Office Equipment 870 2 17 855 703 51 14 740 115 167
Computers, Servers and Networks 5,923 1,939 368 7,494 3,426 1,209 329 4,306 3,188 2,497
Electrical Installations and Equipment 1,747 - 2 1,745 1,284 303 1 1,586 159 463
SUB TOTAL 10,737 1,942 391 12,288 7,279 1,753 348 8,684 3,604 3,458
(b) CAPITAL-WORK-IN-PROGRESS (CWIP)
Capital-work-in-progress (Refer Note 2A below) - 87 - 87 - - - - 87 -
(c) OTHER INTANGIBLE ASSETS
Capitalised Software 3,168 126 1,199 2,095 2,664 221 1,199 1,686 409 504
GRAND TOTAL 13,905 2,155 1,590 14,470 9,943 1,974 1,547 10,370 4,100 3,962
(d) Right-of-Use Assets

Right-of-Use Assets - Buildings [Refer Note 1 (m)] 596 577 596 577 511 305 596 220 357 85
TOTAL 596 577 596 577 511 305 596 220 357 85
Note : The aggregate depreciation and amortisation charge for the year has been included under depreciation and amortisation expense in the Statement of Profit and Loss.

Note 2A : Ageing of CWIP (` in Lakhs)

Amount in CWIP for a period of

As at 31st March, 2022 Total
Less than 1 year 1-2 years 2-3 years More than 3 years
Projects in Progress 87 – – – 87
Projects temporarily suspended – – – –
Note: As on the date of Balance Sheet, there are no capital work in progress projects whose completion is overdue or has exceeded the cost, based on approved plan.

23
 ITC INFOTECH INDIA LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Contd.)

(` in Lakhs) (` in Lakhs)
As at As at As at As at
31st March, 2023 31st March, 2022 31st March, 2023 31st March, 2022
3. Investments 4 LOANS
3 (a) Non-Current Current
In Subsidiaries Loans to Employees
Investments in Equity Instruments- (At Cost) Unquoted – Unsecured, Considered Good – 0
ITC Infotech Limited (UK) 687 687 – Unsecured, Considered Doubtful 1 2
6,85,815 (2022 - 6,85,815) Equity Shares 1 2
of GBP 1 each, fully paid Less : Allowance for Doubtful Loans (1 ) (2)
ITC Infotech (USA), Inc. 8,017 8,017 Total – 0
1,82,000 (2022 - 1,82,000) Ordinary Shares
without par value, fully paid 5 OTHER FINANCIAL ASSETS
5 (a) Non-Current
ITC Infotech do Brasil LTDA 422 -
26,00,000 (2022 - Nil) Equity Shares of Unsecured Considered Good, Unless otherwise Stated
BRL 1 each, fully paid Security Deposits (includes deposits for
Company accommodations, offices etc.) 47 139
ITC Infotech France SAS 2,662 -
30,00,000 (2022 - Nil) Equity Shares of Total 47 139
EUR 1 each, fully paid
5 (b) Current
ITC Infotech Gmbh 2,481 - Unbilled Revenue - time and material basis &
57,00,000 (2022 - Nil) Equity Shares of fixed price support contracts * 26,614 26,160
EUR 1 each, partly paid up to EUR 0.5 each Security Deposits (includes deposits for Company
Total 14,269 8,704 accommodations, offices etc.) 233 60
Foreign Currency Forward Contracts 115 140
3 (b) Current (at fair value through profit or loss) Interest Accrued on Deposits 401 451
Advances (includes advance to employees) 303 95
Investment in Mutual Funds - Unquoted
Total 27,666 26,906
Axis Liquid Fund - 1,61,108 Units (2022 - 2,93,791 Units) of ` 1,000 Each 4,002 6,904 * Right to consideration is unconditional, upon passage of time.

SBI Liquid Fund - 4,52,713 Units (2022 - Nil Units) of ` 1,000 Each 15,827 – 6 TRADE RECEIVABLES
Unsecured, Considered Good 41,643 28,205
Nippon India Liquid Fund - 2,90,560 Units (2022 - Nil Units) of ` 1,000 Each 15,835 – Credit Impaired 1,070 674
42,713 28,879
Total 35,664 6,904
Less: Expected Credit Loss Allowance (1,579 ) (1,183 )
Total 41,134 27,696

(` in Lakhs)
Particulars Outstanding for following periods
Trade Receivables as at 31st March, 2023
Not Due Less than 6 months 6 months -1 year 1-2 years 2-3 years More than 3 years Total
Undisputed Trade Receivables - considered good 25,721 14,948 865 139 46 (76) 41,643
Undisputed Trade Receivables - credit impaired - 13 434 308 289 26 1,070

Gross 25,721 14,961 1,299 447 335 (50) 42,713

Less : Expected Credit Loss Allowance 1,579
Net 41,134

(` in Lakhs)
Particulars Outstanding for following periods
Trade Receivables as at 31st March, 2022
Not Due Less than 6 months 6 months -1 year 1-2 years 2-3 years More than 3 years Total
Undisputed Trade Receivables - considered good 15,990 12,035 319 (22) (46) (71) 28,205
Undisputed Trade Receivables - credit impaired - - 79 433 139 23 674

Gross 15,990 12,035 398 411 93 (48) 28,879

Less : Expected Credit Loss Allowance 1,183
Net 27,696

(` in Lakhs) Movement in Deferred Tax

As at As at Opening Recognized in Recognized in Closing
31st March, 2023 31st March, 2022 Balance profit or loss OCI Balance
7 CASH AND CASH EQUIVALENTS * FY 2022-23
Balances with Banks : Deferred Tax Assets :
Current Accounts 5,247 976 On provision for employees’
Total 5,247 976
separation and retirement etc. 1,673 25 (12) 1,686
On provision for doubtful receivables
* Cash and cash equivalents include cheques, drafts on hand, cash at bank and deposits with
banks with original maturity of 3 months or less. and advances 312 93 - 405
On fiscal allowances on property,
8 OTHER BANK BALANCES
plant and equipment 739 (93) - 646
In Deposit Accounts* 20,000 20,000
Other timing differences (includes
Total 20,000 20,000 provision for expenses) 747 406 - 1,153
* Represents deposits with original maturity of more than 3 months having remaining Total Deferred Tax Assets 3,471 431 (12) 3,889
maturity of less than 12 months from the Balance Sheet date.
Deferred Tax Liabilities :
9 DEFERRED TAX ASSETS (NET) On Business and Commercial Rights - 2,444 (125) 2,319
Deferred Tax Assets 3,889 3,471 Other timing differences 1 16 - 17
Less: Deferred Tax Liabilities 2,336 1 Total Deferred Tax Liabilities 1 2,460 (125) 2,336
Deferred Tax Assets (Net) 1,553 3,470 Deferred Tax Assets (Net) 3,470 (2,029) 113 1,553

24
 ITC INFOTECH INDIA LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Contd.)

(` in Lakhs) (` in Lakhs)
Opening Recognized in Recognized in Closing As at As at
31st March, 2023 31st March, 2022
Balance profit or loss OCI Balance
10 INCOME TAX ASSETS (NET)
FY 2021-22 Advance Tax (Net of Provision for Income Tax) 5,529 2,436
Deferred Tax Assets : Total 5,529 2,436
On provision for employees’ 11 OTHER ASSETS
separation and retirement etc. 999 662 12 1,673 11(a)Non-Current
On provision for doubtful receivables Advances other than Capital Advances
and advances 313 (1) - 312 From Statutory Authorities 50 58
Other Advances (Unexpired Expenses) 123 183
On fiscal allowances on property,
Total 173 241
plant and equipment 742 (3) - 739
Other timing differences (includes provision 11(b)Current
Unbilled Revenue - percentage of completion * 2,242 1,773
for expenses) 635 112 - 747
Advances other than Capital Advances
Total Deferred Tax Assets 2,689 770 12 3,471 From Statutory Authorities 3,452 -
Other Advances (includes Unexpired Expenses) 2,059 1,769
Deferred Tax Liabilities : Advance to related parties (Refer Note 34) 576 450
Other timing differences 5 (4) - 1 Total 8,329 3,992
Total Deferred Tax Liabilities 5 (4) - 1 *Contractual right to consideration is dependent on completion of contractual milestones. During the year
ended 31st March, 2023 and 31st March, 2022, INR 1,624 lakhs and INR 2,154 lakhs, respectively, of
Deferred Tax Assets (Net) 2,684 774 12 3,470 Unbilled Revenue - percentage of completion pertaining to fixed price development contracts have been
reclassified to Trade Receivables on completion of milestones.
(` in Lakhs)
As at As at
31st March, 2023 31st March, 2022
12 EQUITY SHARE CAPITAL
Authorised:
10,00,00,000 (2022 - 8,60,00,000) Equity Shares of ` 10 each, fully paid 10,000 8,600
Issued and subscribed :
8,80,00,000 (2022 - 8,52,00,000)
Equity Shares of `10 each, fully paid 8,800 8,520
[All equity shares are held by ITC Limited, the Holding Company.
The Equity Shares of the Company, having par value of ` 10 per share, rank pari passu in all respects
including entitlement to dividend. 28,00,000 shares of the face value of `10 have been issued during the year (2022 : Nil)]
Total
8,800 8,520
12.(a) Shared held by Promoters
Particulars As at 31 March 2023 As at 31 March 2022
Promoter Name No. of shares as at end % of Total Shares % change during No. of shares as at % of Total % change during
of the year the year end of the year Shares the year

Equity shares of ` 10 each, fully paid ITC Limited 8,80,00,000 100% – 8,52,00,000 100% –

13 FINANCIAL LIABILITIES (Refer to Note 25 for Lease Liabilities)

13 (a) Trade Payables
Ageing schedule (` in Lakhs)

Particulars Outstanding for following periods

Trade Payable as at 31st March, 2023 Unbilled Less than 6 6 months -1 1-2 More than
Not Due 2-3 years Total
(Accrued) months year years 3 years

MSME 14 - - - - - - 14

Others 380 11,953 1,356 - 1 - - 13,690

Total 394 11,953 1,356 - 1 - - 13,704

Particulars Outstanding for following periods

Trade Payable as at 31st March, 2022 Unbilled Less than 6 6 months -1 1-2 More than
Not Due 2-3 years Total
(Accrued) months year years 3 years

MSME 37 - - - - - - 37

Others 886 4,440 1,270 - - - - 6,596

Total 923 4,440 1,270 - - - - 6,633

Relationship with struck off Companies (` in Lakhs)

Name of the struck off company Nature of transactions with struck off Balance outstanding as at 31st March 2023 Relationship with the struck off
company company, if any, to be disclosed

Thought Works Consulting Private Limited Payables 1 Vendor

Name of the struck off company Nature of transactions with struck off Balance outstanding as at 31st March 2022 Relationship with the struck off
company company, if any, to be disclosed

Thought Works Consulting Private Limited Payables 1 Vendor

25
 ITC INFOTECH INDIA LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Contd.)

(` in Lakhs)
As at As at
31st March, 2023 31st March, 2022
13 (b) Non- Current
Employee Payable 1,651 1,075
ESAR Liability (Refer to Note 34) 80 59
Total 1,731 1,134
13 (c) Current
Employee Payable 14,857 12,621
Foreign Currency Forward Contracts 44 53
ESAR Liability (Refer to Note 34) 137 22
Other Liabilities [includes payables for property, plant and equipment ` 708 Lakh (2022 - ` 314 Lakh)] 713 321
Total 15,751 13,017
14 PROVISIONS
14 (a) Non- Current
Provision for Employee Benefits*
Retirement Benefits 2,004 544
Compensated Absences 2,100 1,347
Total
4,104 1,891
14 (b) Current
Provision for Employee Benefits*
Retirement Benefits 1,004 292
Compensated Absences 964 688
Total 1,968 980

*Includes provision for pension, gratuity and compensated absences. For details refer to note 26.

15 OTHER CURRENT LIABILITIES

Statutory Dues 2,865 4,094
Inter-company payable (Refer to Note 34) 422 13
Unearned Revenue 203 96
[Out of last year’s amount of ` 96 Lakhs (174 Lakhs in FY 2021), revenue recognised in current
year is ` 12 Lakhs (172 Lakhs in FY 2022)]
Total 3,490 4,203
For the year ended For the year ended
31st March, 2023 31st March, 2022
(` in Lakhs) (` in Lakhs)
16 REVENUE FROM OPERATIONS
Sale of Services*
Exports 1,97,157 1,68,189
Domestic 65,557 59,908
Resale of Software and Hardware (including Support Charges)*
Exports 93 104
Domestic 410 584
Total Sales#
2,63,217 2,28,785
OTHER OPERATING REVENUES 13 72
Total
2,63,230 2,28,857
* For disaggregated revenues from contracts with customers by geography, please refer Note 33 on Segment Reporting
# The percentage of revenue from fixed-price contracts for the years ended 31st March, 2023 and 31st March, 2022 is approximately 57% and 63%, respectively.

17 OTHER INCOME
Interest Income 1,126 1,069
Other Gains 2,660 1,598
Miscellaneous Income 314 112
Total 4,100 2,779
Interest income comprises Interest from:
Deposits 1,126 714
Others (from statutory authorities) – 355
1,126 1,069
Other Gains
Net Foreign Exchange Gains 1,367 780
Net Gain on Investments [includes unrealised gain: ` 65 Lakhs (FY 22: ` 3 Lakhs)] 1,293 818
2,660 1,598

18 EMPLOYEE BENEFITS EXPENSE

Salaries and Bonus 1,46,034 1,20,535
Contribution to Provident and Other Funds (Refer Note 26) 7,918 4,366
Share based Payments to Employees (Refer Note 29) 289 55
Staff Welfare Expenses 1,393 1,348
Reimbursement of Contractual Remuneration, net 1,066 917
Total 1,56,700 1,27,221

26
 ITC INFOTECH INDIA LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Contd.)

For the year ended For the year ended
31st March, 2023 31st March, 2022
(` in Lakhs) (` in Lakhs)
19 FINANCE COSTS
Interest Expense
On Borrowings, Lease Liabilities, Statutory Dues etc. 349 142
Total
349 142
20 OTHER EXPENSES
Rent (Refer Note 25) 2,597 1,941
Rates and Taxes 120 421
Insurance 1,089 1,043
Travelling and Conveyance 8,026 3,708
Recruitment Expenses 1,568 1,253
Communication 961 708
Power and Fuel 490 355
Outsourcing Charges 20,268 11,572
Software and Related Expenses 5,078 3,559
Purchase of Hardware and Software for Resale (including Support Charges) 314 489
Business Development Expenses 1,365 1,242
Repairs and Maintenance
- Buildings 68 75
- Machinery 124 117
- Others 58 48
Legal, Professional and Consultancy Expenses 4,969 4,309
Doubtful and Bad Receivables 651 343
Doubtful and Bad Loans and Advances (0 ) 2
Property, Plant and Equipment Discarded, net (48 ) 3
Auditor’s Remuneration and Expenses (Refer Note 28) 54 41
Expenditure on Corporate Social Responsibility (Refer Note 22) 1,014 636
Training and Development 844 443
Bank Charges 106 86
Printing and Stationery 15 16
Fair value loss arising on payable for Business and Commercial Rights 5,063 -
Miscellaneous Expenses 461 654
Total 55,255 33,064
21 TAX EXPENSES
21(a) Tax Expense Recognised in Statement of Profit and Loss
Current Tax 9,377 18,085
[including tax on foreign branches ` 608 Lakhs (2022 - ` 105 Lakhs)]*
Credits related to previous years (365 ) (162 )
9,012 17,923
Deferred Tax Charge / (Credit)* 2,632 (554 )
Credits related to previous years (603 ) (220 )
2,029 (774 )
Total
11,041 17,149
* INR 603 lakhs represents changes on account of filing of tax returns.
21(b) Tax Expense Recognised in Other Comprehensive Income
Deferred Tax Credit / (Charge)

Arising on Remeasurement of Net Defined Benefit Liability (12 ) 12
Arising on Effective portion of losses on designated portion of hedging instruments in a cash flow hedge 125 -
Total
113 12
21(c) The reconciliation between the income tax expenses and amounts computed by applying the
standard rate of income tax to profit before taxes is as follows:
Profit before tax 46,379 68,930
Income tax expense calculated at 25.168% (2022- 25.168%) 11,673 17,348
Effects of:
- Other differences 336 183
- Adjustments recognised in the current year in relation to the current tax of prior years (968 ) (382)
Income Tax expenses recognised in Statement of Profit and Loss
11,041 17,149

22 Expenditure on Corporate Social Responsibility

As per Section 135 of the Companies Act, 2013, a company, meeting the applicability threshold, needs to spend at least 2% of its average net profit for the immediately preceding
three financial years on corporate social responsibility (CSR) activities. A CSR committee has been formed by the Company as per the Act.
a) Gross amount required to be spent by the Company during the year ` 1,013 Lakhs (2022 - ` 636 Lakhs).
b) Amount spent during the year in cash for purpose other than construction / acquisition of an asset ` 1,014 Lakhs (2022 - ` 636 Lakhs).
c) Nature of CSR activities in the year are as follows:
i. Soil & moisture conservation and water resources development, through ITC Rural Development Trust, Kolkata
ii. Educational interventions:
- Primary education through ITC Bhadrachalam Education Trust, Secunderabad
- School Infrastructure Development through Tribeni Tissues Educational Society, Chandrahati
- Science, Technology, Engineering and Mathematics (STEM) education through ICT Academy of Tamil Nadu and other NGOs

27
 ITC INFOTECH INDIA LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Contd.)

23 Commitments and Contingencies
a) There are contracts remaining to be executed on capital account and not provided ` 1,596 Lakhs (2022 - ` 4,900 Lakhs).
b) Claims against the Company not acknowledged as debts ` 3,724 Lakhs (2022 - ` 3,865 Lakhs). These comprise:
i) Income tax claims disputed by the Company relating to issues of applicability and determination aggregating ` 3,444 Lakhs (2022 - ` 3,155 Lakhs)
ii) Service tax claims disputed by the Company relating to issues of applicability aggregating ` 266 Lakhs (2022 - ` 696 Lakhs)
iii) Other matters aggregating ` 14 Lakhs (2022- ` 14 Lakhs)
It is not practicable for the Company to estimate the closure of these issues and the consequential timing of cash flow, if any, in respect of the above. An amount of ` 32 Lakhs
(2022 - ` 32 Lakhs) has been deposited under protest and is included under Other Non-Current Assets. (Refer Note 11(a))
24 Micro and Small Enterprises
The following details relating to Micro and Small Enterprises has been determined to the extent such parties have been identified on the basis of information available with the
Company.
(` in Lakhs)
As at As at
31st March, 2023 31st March, 2022
(a) The principal amount and the interest due thereon remaining unpaid to any supplier at the end of
each accounting year.
Principal amount due 14 37
Interest amount due thereon – –
(b) The amount of interest paid by the buyer in terms of Section 16 of the Micro, Small and Medium
Enterprises Development Act, 2006, along with the amount of the payment made to the supplier
beyond the appointed day during each accounting year. – –
(c) The amount of interest due and payable for the period of delay in making payment (which have been
paid but beyond the appointed day during the year) but without adding the interest specified under
the Micro, Small and Medium Enterprises Development Act, 2006. – –
(d) The amount of interest accrued and remaining unpaid at the end of each accounting year; and – –
(e) The amount of further interest remaining due and payable even in the succeeding years, until such date
when the interest dues above are actually paid to the small enterprise, for the purpose of disallowance of
a deductible expenditure under Section 23 of the Micro, Small and Medium Enterprises Development Act, 2006. – –
25 Leases
The amount of ROU Asset and Lease Liabilities recognised in the Balance Sheet are disclosed in Note 2 and on the face of the Balance Sheet respectively. The total cash
outflow for leases for the year is ` 2,956 Lakhs (2022 - ` 2,269 Lakhs) [including payments in respect of short-term leases aggregating ` 2,597 Lakhs (2022 - ` 1,941 Lakhs)].
All leases entered into by the company have a lease term of less than three years. [Also Refer to Note 32 (b) for Contractual maturities of lease liabilities].
Movement of Lease Liabilities during the year
(` in Lakhs)
As at As at
Particulars 31st March, 2023 31st March, 2022
Opening Lease Liabilities 363 98
New Lease recognised 946 577
Interest expense on Lease Liability 13 16
Payments of Lease Liability made (467 ) (328 )
Closing balance of Lease Liability
855 363

26 Employee Benefits
Description of Plans
(a) Defined Contribution Plan
Amounts towards Defined Contribution Plans have been recognised under “Contribution to Provident and Other Funds in Note 18: ` 7,078 Lakhs (2022 - ` 3,807 Lakhs).

(b) Defined Benefit Plan

The Company also makes contribution to defined benefit pension and gratuity plans. The cost of providing benefits under the defined benefit obligation is calculated by an
independent actuary using the projected unit credit method. Service costs and net interest expense or income is reflected in the Statement of Profit and Loss. Gain or Loss
on account of remeasurements are recognised immediately through Other Comprehensive Income in the period in which they occur. Gratuity and Pension Benefits are both
funded as well as unfunded; and Leave Encashment Benefits are unfunded in nature.

Risk Management

The defined benefit plans expose the Company to actuarial deficit arising out of investment risk, interest rate risk, salary cost inflation risk. These plans are not exposed to any
unusual, entity specific or scheme specific risks but there are general risks. Investment risks may arise from volatility in asset values and losses arising due to impairment of
assets. The Scheme’s accounting liabilities are calculated using a discount rate set with reference to the Government security yields. A decrease in yields will increase the fund
liabilities, leading to accounting deficit in the funds. However, this may be partially offset by an increase in capital value of the scheme assets that have similar characteristics.
Increase in salary due to adverse inflationary pressures might lead to higher liabilities.

The Trustees monitor funding and investments positions and have mandated a diversified investment strategy in line with the statutory requirements. The investment
strategy with respect to asset mix ensures that investment volatility risk is appropriately managed. Robust risk mitigation systems ensure that investments do not pose
significant risk of impairment.

The following table sets out the Defined Benefit Plans / Long-Term Compensated Absences as per Actuarial Valuation as on 31st March, 2023 and recognised in the financial
statements in respect of Employee Benefit Schemes :

28
 ITC INFOTECH INDIA LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Contd.)

(` in Lakhs)

For the year ended For the year ended

31st March, 2023 31st March, 2022
Pension Gratuity Compensated Pension Gratuity Compensated
absences absences
Partly Partly Unfunded Partly Partly Unfunded
Funded Funded Funded Funded
I Components of Employer Expense
–        Recognised in Profit or Loss
1 Current Service Cost 180 617 560 83 473 426
2 Net Interest Cost 27 16 102 (2) 5 89
3 Total expense recognised in the Statement of Profit and Loss 207 633 662 81 478 515
- Re-measurements recognised in Other Comprehensive Income
4 (Return) on plan assets (excluding amounts included in Net interest cost) 79 43 - (8) (46) -
5 Effect of changes in demographic assumptions - 1 - 2 27 (3)
6 Effect of changes in financial assumptions (382) (232) (45) (82) (2) (27)
7 Effect of experience adjustments 7 366 115 (215) 78 324
8 Total re-measurements included in OCI (296) 178 70 (303) 57 294
9 Total defined benefit cost recognised in Profit and Loss and Other Comprehensive Income (3+8) (89) 811 732 (222) 535 809
The current service cost and net interest expense for the year pertaining to Pension and Gratuity expenses have been recognised in “Contribution to Provident and other funds” and Compensated absences
in “Salaries and Bonus”. The remeasurements of the net defined benefit liability are included in Other Comprehensive Income.
II Actual Returns 147 191 - 230 283 -
III Net (Asset)/Liability recognised in Balance Sheet
1 Present Value of Defined Benefit Obligation 4,638 4,625 1,981 3,188 4,322 1,796
2 Obligation w.r.t Overseas branches - - 1,083 - - 239
3 Fair Value of Plan Assets 3,404 3,427 - 3,425 3,700 -
4 Status [(Surplus)/Deficit] 1,234 1,198 3,064 (237) 622 2,035
5 Net (Asset)/Liability recognised in Balance Sheet As at 31st March, 2023 As at 31st March, 2022
Current Non-Current Current Non-Current
- Pension* (457) 1,691 (448) 211
- Gratuity 885 313 289 333
- Compensated absences 964 2,100 688 1,347
* This includes ` 576 Lakhs (FY 22: ` 450 lakhs) of India Pension which is represented under note no 11(b) as Advances to related parties and ` 119 Lakhs (FY 22: ` 2 lakhs) of Others which is represented
under note no 14(b) as Retirement Benefits.
For the year ended For the year ended
31st March, 2023 31st March, 2022
Pension Gratuity Compensated Pension Gratuity Compensated
absences absences
Partly Partly Unfunded Partly Partly Unfunded
Funded Funded Funded Funded
IV Change in Defined Benefit Obligation (DBO)
1 Present Value of DBO at the beginning of the year 3,188 4,322 1,796 3,914 4,246 1,755
2 Current Service Cost 180 617 566 83 473 312
3 Interest Cost 253 250 102 221 242 89
4 Remeasurement gains / (losses):
Effect of changes in demographic assumptions - 1 - 2 27 (3)
Effect of changes in financial assumptions (382) (232) (45) (82) (2) (27)
Changes in asset ceiling (excluding interest income) - - - - - -
Effect of experience adjustments 7 366 115 (215) 78 324
5 Transfer of Obligation 1,560 20 5 - - -
6 Exchange difference on foreign plans - 31 - - - -
7 Benefits Paid (168) (750) (558) (735) (742) (654)
8 Present Value of DBO at the end of the year 4,638 4,625 1,981 3,188 4,322 1,796
Best Estimate of Employers’ Expected Contribution for the next year As at 31st March, 2023 As at 31st March, 2022
- Pension 89 107
- Gratuity 679 634
V Change in Fair Value of Assets (for funded obligations)
1 Plan Assets at the beginning of the year 3,425 3,700 - 3,925 4,167 -
2 Expected Return on Plan Assets 226 234 - 222 237 -
3 Remeasurement Gains on plan assets (79) (43) - 8 46 -
4 Actual Company Contributions - 286 - 5 (8) -
5 Benefits Paid (168) (750) - (735) (742) -
6 Plan Assets at the end of the year 3,404 3,427 - 3,425 3,700 -
VI Actuarial Assumptions As at 31st March, 2023 As at 31st March, 2022
1 Discount Rate (%) 7.50% 6.75%
2 Expected Return on Plan Assets (%) 7.50% 6.75%
3 Long term rate of compensation increase 7.50% 7.50%
VII Major Category of Plan Assets as a % of the Total Plan Assets As at 31st March, 2023 As at 31st March, 2022
1 Government Securities/Special Deposit with RBI 15% 17%
2 High Quality Corporate Bonds 10% 10%
3 Insurer Managed Funds* 65% 63%
4 Mutual Funds 6% 5%
5 Cash and Cash Equivalents 4% 5%

29
 ITC INFOTECH INDIA LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Contd.)

* In the absence of detailed information regarding plan assets which is funded with Insurance Companies, the composition of each major category of plan assets, the percentage or
amount for each category to the fair value of plan assets within the insurer managed funds has not been disclosed.
The fair value of Government Securities, Corporate Bonds, Mutual Funds are determined based on quoted market prices in active markets. The employee benefit plans do not hold
any securities issued by the Company.

VIII Basis used to determine the Expected Rate of Return on Plan Assets
The expected rate of return on plan assets is based on the current portfolio of assets, investment strategy and market scenario. In order to protect the capital and optimise returns within acceptable risk
parameters, the plan assets are well diversified.
(` in Lakhs)
For the year ended For the year ended
31st March, 2023 31st March, 2022
Pension Gratuity Compensated Pension Gratuity Compensated
absences absences
Partly Partly Unfunded Partly Partly Unfunded
Funded Funded Funded Funded
IX Net Asset / (Liability) recognised in Balance Sheet (including experience
adjustment impact)
1 Present Value of Defined Benefit Obligation 4,638 4,625 1,981 3,188 4,322 1,796
2 Fair Value of Plan Assets 3,404 3,427 - 3,425 3,700 -
3 Status [Deficit / (Surplus)] 1,234 1,198 1,981 (237) 622 1,796
4 Experience Adjustment of Plan Assets [Loss / (Gain)] 79 43 - (8) (46) -
5 Experience Adjustment of obligation [Loss / (Gain)] 7 366 115 (215) 78 324

X Sensitivity Analysis
The sensitivity analysis below has been determined based on reasonably possible change of the respective assumptions occurring at the end of the reporting period, while
holding all other assumptions constant. These sensitivities show the hypothetical impact of a change in each of the listed assumptions in isolation. While each of these sensitivities
holds all other assumptions constant, in practice such assumptions rarely change in isolation and the asset value changes may offset the impact to some extent. For presenting
the sensitivities, the present value of the defined benefit obligation has been calculated using the projected unit credit method at the end of the reporting period, which is the
same as that applied in calculating the Defined Benefit Obligation presented above. There was no change in the methods and assumptions used in the preparation of sensitivity
analysis from previous year.

XI Sl. No. Particulars DBO as at 31st March, 2023 DBO as at 31st March, 2022
1 Discount Rate + 100 basis points 10,686 8,944
2 Discount Rate - 100 basis points 11,834 9,701
3 Long term Compensation Increase Rate + 1% 11,720 9,693
4 Long term Compensation Increase Rate – 1% 10,800 8,944

XII Sl. No. Maturity Analysis of the Benefit Payments 31st March, 2023 31st March, 2022
1 Year 1 2,461 1,925
2 Year 2 1,729 2,086
3 Year 3 1,727 1,528
4 Year 4 2,388 1,539
5 Year 5 2,642 2,193
6 Next 5 Years 8,162 7,845

For the year ended For the year ended

31st March, 2023 31st March, 2022
27 Earnings per share
(a) Profit after Tax ` in Lakhs 35,338 51,781
(b) Weighted average number of Equity Shares No. 8,68,49,315 8,52,00,000
(c) Earnings Per Share ` 40.69 60.78
(Face value of ` 10 per share)
(Basic and Diluted)

For the year ended For the year ended

31st March, 2023 31st March, 2022
(` in Lakhs) (` in Lakhs)

28 Auditor’s Remuneration and Expenses

(Net of input tax credit)
Audit Fees 33 23
Tax Audit Fees 2 2
Fees for Auditor’s Certifications and Reports 16 15
Reimbursement of Expenses 3 1
Total 54 41

30
 ITC INFOTECH INDIA LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Contd.)

29 (i) The eligible employees of the Group, including employees deputed from ITC Limited (ITC), have been granted by ITC:
(a) stock options under the ITC Employee Stock Option Schemes (ITC ESOS) and
(b) employee cash settled stock appreciation linked reward units (ESAR units) under the ITC Employee Cash Settled Stock Appreciation Linked Reward Plan (ITC ESAR plan)
in accordance with the terms and conditions of such schemes, details of which are as under:
ITC ESOS:
Each option entitles the holder thereof to apply for and be allotted ten Ordinary Shares of ITC of ` 1.00 each upon payment of exercise price. These options vest over a period
of three years from the date of grant and are exercisable within a period of five years from the date of vesting. These options have been granted at ‘market price’ within the
meaning of the Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021.
ITC ESAR:
Under the ITC ESAR Plan, eligible employees would receive cash linked to appreciation in the value of the shares of ITC in accordance with the terms and conditions of the
said Plan. The ESAR units vest over a period of five years from the date of grant and entitles each ESAR grantee to the appreciation for the total number of ESAR Units vested.
(ii) The cost of stock options granted under ITC ESOS / ESAR units granted under ITC ESAR Plan have been recognised as equity settled / cash settled share based payments
respectively in accordance with Ind AS 102 – Share Based Payment. In terms of the aforesaid arrangement, the Company accounts for the cost of the fair value of options /
ESAR units granted to the eligible employees on receipt of advice / on - charge by ITC respectively as employee benefits expense. The fair value of the options / ESAR units
granted is determined, using the Black Scholes Option Pricing model, by ITC for all the Optionees covered under ITC ESOS / ITC ESAR Plan as a whole. The cost of ITC ESOS
is considered as capital contribution by ITC Limited, net of reimbursements, if any. The liability recognised for payments towards ITC ESAR Plan is presented under other
financial liability.
(iii) The summary of movement of such options granted by ITC and status of the outstanding options is as under:

As at 31st March, 2023 As at 31st March, 2022

Particulars
No. of Options No. of Options
Outstanding at the beginning of the year 9,16,022 12,71,342
Add: Granted during the year 10,250 8,950
Less: Lapsed during the year (46,338) (3,61,043)
Add / (Less): Movement of employees to whom options are granted (27,914) 38,168
Less: Exercised during the year (4,49,954) (41,395)
Outstanding at the end of the year 4,02,066 9,16,022
Options exercisable at the end of the year 3,84,251 9,04,062

Note: The weighted average exercise price of the options granted to all Optionees under the ITC ESOS is computed by ITC as a whole.
(iv) In accordance with Ind AS 102, the Company has recognised an amount of ` 52 Lakhs (2022: ` 17 Lakhs) towards ITC ESOS and ` 237 Lakhs [2022: ` 38 Lakhs] towards
ITC ESAR Plan (Refer Note 18). Such charge has been recognised as employee benefits expense.
Out of the above, ` 185 Lakhs (2022: ` 41 Lakhs) is attributable to key management personnel [Mr. R. Batra: ` 181 Lakhs (2022: ` 37 Lakhs), Mr. Sharad Jain: ` 4 Lakhs
(2022: Not Applicable) and Mr. S.V. Shah: ` Nil (2022: ` 4 Lakhs)].
30 Capital Management
The Company’s financial strategy aims to foster its strategic priorities and provide adequate capital to its businesses to grow and invest for generating sustained stakeholder value.
The Company funds its operations mainly through internal accruals. The Company aims at maintaining a strong capital base so as to maintain adequate supply of funds towards
future growth of its businesses as a going concern.
The capital structure of the Company comprises only of equity as detailed in the Statement of Changes in Equity. The Company does not have any long-term debt obligation.
The Company is not exposed to any externally imposed capital requirements.
31 Categories of Financial Instruments (` in Lakhs)
As at As at
31st March, 2023 31st March, 2022
Carrying Value Fair Value Carrying Value Fair Value
Financial Assets
Measured at amortised cost
Cash and Cash Equivalents 5,247 5,247 976 976
Other Bank Balances 20,000 20,000 20,000 20,000
Trade Receivables 41,134 41,134 27,696 27,696
Loans – – 0 0
Other Financial Assets 27,598 27,588 26,905 26,905
93,979 93,969 75,577 75,577
Mandatorily measured at fair value through profit and loss (FVTPL)
Investments in Mutual Funds 35,664 35,664 6,904 6,904
Foreign Currency Forward Contracts 115 115 140 140
35,779 35,779 7,044 7,044
Total 1,29,758 1,29,748 82,621 82,621
Financial Liabilities
Measured at amortised cost
Trade Payables 13,704 13,704 6,633 6,633
Lease Liability 855 855 363 363
Other Financial Liabilities 17,438 17,240 14,098 13,897
31,997 31,799 21,094 20,893
Measured at fair value through profit and loss (FVTPL)
Foreign Currency Forward Contracts 44 44 53 53
Consideration Payable towards acquisition of Business and Commercial
Rights 52,274 52,274 – –
52,318 52,318 53 53
Total 84,315 84,117 21,147 20,946

31
 ITC INFOTECH INDIA LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Contd.)

32
Financial Risk Management Objectives
The Company’s activities expose it to a variety of financial risks, including market risk, credit risk and liquidity risk. The Company continues to focus on a system-based approach
to business risk management. The Company’s financial risk management process seeks to enable the early identification, evaluation and effective management of key risks facing
the business. Backed by strong internal control systems, the current Risk Management Framework rests on policies and procedures issued by appropriate authorities; process of
regular reviews / audits to set appropriate risk limits and controls; monitoring of such risks and compliance confirmation for the same.
a) Market Risk
The Company’s various business operations expose it to the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market
prices. Such market risk may arise out of volatility in currency rates, interest rates and prices. The Company has in place appropriate risk management policies to limit the
impact of these risks on its financial performance.
The Company ensures optimisation of cash through fund planning, robust cash management practices and manages interest rate risk and foreign exchange risk.
i) Foreign Currency Risk
The Company undertakes transactions denominated in foreign currency which results in exchange rate fluctuations. Such exchange rate risk primarily arises from
transactions made in foreign exchange and translation risks arising from recognised assets and liabilities, including net investments in foreign operations which are not
in the Company’s functional currency (`). A significant portion of these transactions are in US Dollar (USD), Pound Sterling (GBP) and EURO.
The carrying amounts of the Company’s foreign currency denominated financial assets and financial liabilities at the end of the reporting period are as follows:
(` in Lakhs)

As at 31st March, 2023 USD GBP EURO Others Total

Financial Assets 21,646 4,782 18,932 6,641 52,001
Financial Liabilities 809 1 834 300 1,944

As at 31st March, 2022 USD GBP EURO Others Total

Financial Assets 29,329 6,199 9,380 2,177 47,085
Financial Liabilities 993 30 419 1,015 2,457

The Company uses Forward Exchange Contracts to hedge its exposures in foreign currency related to underlying transactions and firm commitments. Notional value of Forward
exchange Contracts outstanding as at year end which are not designated under hedge accounting are as below:
(in Lakhs)

Currency Cross Currency 31st March, 2023 31st March, 2022

Buy Sell Buy Sell
GBP USD - 10 - 44
EUR USD 29 - - 44
USD INR 124 216 - 334
SEK USD 41 - - -
PLN USD 10 - - -
ZAR USD - 112 - 35

Hedges of Foreign Currency Risk and Derivative Financial Instruments

The Company follows established risk management policies, including the use of derivatives to hedge against the volatility associated with the aforesaid exchange rate risk.
The Company uses forward exchange contracts to hedge its transactional currency exposures in foreign currency related to underlying transactions and firm commitments and
measures them at fair value. The counter party in these derivative instruments are generally highly rated counter parties such as banks and the Company considers the risk of
non-performance by such counterparty as not material. The Company has not designated Forward Exchange Contracts under Hedge Accounting. These derivative instruments
are carried at fair value with changes being recognised in the Statement of Profit and Loss. Although such derivative instruments are not designated in a hedge relationship, they
act as an economic hedge and will offset the gain / loss in the underlying transactions when they occur.
The Company has designated the foreign exchange risk component of the payable towards acquisition of Business and Commercial Rights as a hedge of the highly probable
forecast US$ denominated revenues. The above will result in matching of foreign exchange gain / loss arising from changes in spot rates of the highly probable forecast revenues
with the loss/gain arising from translation of non – derivative financial liabilities carried in the Balance Sheet (Details of such hedge instrument are provided in Note 36). The
foreign exchange risk component designated under hedge accounting are evaluated basis the currency, amount and timing of such highly probable forecast transactions
that are matched to the hedging instrument. Changes in the fair value of the effective portion of such cash flow hedges are recognised as cash flow hedging reserve in Other
Comprehensive Income. Whilst ineffectiveness in the hedge relationship may arise due to changes in timing of the forecast US$ denominated revenues, the probability of such
hedges becoming ineffective is very low and such ineffective portion, if any, is immediately recognised in the Statement of Profit and Loss.
The movement in the cash flow hedging reserve in respect of designated cash flow hedges is summarised below: (` in Lakhs)

Particulars 2023 2022

At the beginning of the year - -
Add: Gain / Loss recognised in OCI on fair value change of effective portion of hedge instrument 565 -
Less: Amounts transferred to the Statement of Profit and Loss on occurrence of forecast hedge transactions during the year (69) -
(Less)/Add: Deferred tax (125) -
At the end of the year 371 -
Once the hedged transaction materialises, the amount accumulated in the cash flow hedging reserve will be reclassified to profit or loss in the anticipated timeframes given below:

Outstanding balance in cash Flow Hedge Reserve to be subsequently recycled from OCI As at 31st March, 2023 As at 31st March, 2022
Within One Year 148 -
Between One and Three Years 152 -
More than Three Years 71 -

32
 ITC INFOTECH INDIA LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Contd.)

Foreign Currency Sensitivity

The sensitivity analysis arises on account of outstanding foreign currency denominated assets and liabilities, including derivative contracts. The Company considers a sensitivity
of 1% (2022 - 1%) in applicable foreign currency rates, holding all other variables constant. In the event the exchange rate fluctuates by +1%, the profit before tax for the year
ended 31st March, 2023 and pre-tax total equity as at 31st March, 2023 will be higher by ` 501 Lakhs (2022 - ` 446 Lakhs). If the change in rates decline by a similar percentage,
there will be opposite impact of similar amount on profit before tax and pre-tax total equity.
ii) Interest Rate Risk

Interest rate risk refers to the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The
Company’s investments in fixed deposits are held with highly rated banks and have a short tenure and are not subject to interest rate volatility. As majority of the other
financial assets and liabilities of the Company are non-interest bearing, the Company’s net exposure to interest risk is negligible.

iii) Price Risk

The Company invests its surplus funds primarily for short tenor in debt mutual funds. Aggregate value of investments in debt mutual funds, which are measured at fair
value through profit or loss, as at 31st March, 2023 is ` 35,664 Lakhs (2022 - ` 6,904 Lakhs). Accordingly, these do not pose any significant price risk.

b) Liquidity Risk

Liquidity risk is defined as the risk that the Company will not be able to settle or meet its obligations as they become due. The Company’s investment decisions relating to
deployment of surplus liquidity are guided by the tenets of safety, liquidity and return. The Company manages its liquidity risk by ensuring that it will always have sufficient
liquidity to meet its liabilities when due. Considering the dynamic nature of the underlying businesses, the Company also maintains adequate committed credit lines.

The table below provides details regarding the remaining contractual maturities of significant financial liabilities at the reporting date :

(` in Lakhs)

As at 31st March, 2023

Contractual Cash flows*
Carrying value Less than 3 More than 3 months More than 6 More than 1 year Beyond 3 Total
months up to 6 months months up to 1 year up to 3 years years
Trade Payables 13,704 13,704 - - - - 13,704
Lease Liability 855 141 112 209 412 - 874
Other Financial Liabilities 17,482 788 14,826 137 1,731 - 17,482
Payable towards acquisition 52,274 12,771 2,419 5,812 22,150 14,203 57,355
of Business and Commercial
Rights
Total 84,315 27,404 17,357 6,158 24,293 14,203 89,415
As at 31st March, 2022
Contractual Cash flows*
Carrying value Less than 3 More than 3 months More than 6 months More than 1 year Beyond 3 Total
months up to 6 months up to 1 year up to 3 years years
Trade Payables 6,633 6,633 - - - - 6,633
Lease Liability 363 86 86 171 29 - 372
Other Financial Liabilities 14,151 2,026 10,969 22 1,130 4 14,151
Total 21,147 8,745 11,055 193 1,159 4 21,156
* The table has been drawn up based on the earliest date on which the Company would be required to pay.

c) Credit Risk
Credit risk is the risk that counterparty will not meet its obligations under a financial instrument which may lead to a financial loss to the Company. Apart from its operating
activities, wherein the Company deals with a large number of customers, the Company is also exposed to credit risk from its investing activities.
Financial instruments that are subject to concentration of credit risk principally consist of trade receivables.
Credit is extended to Customers after evaluating them against key parameters such as financial position, credit ratings, market intelligence, past experience etc., as may
be appropriate. Trade receivables are monitored regularly. Concentration of credit risk, with respect to trade receivables, is limited, due to the Company’s customer base
being large and internationally dispersed. Some of the Company’s key Customers have been transacting for many years and the incidence of bad debts is negligible.
The Company recognises provision for expected credit loss on an individual customer basis, based on internal reviews, which are conducted regularly and considers all
aspects with respect to debts.
The movement of the expected credit loss provision made by the Company with respect to trade receivables are as under:
(` in Lakhs)
As at 31st March, As at 31st March,
2023 2022
Opening Balance 1,183 1,244
Effects of foreign exchange fluctuation 28 (56)
Add: Expected credit loss provisions made during the year 657 391
Less: Utilisation for Impairment / De-recognition (289) (396)
Closing Balance 1,579 1,183
For age wise break-up of receivables, refer to note 6.

Investment in debt mutual funds are made only with approved mutual funds and credit risk in such funds are limited because the underlying investments are diversified
and the Company’s investment framework considers the credit quality of the underlying investments made by the fund house. There are limits for any exposure to financial
institutions. Deployment in fixed deposits are with highly rated banks and are held at amortised cost. Thus, counter party risk attached to such assets is considered to be
insignificant.

The carrying amount of financial assets, net of loss allowance recognised in accordance with Ind AS 109 and any amounts offset in accordance with Ind AS 32, that represents
the Company’s maximum exposure to credit risk as at 31st March, 2023 is ` 1,26,753 Lakhs (2022 -` 83,418 Lakhs) represented by carrying amounts of Investments (except
investments in subsidiaries), Trade Receivables, Unbilled Revenue, Loans, Other financial assets measured at amortised cost and Other financial assets measured at Fair Value.

33
 ITC INFOTECH INDIA LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Contd.)

d) Fair Value Measurement

Fair value hierarchy
Fair value of the financial instruments is classified in various fair value hierarchies based on the following three levels:
Level 1: Quoted prices (unadjusted) in active market for identical assets or liabilities.
Level 2: Inputs other than quoted price included within level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).
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
and rely as little as possible on entity-specific estimates. If significant inputs required to fair value an instrument are observable, the instrument is included in Level 2.
Level 3: Inputs for the assets or liabilities that are not based on observable market data (unobservable inputs)
If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3. This is the case with listed instruments where market is
not liquid and for unlisted instruments.
The fair value of trade receivables, loans, other financial assets, other financial liabilities and payables is considered to be equal to the carrying amounts of these items due
to their short – term nature. There has been no change in the valuation methodology for Level 3 inputs during the year. There were no transfers between Level 1 and Level
2 during the year.
The following table presents the fair value hierarchy of assets and liabilities measured at fair value on a recurring basis: (` in Lakhs)

Fair Value as at
Fair Value
Hierarchy 31st 31st
March 2023 March 2022
Financial Assets
Mandatorily Measured at Fair Value Through Profit and Loss (FVTPL)
Investments in Mutual Funds 1 35,664 6,904
35,664 6,904
Derivatives measured at fair value
Foreign Currency Forward Contracts 2 115 140
115 140
Total 35,779 7,044
Financial Liabilities
Measured at amortized cost
Other Financial Liabilities* 3 1,533 934
1,533 934

Derivatives measured at fair value

Foreign Currency Forward Contracts 2 44 53
Measurement at fair value through profit and loss (FVTPL)
Payable towards acquisition of Business and Commercial Rights (Refer Note 36) 3 52,274 -
52,318 53
Total 53,851 987

* Represents Fair value of Non-current Financial Instruments
33 Segment Reporting
The Company operates in a single business segment - information technology, basis which the Chief Operating Decision Maker (CODM) evaluates the Company’s performance and
allocates resources. Geographical Information is given below:
(` in Lakhs)

For the year ended For the year ended

31st March, 2023 31st March, 2022

Segment Revenue
India 65,557 60,492
North America 69,260 61,585
Europe 89,348 72,021
Middle East and Africa 32,228 27,798
Rest of the World 6,824 6,889

Total 2,63,217 2,28,785

No single external customer / group individually accounted for more than 10% of the revenues in the year ended 31st March, 2023.
Revenues of INR 23,442 Lakhs from a single external customer / group that accounted for more than 10% of the revenues in the year ended 31st March, 2022.

(` in Lakhs)

As at As at
31st March, 2023 31st March, 2022

Non-Current Assets*
India 82,116 7,237
Europe 480 4
Middle East and Africa 13 31

Total 82,609 7,272

* Non- Current Assets have been considered on the basis of physical location.

34
 ITC INFOTECH INDIA LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Contd.)

34 RELATED PARTY DISCLOSURES
(i) HOLDING COMPANY:
ITC Limited
(ii) ENTERPRISES WHERE CONTROL EXISTS:
Wholly Owned Subsidiaries:
ITC Infotech Limited (UK)
ITC Infotech (USA), Inc. and its wholly owned subsidiary Indivate Inc.
ITC Infotech Do Brasil LTDA (w.e.f. 10th October, 2022)
ITC Infotech Malaysia Sdn. Bhd (w.e.f. 3rd February, 2023)
ITC Infotech France SAS (w.e.f. 8th February, 2023)
ITC Infotech GmbH (w.e.f. 10th March, 2023)
(iii) OTHER RELATED PARTIES WITH WHOM THE COMPANY HAD TRANSACTIONS, etc.
Fellow Subsidiary Companies Associates of the Holding Company Subsidiaries of Ultimate Parent Employee Trusts
Surya Nepal Private Limited International Travel House Limited Company of Tobacco ITC Management Staff Gratuity Fund
Technico Agri Sciences Limited ATC Limited Manufacturers (India) Limited ITC Pension Fund
North East Nutrients Private Limited (TMI) of which the Holding ITC Gratuity Fund - C
Fortune Park Hotels Limited Company is an Associate
Russell Credit Limited
ITC Indivision Limited
(iv) KEY MANAGEMENT PERSONNEL
Non-Executive Directors Others (Members of Executive Management Committee)
Mr. S. Puri - Chairman Mr. S. Singh, Managing Director & CEO
Mr. S. Sivakumar - Vice Chairman Mr. R. Batra, Chief Financial Officer
Ms. P. Balaji Mr. S. V. Shah, Company Secretary (up to 26th June, 2022)
Mr. B. B. Chatterjee (up to 19th July, 2022) Mr. K. Ray, Chief Human Resources Officer
Mr. S. Dutta (w.e.f 21st July, 2022)
Mr. R. K. Singhi (w.e.f. 21st July, 2022) Company Secretary
Mr. R. Tandon (up to 19th July, 2022) Mr. S. V. Shah (up to 26th June, 2022)
Mr. S. Jain (appointed w.e.f. 27th June, 2022)

(v) DISCLOSURE OF TRANSACTIONS BETWEEN THE COMPANY AND RELATED PARTIES (` in Lakhs)
Holding Company Wholly Owned Subsidiaries Fellow Subsidiaries
2023 2022
Sl. ITC Infotech
Description ITC ITC Infotech ITC Infotech ITC
No. 2023 2022 ITC Infotech Do Brasil ITC 2023 2022
Infotech France GmbH Infotech
Limited LTDA Infotech
(USA), SAS (w.e.f. (w.e.f. Limited
(UK) (w.e.f. (USA), Inc.
Inc. 08.02.2023) 10.03.2023) (UK)
10.10.2022)
1 Sale of Goods / Services 19,719 17,686 11,595 69,189 - - - 21,849 61,582 343 254
2 Purchase of Goods / Services 428 80 - - 219 6 6 - - - -
3 Sale of Property, Plant and 18 - - - - - - - - - -
Equipment
4 Cost incurred towards Property, 160 - 22 - - - -
Plant and Equipment
5 Issue of shares to Holding 44,800 - - - - - -
Company
6 Investment in Subsidiaries - - - - 422 2,662 2,481 - - - -
7 Rent 2,020 2,097 - - - - -
8 Reimbursement of Contractual 1,066 917 - - - - - - - - -
Remuneration [includes
remuneration to KMP ` 317 Lakhs
(2022 : ` 275 Lakhs)]
9 Expenses Recovered 5 4 46 31 - - - 21 34 - -
10 Expenses Reimbursed 374 366 73 164 - - - 44 - - -
11 Capital Contribution for Share 52 17 - - - - - - - - -
Based Payments
12 Employee Share Based Payments 237 38 - - - - - - - - -
13 Interim Dividend 14,960 45,156 - - - - - - - - -

(` in Lakhs)
Subsidiaries of Ultimate
Associates of the
Parent Company of TMI
Sl. Holding Employee Trusts Key Management Personnel
Description of which the Holding
No. Company
Company is an Associate
2023 2022 2023 2022 2023 2022 2023 2022
1 Sale of Goods / Services 146 209 21,844 23,442 - - - -
2 Purchase of Goods / Services 1,846 685 - - - - - -
3 Remuneration to Key Management Personnel (KMP)
(i) Directors - - - - - - 606 643
(ii) Others - - - - - - 194 128
4 Contribution to Employees’ Benefit Plans - - - - 285 - - -

35
 ITC INFOTECH INDIA LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Contd.)

(vi) DISCLOSURE OF OUTSTANDING BALANCES (` in Lakhs)
Holding
Wholly Owned Subsidiaries Fellow Subsidiaries
Company
2023 2022
Description ITC Infotech
ITC ITC Infotech ITC Infotech ITC
ITC Infotech Do Brasil ITC
2023 2022 Infotech France GmbH Infotech
Limited LTDA Infotech
(USA), SAS (w.e.f. (w.e.f. Limited
(UK) (w.e.f. (USA), Inc. 2023 2022
Inc. 08.02.2023) 10.03.2023) (UK)
10.10.2022)
Balances as at 31st March,
i) Trade Receivables – 90 – 4,490 – – – 3,409 7,424 197 149
ii) Trade Payables 142 141 194 – 219 6 6 13 – – –
iii) Other Payables 218 81 – – – – – – – – –
(` in Lakhs)
Subsidiaries of Ultimate Parent Employee Trusts
Associates of the
Company of TMI of which the
Description Holding Company
Holding Company is an Associate
2023 2022 2023 2022 2023 2022
Balances as at 31st March,
i) Trade Receivables 5 17 5,925 4,877 – –
ii) Trade Payables 6 9 – – – –
iii) Advances Given – – – – 576 450
iv) Other Payables – – – 879 285
(vii) INFORMATION REGARDING SIGNIFICANT TRANSACTIONS
(Generally in excess of 10% of the total transaction value of the same type) (` in Lakhs)

Related Party Transactions 2023 2022 Related Party Transactions 2023* 2022*
Purchase of Goods / Services Remuneration to Key Management Personnel (KMP)
International Travel House Limited 1,846 685 Mr. S. Singh 606 643
Mr. R. Batra 216 182
Contribution to Employees’ Benefit Plans Mr. S. Shah 49 93
ITC Management Staff Gratuity Fund 285 - Ms. S. Burman - 100
Mr. K. Ray 194 28
Mr. S. Jain 45 -
* Includes provision for incentives, as applicable, which will get finalised subsequently.

(viii) INFORMATION REGARDING SIGNIFICANT BALANCES

(Generally in excess of 10% of the total balance of the same type)
(` in Lakhs)
Related Party Balances 2023 2022
Trade Payables
International Travel House Limited 6 9
Advances Given
ITC Pension Fund 576 450
Other Payables
ITC Gratuity Fund C 36 -
ITC Management Staff Gratuity Fund 843 285
(ix) COMPENSATION OF KEY MANAGEMENT PERSONNEL*
The remuneration of directors and other members of key management personnel during the year is as follows: (` in Lakhs)
2023 2022
Employee Benefits 1,110 1,047
Others - 2
*Post employment benefits are actuarially determined on overall basis, hence not separately available and not included above. Further, value of employee share based payments is
not included above, refer note 29 for details.
(x) SIGNIFICANT TERMS AND CONDITIONS OF OUTSTANDING BALANCES
All outstanding balances are unsecured and are repayable in cash.
35 Ratios
Particulars Numerator Denominator 31st March 2023 31st March 2022
Current Ratio1 Current Assets Current Liabilities 2.1 3.4

Debt-Equity Ratio Total Debt Shareholder’s Equity 0.0 0.0

Debt Service Coverage Ratio2 Earnings available for Debt Service Debt Service 55.2 165.0
Return on Equity3 Net Profits after Taxes Average Shareholder’s Equity 32.1% 69.6%
Trade Receivables turnover ratio Revenue Average Trade Receivable 7.6 10.0
Trade Payables turnover ratio Adjusted Other Expenses Average Trade Payables 4.8 5.2
Net capital turnover ratio Revenue Working Capital 3.7 3.7
Net profit ratio 4 Net Profit Revenue 13.4% 22.6%
Return on capital employed (ROCE) 3 Earning before Interest and Taxes Average Capital Employed 42.2% 92.6%
Return on Investment(ROI) 5 Income generated from Investments Average Investments 6.1% 4.9%

36
 ITC INFOTECH INDIA LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Contd.)

1
The change in the current ratio by more than 25% is primarily due to liabilities from acquisition of Business and Commercial Rights.
2
The change in the debt service coverage ratio by more than 25% is primarily due to reduction of profits.
3
Return on equity and return on capital employed reduced due to reduction of profits coupled with infusion of additional share capital.
4
Net profit ratio reduced due to reduction of profits.
5
Return on Investment has increased primarily due to increase in Repo Rate from 4% to 6.5% during the year. Investments represent Investment in Debt Mutual
Funds.

36 Acquisition of Business and Commercial Rights

On 20th April 2022, the Company entered into an agreement with PTC Inc., a global technology company headquartered in Boston, USA, to acquire a part
of PTC’s PLM implementation services business and create a new service line focused on the adoption of PTC’s industry-leading Windchill PLM software as a
service (SaaS). As part of this agreement, the Company acquired Business and Commercial Rights resulting in the Company becoming a preferred partner for
consulting and implementation services relating to the Windchill PLM and associated application lifecycle management (ALM) and service lifecycle management
service (SLM) software business. The transaction was consummated on 1st June 2022, and the Company capitalized INR 74,538 lakhs relating to Business and
Commercial Right acquired as an intangible asset.
The consideration is payable through cash consideration, assumption of certain employee liabilities and involves contingent consideration which is subject to
achievement of revenue and business targets. The details relating to the transaction are as follows:
(` in Lakhs)
Particulars 31st March, 2023
Business and Commercial Rights acquired and capitalized on 1st June 2022 as an intangible asset [Refer Note 2(c)] 74,538
Employee Liabilities assumed on date of acquisition (2,440)
Consideration payable to PTC Inc. 72,098
Settled:
Initial consideration paid on 1st June 2022 [Refer Cash Flow Statement] (25,219)
Settlement of consideration by offset of trade receivables [Refer Cash Flow Statement] (164)
Changes in fair value recognised in Other Expenses [Refer Note 20] 5,063
Change in fair value transferred to Hedge Reserve [Refer Note 32] 496
Closing Balance (31st March 2023)* 52,274
*Out of the total closing balance of INR 52,274 Lakhs, INR 21,327 Lakhs is non-current liability and INR 30,947 Lakhs is current liability.

The intangible assets relating to Business and Commercial Rights is recorded after considering the fair of value of the consideration on the date of acquisition.
The contingent consideration is subsequently measured at fair value through profit and loss and as at March 31st 2023, any reasonable possible changes in the
key inputs will not result into a significant change in the fair value of the contingent consideration. The contingent consideration is recognized as a level 3 input
as they are dependent on achievement of revenue and business targets.

37 Subsequent Events
A new subsidiary of the Company has been incorporated in Mexico in the name of ITC Infotech de México, S.A. de C.V. on 17th April 2023.
All events up to the date of the issue of financial statements have been considered.

38 Approval of Financial Statements

The financial statements were approved for issue by the Board of Directors on 3rd May, 2023.

39 Comparatives
As required by Ind AS, comparative figures have been adjusted to conform to changes in presentation for the current financial year.

37
38
(` in Lakhs)

FORM AOC–1
(PURSUANT TO FIRST PROVISO TO SUB–SECTION (3) OF SECTION 129 OF THE COMPANIES ACT, 2013 READ WITH RULE 5 OF THE COMPANIES (ACCOUNTS) RULES, 2014)
STATEMENT CONTAINING SALIENT FEATURES OF THE FINANCIAL STATEMENT OF SUBSIDIARIES / ASSOCIATE COMPANIES / JOINT VENTURES
PART A: SUBSIDIARIES
1 Sl. No. 1 2 3 4 5 6
2 Name of the Subsidiary* ITC Infotech Limited (UK) ITC Infotech (USA), Inc. Indivate Inc. (Note 2) ITC Infotech do Brasil Ltda ITC Infotech France SAS ITC Infotech Gmbh
3 The date since when subsidiary was acquired 19th June, 2001 24th May, 2001 18th November, 2016 10th October, 2022 8th February, 2023 10th March, 2023
4 Reporting period for the subsidiary concerned, if different Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable
from the holding company’s reporting period
5 Reporting currency and exchange rate as on the last date of Reporting currency - GBP Reporting currency - USD Reporting currency - USD Reporting currency - BRL Reporting currency - EUR Reporting currency - EUR
the relevant financial year in the case of foreign subsidiaries
Exchange rate GBP 1 = ` 101.6475 Exchange rate USD 1 = ` 82.1700 Exchange rate USD 1 = Exchange rate BRL 1 = Exchange rate EUR 1 = ` 89.4425 Exchange rate EUR 1 =
` 82.1700 ` 16.1292 ` 89.4425
NOTES TO THE FINANCIAL STATEMENTS (Contd.)

6 Share Capital 697 14,955 82 419 2,683 2,549

7 Reserves and Surplus 8,261 9,553 682 19 0 0
8 Total Assets 12,559 39,841 2,038 555 2,690 2,555
9 Total Liabilities 12,559 39,841 2,038 555 2,690 2,555
10 Investments (excluding Investments in subsidiaries) - - - - -
11 Turnover (Note 1) 30,877 1,19,251 3,415 221 6 6
12 Profit before Taxation 1,665 4,419 660 27 1 1
13 Provision for Taxation 190 1,235 - 8 0 0
14 Profit after Taxation 1,475 3,184 660 19 0 0
15 Proposed Dividend (Paid during the year) - - - - - -
16 Extent of Shareholding (%) 100% 100% 100% 100% 100% 100%
While a new subsidiary of the Company has been incorporated in Malaysia in the name of ITC Infotech Malaysia SDN. BHD. on 3rd February 2023 there have been no transactions in the subsidiary during the year.
Note 1: Turnover includes other income and other operating revenue
Note 2: ITC Infotech (USA), Inc. holds 100% shareholding of Indivate Inc.

PART B: ASSOCIATES AND JOINT VENTURES - NOT APPLICABLE

On behalf of the Board

S. Singh S. Sivakumar
Managing Director Vice Chairman
Bengaluru Hyderabad
R. Batra S. Jain
Chief Financial Officer Company Secretary
Bengaluru Bengaluru
Date : 03 May, 2023
ITC INFOTECH INDIA LIMITED
 ITC INFOTECH LIMITED

Strategic Report continued to shape its differentiated employee value proposition built on the
The Directors present their Strategic Report for the year ended 31st March core tenets of a compelling purpose & culture, holistic well-being, and global
2023. career opportunities. To strengthen its culture of continuous learning and to
support our long-term growth aspirations, the Company invested in building
Key Performance Indicators
client-focused learning academies for its key customers.
£ (million) Future Outlook
Year Ended March 31, 2023 2022 In the backdrop of global economic volatility, cost takeouts, vendor consolidation
and digital transformation will continue to drive the strategic priorities of
Total Revenue 30.30 40.02
clients. Our strategic pillars of customer centricity, employee centricity and
Cost of Sales 23.83 35.60 operational excellence and our vision of providing business-friendly solutions to
Gross Profit 6.47 4.42 our clients will enable us to stay relevant to their changing business priorities in
this environment. We will continue to invest in mining and growing key client
Profit before Tax 1.64 0.90 relationships towards becoming their trusted partners in driving their growth
Profit after Tax 1.45 0.79 and transformation agendas.
In this context, we will continue to invest in strengthening our portfolio of
Business review client & industry-focused differentiated capabilities. The Company will continue
In 2022-23 the Company achieved a revenue of GBP 30.3 million while the net to invest, and shape well-defined offerings aligned to the theme of delivering
profit was GBP 1.45 million. Revenue in the current year was impacted by the Business Friendly Solutions across select industry verticals. The Company will
outcome of changing strategic priorities in a few key accounts, in the backdrop also sharpen its alliance ecosystem with future ready Software Vendors in
of a volatile macro-economic environment. The Company continued to invest identified capability areas in Digital, Data & Analytics and Infrastructure Services
in strengthening existing capabilities and identifying new opportunities for amongst others. The Company will sustain its investments in hiring and training
long-term growth and differentiation. The Company’s portfolio of client and the right talent with a focus on building a culture of continuous learning.
industry-focused capabilities include PLM-led Digital Thread Solutions, Digital
Principal Risks and Uncertainties
Manufacturing, Open Hospitality and Cloud amongst others. Cost optimization,
digital transformation and talent-centric strategies continued to drive The ongoing economic and geo-political volatility is expected to continue
technology spending. The Company continued to enable clients to leverage impacting client sentiment and IT spending. This is resulting in a sustained
these trends, and witnessed a strong performance across verticals, particularly focus on cost-optimization and vendor consolidation. Clients are increasingly
in Hospitality, Consumer & Packaged Goods and Manufacturing. The Company looking for trusted partners who are jointly invested in shaping and driving
saw good demand for its PLM-led Digital Thread, Digital Manufacturing and their growth and transformation agenda. The demand for attracting, training,
Open Hospitality Solutions. Majority of the customers of the Company are and retaining high-quality talent, particularly in niche and future-focused
based in UK, please refer to Note 14. technologies continues to remain a top priority to succeed in the global
technology landscape. However, the Company’s strategy of increasing its onsite
Section 172(1) statement presence, including local hiring, its investments in strengthening its Sales teams
During the year ended 31st March 2023, the directors have complied with (hiring & sales enablement training) and its continued investments in learning
their duties with regard to the matters set out in section 172(1) (a)-(f) of the & development for its employees will mitigate these risks. The Company is also
Companies Act 2006. The directors believe that they have acted in a way they focused on increasing its client relevance through differentiated and integrated
consider, in good faith, would be most likely to promote the success of the offerings across its portfolio of services. In addition, the volatility around British
Company for the benefit of its members as a whole. Further information is set Pound, USD and Euro are also key risks for the Company. The Company will
out in this Strategic Report and the Directors’ Report. focus on the stated strategy to grow the business in identified markets in the
Customers European region, which present a significant growth opportunity.

Customer centricity continues to be one of the strategic pillars of the Company.

To fulfill our vision of providing business- friendly solutions to our clients, the Approved by the Board on 2nd May, 2023 and signed on behalf of the
Company continued to sharpen its focus on key customer relationships across Board by
all industry verticals. The Company’s strategic and trusted partnerships with
key customers across its portfolio enable it to drive opportunities for long-term,
S. Singh S. Sivakumar ITC Infotech Limited
sustainable and profitable growth.
Director Vice Chairman Building 5,
Employees Caldecotte Lake Drive, Caldecotte,
The Company’s strategic pillar of ‘Employee Centricity’ continues to drive its Milton Keynes, Buckinghamshire
focus on attracting, training and retaining high-quality talent. The Company MK7 8LF

Directors’ Report c) Liquidity risk

Your Directors present their Report together with the Audited Financial The Company seeks to manage financial risk by ensuring that sufficient
Statements for the year ended 31st March 2023. liquidity is available to meet foreseeable needs and to invest cash assets
The Company is a wholly owned subsidiary of ITC Infotech India Limited, safely and profitably.
incorporated in India. The Company has foreign branches in Singapore and
Dividend
Czech Republic. Details of the future outlook for the Company can be found in
the Strategic Report which forms part of this report. No dividends were declared and paid to the shareholder during the year ended
Principal activities 31st March 2023 (2022: NIL) and no dividends have been proposed after the
balance sheet date for the said year
The Company is engaged in providing information technology services to
enterprise clients. Directors

Financial risk management objectives and policies The Directors in office at the end of the year are listed below. The Directors did
not have any interest in the shares of the Company during the year and to the
The objective of financial risk management is to protect the value of the
date of signing this report as indicated below:
Company’s financial assets against possible erosion due to adverse materialisation
of risks related to credit, liquidity, and foreign currency exposures. Ordinary Shares
The existence of financial assets exposes the Company to a number of financial S. Puri -
risks. The main risks are market risk due to currency risk, credit risk and liquidity S. Sivakumar -
risk.
R. Singhi (appointed w.e.f. 21st July 2022) -
a) Market risk - currency risk S. Singh -
The Company is exposed to translation and transaction foreign exchange S. Dutta (appointed w.e.f. 21st July 2022) -
risks. While the Company makes payments, mostly in GBP, to its major
B.B. Chatterjee (ceased to be Director w.e.f. 20th July 2022) -
supplier(s), 26% (2022: 20%) of its sales in the year under review were in
US dollars and 24% (2022: 16%) in Euro. The Company has bank accounts R. Tandon (ceased to be Director w.e.f. 21st July 2022) -
in multiple currencies. The Company reviews its foreign exchange Mr. S. Puri, Chairman & Director, and Mr. S. Singh, Director, will retire
management processes on a regular basis and ensures that fund flow by rotation at the next Annual General Meeting and, being eligible, offer
position is maintained in a manner to minimize the impact of foreign themselves for re-election.
exchange fluctuations.
Equal Opportunities for Employees
b) Credit risk
The Company’s principal financial assets are cash and trade debtors. The The Company believes that people are our most valuable asset and will give our
Company has robust processes to assess customer credit-worthiness and business a distinct competitive advantage. Our people strategies are designed
consequently there are no significant risks on this count. to enable our employees to enhance their professional skills and actualise their

39
 ITC INFOTECH LIMITED

potential. The Company is committed to building a work culture that will the profit or loss of the company for that period. In preparing these financial
enable people to derive the maximum professional satisfaction and help them statements, International Accounting Standard 1 requires that directors:
harness their potential in achieving individual and organisational goals.
• properly select and apply accounting policies;
The Company strives to give full and fair consideration to applications for
employment made by differently abled persons, having regard to their • present information, including accounting policies, in a manner
particular aptitudes and abilities, and extends full support during their that provides relevant, reliable, comparable and understandable
employment by providing, inter alia, appropriate training and opportunities for information; and
career development.
• provide additional disclosures when compliance with the specific
The Company is an equal opportunity employer and all positions within the
requirements of the financial reporting framework are insufficient to
Company are open to all regardless of sex, race, religion, colour or marital
status. This also covers opportunities for promotion within ITC Infotech enable users to understand the impact of particular transactions, other
Limited. The Company continues to be guided by its values of Customer focus, events and conditions on the entity’s financial position and financial
Respect for People, Excellence, Abounding Innovation, Trusteeship and Ethical performance; and
Corporate Citizenship.
• make an assessment of the company’s ability to continue as a going
Business Relationships concern.
As stated in the Strategic Report, the Company is focussed on achieving growth The directors are responsible for keeping adequate accounting records that
through well defined offerings aligned to the theme of delivering Business are sufficient to show and explain the company’s transactions and disclose
Friendly Solutions to select industry verticals. Strengthening alliances with a with reasonable accuracy at any time the financial position of the company
select set of Software Vendors will continue to be an important focus area of the and enable them to ensure that the financial statements comply with the
Company, while forming and nurturing new partnerships with emerging, future Companies Act 2006. They are also responsible for safeguarding the assets
ready Software Vendors.
of the company and hence for taking reasonable steps for the prevention and
Going Concern Assessment detection of fraud and other irregularities.

The Company has considered internal and external sources of information up to The directors are responsible for the maintenance and integrity of the corporate
the date of approval of these financial statements, including credit reports and and financial information included on the company’s website. Legislation in
related information, economic forecasts etc. The Company has also performed the United Kingdom governing the preparation and dissemination of financial
sensitivity analysis on the assumptions used, and based on current estimates, statements may differ from legislation in other jurisdictions.
does not expect any material impact on forecast for a period of 12 months from
Directors’ Confirmation
the date of signing the financial statements.
Each of the directors, whose names are listed in Directors’ Report confirm that,
For its day-to-day working capital requirements, the Company uses its cash
reserves, when required. In this context, the key factors considered in assessing to the best of their knowledge:
the going concern status of the Company are: • the company’s financial statements, which have been prepared in
1. The transfer pricing arrangements with its parent company, whereby the accordance with IFRSs as adopted by the U.K., give a true and fair view of
Company will earn a minimum return on relevant costs. the assets, liabilities, financial position and profit of the company; and

2. The results of the forecasts and projections prepared by the Company for • the Strategic Report and Directors’ Report include a fair review of the
its business plan for FY 2023-24 which, taking into account reasonably development and performance of the business and the position of the
possible changes in trading performance, show that the Company should company, together with a description of the principal risks and uncertainties
be able to operate within the level of its current cash reserves. that it faces.

3. The Company’s FY 2022-23 collections from customers have remained Disclosure of Information to Auditor
robust which is evident in reduction in Trade Receivables (£5.17 million as
In the case of each Director in office at the date the Directors’ Report is
at 31st March 2022 to £4.92 million as at 31st March 2023).
approved:
Based on the above, the Directors are confident that the business plan projections
• so far as the Director is aware, there is no relevant audit information of
support their reasonable expectation that the Company has adequate resources
which the Company’s auditor are unaware; and
to continue operational existence for the foreseeable future. The Company
therefore continues to adopt the going concern basis in preparing its financial • they have taken all the steps that they ought to have taken as a Director in
statements. order to make themselves aware of any relevant audit information and to
Statement of directors’ responsibilities in respect of the financial statements establish that the company’s auditors are aware of that information.

The directors are responsible for preparing the Annual Report and the financial This confirmation is given and should be interpreted in accordance with the
statements in accordance with applicable law and regulations. provisions of section 418 of the Companies Act 2006.

Company law requires the directors to prepare financial statements for Approved by the Board on 2nd May, 2023 and signed on behalf of the Board by
each financial year. Under that law the directors have elected to prepare the
financial statements in accordance with United Kingdom adopted International S. Singh S. Sivakumar ITC Infotech Limited
Accounting Standards. The financial statements also comply with International Director Vice Chairman Building 5,
Financial Reporting Standards (IFRSs) as issued by the IASB. Under company law Caldecotte Lake Drive, Caldecotte,
the directors must not approve the financial statements unless they are satisfied Milton Keynes, Buckinghamshire
that they give a true and fair view of the state of affairs of the company and of MK7 8LF

40
 ITC INFOTECH LIMITED

Independent auditors’ report to the members of ITC Infotech Limited always detect a material misstatement when it exists. Misstatements can
Report on the audit of the financial statements arise from fraud or error and are considered material if, individually or in the
aggregate, they could reasonably be expected to influence the economic
Opinion decisions of users taken on the basis of these financial statements.
In our opinion the financial statements of ITC Infotech Limited (the A further description of our responsibilities for the audit of the financial
‘company’): statements is located on the FRC’s website at: www.frc.org.uk/
• give a true and fair view of the state of the company’s affairs as at 31st auditorsresponsibilities. This description forms part of our auditor’s report.
March 2023 and of its profit for the year then ended; Extent to which the audit was considered capable of detecting
• have been properly prepared in accordance with United Kingdom irregularities, including fraud
adopted international accounting standards and International Irregularities, including fraud, are instances of non-compliance with laws
Financial Reporting Standards (IFRSs) as issued by the International and regulations. We design procedures in line with our responsibilities,
Accounting Standards Board (IASB); and outlined above, to detect material misstatements in respect of irregularities,
• have been prepared in accordance with the requirements of the including fraud. The extent to which our procedures are capable of
Companies Act 2006. detecting irregularities, including fraud is detailed below.
We have audited the financial statements which comprise: We considered the nature of the company’s industry and its control
• the income statement; environment, and reviewed the company’s documentation of their
policies and procedures relating to fraud and compliance with laws and
• the statement of financial position; regulations. We also enquired of management and the directors about
• the statement of changes in equity; their own identification and assessment of the risks of irregularities,
• the statement of cash flows; and including those that are specific to the company’s business sector.
• the related notes 1 to 21. We obtained an understanding of the legal and regulatory framework that
the company operates in, and identified the key laws and regulations that:
The financial reporting framework that has been applied in their
preparation is applicable law, United Kingdom adopted international • had a direct effect on the determination of material amounts and
accounting standards and IFRSs as issued by the IASB. disclosures in the financial statements. These included UK Companies
Act, pensions legislation and tax legislation; and
Basis for opinion
• do not have a direct effect on the financial statements but compliance
We conducted our audit in accordance with International Standards on with which may be fundamental to the company’s ability to operate
Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under or to avoid a material penalty. These included Anti-bribery Act, GDPR,
those standards are further described in the auditor’s responsibilities for health and safety rules and employment law.
the audit of the financial statements section of our report.
We discussed among the audit engagement team regarding the
We are independent of the company in accordance with the ethical opportunities and incentives that may exist within the organisation for
requirements that are relevant to our audit of the financial statements fraud and how and where fraud might occur in the financial statements.
in the UK, including the Financial Reporting Council’s (the ‘FRC’s’)
Ethical Standard, and we have fulfilled our other ethical responsibilities in As a result of performing the above, we identified the greatest potential
accordance with these requirements. We believe that the audit evidence for fraud in the following area, and our specific procedures performed to
we have obtained is sufficient and appropriate to provide a basis for our address it are described below:
opinion. The existence assertion of unbilled revenue and the associated cut-
Conclusions relating to going concern off assertion of revenue, both specifically relating to Time and Material
contracts, have been pinpointed as the potential risks of fraud. This
In auditing the financial statements, we have concluded that the directors’ requires manual input and some extent of judgement, hence, may be
use of the going concern basis of accounting in the preparation of the subject to fraud. Our audit procedures included the test of unbilled
financial statements is appropriate. revenue against timesheet data from the current financial year, which
Based on the work we have performed, we have not identified any provided us reasonable assurance over the existence of unbilled revenue
material uncertainties relating to events or conditions that, individually and the related cut-off assertion of revenue.
or collectively, may cast significant doubt on the company’s ability to In common with all audits under ISAs (UK), we are also required to perform
continue as a going concern for a period of at least twelve months from specific procedures to respond to the risk of management override. In
when the financial statements are authorised for issue. addressing the risk of fraud through management override of controls,
Our responsibilities and the responsibilities of the directors with respect to we tested the appropriateness of journal entries and other adjustments;
going concern are described in the relevant sections of this report. assessed whether the judgements made in making accounting estimates
are indicative of a potential bias; and evaluated the business rationale of
Other information
any significant transactions that are unusual or outside the normal course
The other information comprises the information included in the annual of business.
report, other than the financial statements and our auditor’s report
In addition to the above, our procedures to respond to the risks identified
thereon. The directors are responsible for the other information contained
included the following:
within the annual report. Our opinion on the financial statements does not
cover the other information and, except to the extent otherwise explicitly • reviewing financial statement disclosures by testing to supporting
stated in our report, we do not express any form of assurance conclusion documentation to assess compliance with provisions of relevant laws
thereon. and regulations described as having a direct effect on the financial
statements;
Our responsibility is to read the other information and, in doing so,
consider whether the other information is materially inconsistent with • performing analytical procedures to identify any unusual or unexpected
the financial statements or our knowledge obtained in the course of relationships that may indicate risks of material misstatement due to
the audit, or otherwise appears to be materially misstated. If we identify fraud;
such material inconsistencies or apparent material misstatements, we are • enquiring of management concerning actual and potential litigation
required to determine whether this gives rise to a material misstatement and claims, and instances of non-compliance with laws and
in the financial statements themselves. If, based on the work we have regulations; and
performed, we conclude that there is a material misstatement of this other
information, we are required to report that fact. • reading minutes of meetings of those charged with governance.
We have nothing to report in this regard. Report on other legal and regulatory requirements
Responsibilities of directors Opinions on other matters prescribed by the Companies Act 2006
As explained more fully in the directors’ responsibilities statement, the In our opinion, based on the work undertaken in the course of the audit:
directors are responsible for the preparation of the financial statements and • the information given in the strategic report and the directors’ report
for being satisfied that they give a true and fair view, and for such internal for the financial year for which the financial statements are prepared
control as the directors determine is necessary to enable the preparation is consistent with the financial statements; and
of financial statements that are free from material misstatement, whether • the strategic report and the directors’ report have been prepared in
due to fraud or error. accordance with applicable legal requirements.
In preparing the financial statements, the directors are responsible for In the light of the knowledge and understanding of the company and its
assessing the company’s ability to continue as a going concern, disclosing, environment obtained in the course of the audit, we have not identified
as applicable, matters related to going concern and using the going any material misstatements in the strategic report or the directors’ report.
concern basis of accounting unless the directors either intend to liquidate
the company or to cease operations, or have no realistic alternative but Matters on which we are required to report by exception
to do so. Under the Companies Act 2006 we are required to report in respect of the
Auditor’s responsibilities for the audit of the financial statements following matters if, in our opinion:
Our objectives are to obtain reasonable assurance about whether the • adequate accounting records have not been kept, or returns adequate
financial statements as a whole are free from material misstatement, for our audit have not been received from branches not visited by us;
whether due to fraud or error, and to issue an auditor’s report that includes or
our opinion. Reasonable assurance is a high level of assurance, but is not • the financial statements are not in agreement with the accounting
a guarantee that an audit conducted in accordance with ISAs (UK) will records and returns; or

41
 ITC INFOTECH LIMITED

• certain disclosures of directors’ remuneration specified by law are not report and for no other purpose. To the fullest extent permitted by law, we
made; or do not accept or assume responsibility to anyone other than the company
• we have not received all the information and explanations we require and the company’s members as a body, for our audit work, for this report,
for our audit. or for the opinions we have formed.
We have nothing to report in respect of these matters.
Use of our report Chris Wademan FCA (Senior statutory auditor)
This report is made solely to the company’s members, as a body, in For and on behalf of Deloitte LLP
accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our Statutory Auditor Newcastle, U.K.
audit work has been undertaken so that we might state to the company’s 30th May 2023
members those matters we are required to state to them in an auditor’s

Income Statement Year ended March 31,

2023 2023 2022 2022
£ ` £ `
Unaudited Unaudited
Revenue
-Sale of Services 30,022,946 3,051,757,398 39,693,829 3,947,749,769

-Resale of Software/Hardware 278,744 28,333,623 273,856 27,236,332

-Other Revenue – – 52,668 5,238,130

Total Revenue 14 30,301,690 3,080,091,021 40,020,353 3,980,224,231

Cost of sales 15 (23,828,098) (2,422,066,576) (35,597,912) (3,540,390,316)

Gross profit 6,473,592 658,024,445 4,422,441 439,833,915

Selling, general and administrative expenses 15 (4,910,219) (499,111,487) (3,645,870) (362,599,991)

Operating Profit 1,563,373 158,912,958 776,571 77,233,924

Foreign exchange gain 40,419 4,108,514 115,003 11,437,613

Finance and other income 17 34,216 3,477,953 3,517 349,807

Profit before income tax 1,638,008 166,499,425 895,091 89,021,344

Income tax expense 12 (187,134) (19,021,711) (107,773) (10,718,583)

Profit for the year 1,450,874 147,477,714 787,318 78,302,761

All the above results relate to continuing activities.

There are no recognised gains or losses in the current and prior year other than as included in the income statement. Accordingly, no statement of
comprehensive income is presented.
The accompanying notes on pages 45 to 55 form an integral part of these financial statements.

42
 ITC INFOTECH LIMITED

Statement of Financial Position

Company Reg No - 02777705 As at As at As at As at
Note 31 March 2023 31 March 2023 31 March 2022 31 March 2022
£ ` £ `
Unaudited Unaudited
Assets
Property, plant and equipment 4 167,254 17,000,886 209,026 20,788,681
Other non-current assets 7 2,500 254,119 1,950 193,938
Non-current - Contract asset (capitalized cost) 19 606,449 61,644,043 982,691 97,733,543
Right-of-Use Asset 18 58,946 5,991,739 137,542 13,679,209
Total non-current assets 835,149 84,890,787 1,331,209 132,395,371

Current tax asset 58,649 5,961,524 - -
Trade receivables 5 4,916,218 499,721,267 5,171,013 514,283,098
Contract assets-Unbilled revenue 5 3,615,969 367,554,209 2,347,127 233,433,516
Current - Contract asset (capitalized cost) 19 – – 146,912 14,611,111
Other current assets 7 207,798 21,122,249 103,892 10,332,579
Cash and cash equivalents 6 2,721,793 276,663,454 4,391,602 436,766,777
Total current assets 11,520,427 1,171,022,703 12,160,546 1,209,427,080

Total assets 12,355,576 1,255,913,490 13,491,755 1,341,822,451

Equity
Share capital 13 685,815 69,711,380 685,815 68,207,731
Retained earnings 8,127,123 826,101,648 6,676,249 663,986,281
Equity attributable to owners of the company 8,812,938 895,813,028 7,362,064 732,194,012
Total equity 8,812,938 895,813,028 7,362,064 732,194,012

Non-current - Lease liability 18 – – 64,899 6,454,530

Non-current - Contract liability 19 – – 572,886 56,976,348
Non-current - Other liabilities 9 115,782 11,768,951 – –
Deferred income tax liability 12 38,521 3,915,564 47,425 4,716,693

Total Non-current liabilities 154,303 15,684,515 685,210 68,147,571

Trade payables and accrued expenses 8 730,780 74,282,173 3,985,600 396,388,047

Unearned revenue 10 78,004 7,928,793 78,005 7,757,960
Current tax liability – – 1,625 161,453
Current - Lease liability 18 65,683 6,676,584 85,836 8,536,819
Current - Contract liability 19 909,674 92,466,106 283,768 28,222,146
Other current liabilities 9 1,604,194 163,062,309 1,009,647 100,414,442
Total current liabilities 3,388,335 344,415,965 5,444,481 541,480,868
Total liabilities 3,542,638 360,100,480 6,129,691 609,628,439
Total equity and liabilities 12,355,576 1,255,913,508 13,491,755 1,341,822,451

These financial statements on pages 42 to 55 were approved by the directors on 2nd May, 2023 and are signed on their behalf by:

Anindya Roy Karan Shukla S. Singh S. Sivakumar
President Financial Controller Director Vice Chairman

The accompanying notes on pages 45 to 55 form an integral part of these financial statements.

43
 ITC INFOTECH LIMITED

Statement of Changes in Equity for the year ended 31st March, 2023

No. of Shares Share Capital Retained Earnings Total equity

£ ` £ ` £ `
Note Unaudited Unaudited Unaudited
Balance as at April 1, 2021 685,815 685,815 68,207,731 5,888,931 585,683,520 6,574,746 653,891,251
Profit for the year – – – 787,318 78,302,761 787,318 78,302,761
Other comprehensive income – – – – – – –
Total comprehensive income for the year – – – 787,318 78,302,761 787,318 78,302,761
Transactions with owners in their capacity as owners:
Cash dividend paid – – – – – – –
– – – – – – –
Balance as at March 31, 2022 685,815 685,815 68,207,731 6,676,249 663,986,281 7,362,064 732,194,012
Balance as at April 1, 2022 685,815 685,815 69,711,380 6,676,249 678,623,934 7,362,064 748,335,314
Profit for the year – – – 1,450,874 147,477,714 1,450,874 147,477,714
Other comprehensive income – – – – – – –
Total comprehensive income for the year – – – 1,450,874 147,477,714 1,450,874 147,477,714
Transactions with owners in their capacity as owners:
Cash dividend paid – – – – – – –
– – – – – – –
Balance as at March 31, 2023 685,815 685,815 69,711,380 8,127,123 826,101,648 8,812,938 895,813,028
For simplicity, the unaudited brought forward Rupee amounts as at 1st April have been translated using the exchange rate as at 31st March of the respective financial year.
The accompanying notes on pages 45 to 55 form an integral part of these financial statements.

Statement of Cash Flows

Year ended March 31,
2023 2023 2022 2022
£ ` £ `
Note Unaudited Unaudited
Cash flows from operating activities
Profit for the year 1,450,874 147,477,714 787,318 78,302,761
Adjustment for:
Depreciation 4 59,018 5,999,050 63,644 6,329,714
Loss on disposal of asset 23 2,256 63 6,300
ROU Depreciation 18 78,595 7,989,030 78,596 7,816,716
Interest on Lease Liability 18 2,222 225,907 3,904 388,268
Interest income 17 (34,216) (3,477,953) (3,517) (349,807)
Income tax expense 12 187,134 19,021,711 107,773 10,718,583
Changes in operating assets and liabilities
Trade receivables 5 254,795 25,899,225 953,240 94,804,455
Contract Assets-Unbilled revenues 5 (1,268,842) (128,974,664) 1,581,398 157,277,927
Contract Asset (capitalized cost) 19 523,154 53,177,284 (1,129,603) (112,344,696)
Contract Liability 19 53,020 5,389,399 856,653 85,198,424
Other assets 7 (104,456) (10,617,640) 474 47,064
Trade payables and accrued expenses 8 (3,254,820) (330,844,329) 661,354 65,774,999
Unearned revenues 10 (1) (64) (60,138) (5,980,988)
Other liabilities 9 710,329 72,203,075 (1,848,208) (183,813,513)
Net cash provided by operating activities before taxes (1,343,171) (136,529,999) 2,052,951 204,176,207
Income tax paid (net) (256,312) (26,053,524) (59,688) (5,936,310)
Net cash (utilised by)/generated in operating activities (1,599,483) (162,583,523) 1,993,263 198,239,897
Cash flows from investing activities
Purchase of Property, Plant and Equipment 4 (38,879) (3,951,932) (66,679) (6,631,560)
Sale of Property, Plant and Equipment 4 21,611 2,203,318 – –
Interest received 17 34,216 3,477,953 3,517 349,807
Net cash used in investing activities 16,948 1,729,339 (63,162) (6,281,753)
Cash flows from financing activities
Lease Liability Payment 18 (87,274) (8,877,726) (87,253) (8,677,697)
Dividends paid to the parent company – – – –
Net cash used in financing activities (87,274) (8,877,726) (87,253) (8,677,697)
Net (decrease)/increase in cash and cash equivalents
(1,669,809) (169,731,910) 1,842,848 183,280,447
Cash and cash equivalents at beginning of the year 6 4,391,602 446,395,364 2,548,754 253,486,329
Cash and cash equivalents at end of the year 6 2,721,793 276,663,454 4,391,602 436,766,776

For simplicity, the unaudited brought forward Rupee amounts as at 1st April have been translated using the exchange rate as at the 31st March of the
respective financial year.
The accompanying notes on pages 45 to 55 form an integral part of these financial statements.

44
 ITC INFOTECH LIMITED

Notes to the financial statements

Supplementary information - Indian Rupee amounts

The financial statements of ITC Infotech Limited are prepared in accordance with International Financial Reporting Standards and are presented in GBP.
The supplementary information (comprising the pro-forma financial information disclosed in Indian Rupees) requested by the parent company has been
arrived at by applying the year end interbank exchange rate of £1 = ` 101.65 (2022: £1 = ` 99.46) as provided by the parent company. The supplementary
information has not been audited.
1. Company overview
The Company is engaged in providing information technology services to enterprise clients.
The Company is a private company limited by shares incorporated in United Kingdom under Companies Act, 2006 and registered in England and Wales
and has its registered office at Building 5, Caldecotte Lake Drive, Caldecotte, Milton Keynes, Buckinghamshire, England, United Kingdom, MK7 8LF.
2. Basis of preparation of financial statements
(a) Statement of compliance
These financial statements as at and for the year ended March 31, 2023, have been prepared in accordance with United Kingdom adopted
International Accounting Standards (and with International Financial Reporting Standards as issued by the IASB).
(b) Basis of measurement
These financial statements are prepared on the going concern basis, under the historical cost convention, and in accordance with the Companies
Act 2006 and applicable IFRS. The principal accounting policies, which have been applied consistently throughout the year, are set out below.
(c) Going Concern assessment
The Company has considered internal and external sources of information up to the date of approval of these financial statements, including credit
reports and related information, economic forecasts etc. The Company has also performed sensitivity analysis on the assumptions used, and based
on current estimates, does not expect any material impact on forecast for a period of 12 months from the date of signing the financial statements.
For its day-to-day working capital requirements, the Company uses its cash reserves, when required. In this context, the key factors considered in
assessing the going concern status of the Company are.
1. The transfer pricing arrangements with its parent company, whereby the Company will earn a minimum return on relevant costs.
2. The results of the forecasts and projections prepared by the Company for its business plan for FY 2023-24 which, taking into account
reasonably possible changes in trading performance, show that the Company should be able to operate within the level of its current cash
reserves.
3. The Company’s FY 2022-23 collections from customers have remained robust which is evident in reduction in Trade Receivables (£5.17
million as at 31st March 2022 to £4.92 million as at 31st March 2023).
Based on the above, the Directors are confident that the business plan projections support their reasonable expectation that the Company
hasadequate resources to continue in operational existence for the foreseeable future. The Company therefore continues to adopt the going
concern basis in preparing its financial statements.
(d) Functional and presentation currency
The financial statements are presented in British pound, which is the functional currency of the company which is the currency of the primary
economic environment in which the entity operates.
(e) Use of estimates
There are no judgments other than the estimates involving judgments as stated below. The preparation of financial statements in conformity with
IFRS requires management to make judgments, estimates and assumptions that affect the application of accounting policies and the reported
amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates.
Estimates and underlying assumptions are reviewed on a periodic basis. Revisions to accounting estimates are recognised in the period in which
the estimates are revised and in any future periods affected. In particular, information about significant areas of estimation, uncertainty and critical
judgments in applying accounting policies that have the most significant effect on the amounts recognised in the financial statements is included
in the following notes:
i) Revenue recognition: The Company uses the percentage of completion method using the input (cost expended) method to measure progress
towards completion in respect of fixed price contracts. Percentage of completion method accounting relies on estimates of total expected
contract revenue and costs. This method is followed when reasonably dependable estimates of the revenues and costs applicable to various
elements of the contract can be made. Key factors that are reviewed in estimating the future costs to complete include estimates of future
labour costs and productivity efficiencies. Because the financial reporting of these contracts depends on estimates that are assessed continually
during the term of these contracts, recognised revenue and profit are subject to revisions as the contract progresses to completion. When
estimates indicate that a loss will be incurred, the loss is provided for in the year in which the loss becomes probable. Due to the nature of
the contracts under unbilled revenue, it is not feasible to prepare a sensitivity analysis. Contract assets-unbilled revenues represent amounts
recognised based on services performed in advance of billing in accordance with contract terms. The Company recognises contract assets-
unbilled revenues based on underlying contractual documents for services rendered, further evidenced by timesheet approval where
applicable.
ii) Impairment Assessment for Contract Asset (Capitalized Cost): The value of the contract asset (capitalized cost) requires judgement in assessing
whether an impairment exists and subsequently the estimates and assumptions in determining the valuation are considered significant.
Due to changes in the economic environment, and the changing banking landscape, we have calibrated expected returns compared to the
projections considered at the time of entering the original agreement, resulting in downward assessment in the contract asset (capitalized
cost) value.
iii) Other estimates: The preparation of financial statements involves estimates and assumptions that affect the reported amount of assets, liabilities
and the reported amount of revenues and expenses for the reporting period.
3. Significant accounting policies
Financial instruments
Non-derivative financial instruments of the Company comprise of trade and other receivables and trade and other liabilities.
There are no derivative financial instruments.

45
 ITC INFOTECH LIMITED

Notes to the financial statements (Contd.)

The classification of financial instruments depends on the purpose for which those were acquired. Management determines the classification of its
financial instruments at initial recognition.
(i) Trade and other receivables
Trade and other receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. They
are presented as current assets, except for those maturing later than 12 months after the reporting date which are presented as non-current assets.
Trade and other receivables are measured initially at fair value plus transaction costs and subsequently carried at amortized cost using the effective
interest method, less any impairment loss.
Credit is extended to customers after evaluating them against key parameters such as financial position, credit ratings, market intelligence, past
experience etc., as may be appropriate. Trade receivables are monitored regularly. Concentration of credit risk, with respect to trade receivables,
is limited, due to the Company’s customer base being large and internationally dispersed. Some of the Company’s key Customers have been
transacting for many years and the incidence of bad debts is negligible. The Company recognises provision for expected credit loss on an individual
customer basis, based on risk assessment, which are conducted regularly and considers all aspects with respect to debts such as invoice ageing,
credit information, etc. The Company writes off a financial asset when there is no probability of recovery of the debt, any recoveries made post
write off are recognised in the profit & loss account.
In calculating expected credit loss, the Company has considered credit reports and other related credit information for its customers to estimate
the probability of default (i.e., no longer recoverable) in future. Refer to note 5 for values of Trade Receivables and provisions.
Trade and other receivables are represented by trade receivables, contract assets-unbilled revenue, employee loans and other advances.
(ii) Cash and cash equivalents
Cash and cash equivalents comprise cash on hand and in banks and demand deposits with banks which are unrestricted for withdrawal and usage.
For the purposes of the cash flow statement, cash and cash equivalents include cash on hand, in banks and demand deposits with banks, net of
outstanding bank overdrafts that are repayable on demand and are considered part of the Company’s cash management system.
(iii) Trade and other payables
Trade and other payables are presented as current liabilities, except for those maturing later than 12 months after the reporting date which are
presented as non-current liabilities. Trade and other payables are initially recognised at fair value, and subsequently carried at amortized cost using
the effective interest method.
(iv) Contract asset (capitalised cost) and liabilities
The incremental costs of obtaining a contract are recognized as an asset and amortized to revenues in accordance with IFRS 15. Capitalized costs
are monitored regularly for impairment. Impairment losses are recorded when present value of projected remaining operating cash flows is not
sufficient to recover the carrying amount of the capitalized costs.
Revenue
The Company is engaged in providing information technology services to enterprise clients. Revenues from customer contracts are considered for
recognition and measurement when the contract has been approved by the parties to the contract, the parties to the contract are committed to perform
their respective obligations under the contract, and the contract is legally enforceable.
Revenue is recognised upon transfer of control of promised products or services (“performance obligations”) to customers in an amount that reflects
the consideration which the Company expects to receive in exchange for those products or services (“transaction price”). The Company assesses the
services promised in a contract and identifies distinct performance obligations in the contract. The Group allocates the transaction price to each distinct
performance obligation based on expected cost-plus margin. Revenue excludes amounts collected on behalf of third parties, such as value added tax.
a) Revenue is recognised from services performed on a “time and material” basis, as and when the services are performed.
b) Revenue from Fixed price support services is recognised on a straight-line basis when services are performed through a series of repetitive acts over a
specified period.
c) Revenue is recognised from services performed on “time bound fixed-price engagements” based on efforts expended using the percentage of completion
method of accounting, if work completed can be reasonably estimated. The cumulative impact of any revision in estimates of the percentage of work
completed is reflected in the period in which the change becomes known. Provisions for estimated losses on such engagements are made during the
period in which a loss becomes probable and can be reasonably estimated.
d) Revenue from sales of third-party vendor software / hardware is recognised from trading in software packages / licenses / hardware upon delivery to
customer.
The billing schedules agreed with customers include periodic performance-based billing and/or milestone-based progress billings.
Amounts received or billed in advance of services performed are presented as unearned revenue (contract liabilities). Contract assets - unbilled revenue
represents amounts recognised based on services performed in advance of billing in accordance with contract terms.
Property, plant and equipment
All fixed assets are measured at cost less accumulated depreciation and impairment losses, if any. Cost includes expenditures directly attributable to the
acquisition of the asset. Deposits and advances paid towards the acquisition of fixed assets outstanding as of each reporting date and the cost of fixed assets
not available for use before such date are disclosed under capital work- in-progress.
Depreciation
The Company depreciates fixed assets over the estimated useful life on a straight-line basis from the date the assets are available for use. Assets acquired
under finance lease and leasehold improvements are amortized over the shorter of estimated useful life or the related lease term.

The estimated useful lives of assets for the current and comparative period of significant items of fixed assets are as follows:

46
 ITC INFOTECH LIMITED

Notes to the financial statements (Contd.)

Category Useful life

Leasehold improvements 10 years

Fixtures & fittings 10 years
Computer equipment 3 years
Depreciation methods, useful lives and residual values are reviewed at each reporting date.
Income tax
Income tax comprises current and deferred tax. Income tax expense is recognised in the statement of income except to the extent it relates to items directly
recognised in equity or in other comprehensive income.
a) Current income tax
Current income tax for the current and prior periods are measured at the amount expected to be recovered from or paid to the taxation authorities
based on the taxable income for the period. The tax rates and tax laws used to compute the current tax amount are those that are enacted or
substantively enacted by the reporting date and applicable for the period.
b) Deferred income tax
Deferred income tax is recognised using the balance sheet approach. Deferred income tax assets and liabilities are recognised for deductible and
taxable temporary differences arising between the tax base of assets and liabilities and their carrying amount in financial statements.
Deferred income tax assets are recognised to the extent that it is probable that taxable profit will be available against which the deductible temporary
differences, and the carry forward of unused tax credits and unused tax losses can be utilized.
Deferred income tax liabilities are recognised for all taxable temporary differences.
Deferred income tax assets and liabilities are measured at the tax rates that are expected to apply in the period when the asset is realized or the liability
is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the reporting date.
Foreign currencies
Transactions in foreign currencies are translated at the exchange rate ruling at the date of the transaction. Monetary assets and liabilities are translated at
the rate of exchange ruling at the balance sheet date. All exchange differences are dealt with through the profit and loss account except those gains and
losses arising from the retranslation of the opening retained earnings in overseas branches are adjusted against the reserves.
Employee Benefits
The employer and employees each make periodic contributions to the pension fund equal to a specified percentage of the covered employee’s salary. It is a
defined contribution plan. The expenditure for defined contribution plans is recognised as expense during the period when the employee provides service.
Leases
As a Lessee
The Company assesses at contract inception whether a contract is, or contains, a lease. A contract is, or contains, a lease if it conveys the right to control
the use of an identified asset for a period of time in exchange for consideration.
Right–of–Use (ROU) assets are recognised at inception of a contract or arrangement for significant lease components at cost less lease incentives, if any.
ROU assets are subsequently measured at cost less accumulated depreciation and impairment losses, if any. The cost of ROU assets includes the amount
of lease liabilities recognised, initial direct cost incurred, and lease payments made at or before the lease commencement date. ROU assets are generally
depreciated over the shorter of the lease term and estimated useful lives of the underlying assets on a straight-line basis. Lease term is determined based on
consideration of facts and circumstances that create an economic incentive to exercise an extension option, or not to exercise a termination option. Lease
payments associated with short-term leases and low value leases are charged to the Statement of Profit and Loss on a straight-line basis over the term of
the relevant lease.
The Company recognises lease liabilities measured at the present value of lease payments to be made on the date of recognition of the lease. Such lease
liabilities do not include variable lease payments (that do not depend on an index or a rate), which are recognised as expense in the periods in which they
are incurred. Interest on lease liability is recognised using the effective interest method. Lease liabilities are subsequently increased to reflect the accretion
of interest and reduced for the lease payments made. The carrying amount of lease liabilities are also remeasured upon modification of lease arrangement
or upon change in the assessment of the lease term. The effect of such remeasurements is adjusted to the value of the ROU assets.
The amount of ROU Asset and Lease Liabilities recognised in the Balance Sheet are disclosed in Note 18.
As a Lessor
Leases in which the Company does not transfer substantially all the risks and rewards of ownership of an asset are classified as operating leases. Where the
Company is a lessor under an operating lease, the asset is capitalized within property, plant and equipment or investment property and depreciated over
its useful economic life. Payments received under operating leases are recognised in the Statement of Profit and Loss on a straight-line basis over the term
of the lease.
New Standards, interpretation and amendments not yet effective
At the date of authorization of these financial statements, the Company has not applied the following new and revised IFRS Standards that have been issued
but are not yet effective and, in some cases, had not yet been adopted by the IASB.

Amendment to IFRS 16 Lease Liability in a Sale and Leaseback

Amendments to IAS 1 Non-current Liabilities with Covenants

The directors do not expect that the adoption of the Standards listed above will have a material impact on these financial statements in future periods,
except if indicated below.

47
 ITC INFOTECH LIMITED

Notes to the financial statements (Contd.)

4.
Property, plant and equipment
Leasehold improvements Computer equipment Fixtures & fittings Total
£ ` £ ` £ ` £ `
Unaudited Unaudited Unaudited Unaudited
Gross carrying value:
As at 1 April 2021 147,829 14,702,333 135,304 13,456,690 57,060 5,674,853 340,193 33,833,876
Additions – – 66,679 6,631,560 – – 66,679 6,631,560
Disposal – – (1,682) (167,283) – – (1,682) (167,283)
As at March 31, 2022 147,829 14,702,333 200,301 19,920,967 57,060 5,674,853 405,190 40,298,153
Accumulated depreciation:
As at 1 April 2021 30,709 3,054,164 70,847 7,046,108 32,583 3,240,504 134,139 13,340,776
Depreciation 14,791 1,471,039 44,343 4,410,133 4,510 448,542 63,644 6,329,714
Disposal – – (1,619) (161,018) – – (1,619) (161,018)
As at March 31, 2022 45,500 4,525,203 113,571 11,295,223 37,093 3,689,046 196,164 19,509,472
Net carrying value as at March 31, 2022 102,329 10,177,130 86,730 8,625,744 19,967 1,985,807 209,026 20,788,681
Gross carrying value:
As at 1 April 2022 147,829 15,026,448 200,301 20,360,096 57,060 5,800,006 405,190 41,186,550
Additions – – 38,879 3,951,932 – – 38,879 3,951,932
Disposal – – (49,145) (4,995,492) – – (49,145) (4,995,492)
As at March 31, 2023 147,829 15,026,448 190,035 19,316,536 57,060 5,800,006 394,924 40,142,990
Accumulated depreciation:
As at 1 April 2022 45,500 4,624,961 113,571 11,544,208 37,093 3,770,411 196,164 19,939,580
Depreciation 14,791 1,503,468 41,349 4,203,012 2,878 292,570 59,018 5,999,050
Disposal – – (27,512) (2,796,526) – – (27,512) (2,796,526)
As at March 31, 2023 60,291 6,128,429 127,408 12,950,694 39,971 4,062,981 227,670 23,142,104
Net carrying value as at March 31, 2023 87,538 8,898,019 62,627 6,365,842 17,089 1,737,025 167,254 17,000,886

For simplicity, the unaudited brought forward Rupee amounts as at 1st April have been translated using the exchange rate as at the 31st March of the
respective financial year.
5. Trade receivables
As at As at As at As at
31 March 2023 31 March 2023 31 March 2022 31 March 2022
£ ` £ `
Unaudited Unaudited
Trade Receivables 4,916,218 499,721,267 5,171,013 514,283,098
Contract Assets-Unbilled Revenue
- Time & Material 3,227,512 328,068,496 2,041,209 203,008,417
- Fixed Price contracts based on % Completion 388,457 39,485,713 305,918 30,425,099
Total 8,532,187 867,275,476 7,518,140 747,716,614

An expected credit loss provision of £159,359 (2022: £159,359) against Trade Receivables is included in the figures above. Contract assets-unbilled revenue
receivables represent amounts recognised based on services performed in advance of billing in accordance with contract terms, (refer to note 2(e)(i) for further
details):
a) in a Time & Material Contract – Right to consideration from customer that is unconditional upon passage of time
b) in a Milestone Contract - Contractual right to consideration is dependent on completion of contractual milestones.
For receivables from group companies, please refer to Note 20.

6. Cash and cash equivalents

Cash and cash equivalents consist of the following: As at As at As at As at
31 March 2023 31 March 2023 31 March 2022 31 March 2022
£ ` £ `
Unaudited Unaudited
Cash at bank 2,721,793 276,663,454 4,391,602 436,766,777
Cash and cash equivalents on statement of financial position 2,721,793 276,663,454 4,391,602 436,766,777
Cash and cash equivalents in the cash flow statement 2,721,793 276,663,454 4,391,602 436,766,777

7. Other Assets
As at As at As at As at

31 March 2023 31 March 2023 31 March 2022 31 March 2022

£ ` £ `
Unaudited Unaudited
Non-current
Security deposits 100 10,165 100 9,946
Loans and Advances to employees 2,400 243,954 1,850 183,992
2,500 254,119 1,950 193,938
Current
Security deposits – – 7,352 731,193
Prepaid Expenses 47,964 4,875,481 42,484 4,225,246
Loans and Advances to Employees 69,030 7,016,768 52,580 5,229,344
Others 90,804 9,230,000 1,476 146,796
207,798 21,122,249 103,892 10,332,579
Total 210,298 21,376,368 105,842 10,526,517

48
 ITC INFOTECH LIMITED

Notes to the financial statements (Contd.)

Trade payables and accrued expenses
8.
Trade payables and accrued expenses consist of the following: As at As at As at As at
31 March 2023 31 March 2023 31 March 2022 31 March 2022
£ ` £ `
Unaudited Unaudited
Trade payables (119,496) (12,146,063) 3,407,759 338,919,069
Accrued expenses 850,276 86,428,236 577,841 57,468,978
Total 730,780 74,282,173 3,985,600 396,388,047
For payables to group companies, please refer to Note 20.

9. Other liabilities
As at As at As at As at
31 March 2023 31 March 2023 31 March 2022 31 March 2022
£ ` £ `
Unaudited Unaudited
Non-current
Employee and other liabilities 115,782 11,768,951 – –
115,782 11,768,951 – –
Current
Employee and other liabilities 1,209,577 122,950,478 836,581 83,202,163
Statutory dues payable 394,617 40,111,831 173,066 17,212,279
1,604,194 163,062,309 1,009,647 100,414,442
Total 1,719,976 174,831,260 1,009,647 100,414,442

10. Unearned Revenue

As at As at As at As at
31 March 2023 31 March 2023 31 March 2022 31 March 2022
£ ` £ `
Unaudited Unaudited
Amounts received in advance of delivery for service 78,004 7,928,793 78,005 7,757,960
Total 78,004 7,928,793 78,005 7,757,960

11. Financial instruments

Financial instruments by category
The carrying value and fair value of financial instruments by categories as at March 31, 2023 are as follows:
Trade and Other receivables Financial liabilities measured at Total carrying amount Fair value
amortized cost
£ ` £ ` £ ` £ `
Unaudited Unaudited Unaudited Unaudited
Assets:
Trade receivables 4,916,218 499,721,267 – – 4,916,218 499,721,267 4,916,218 499,721,267
Contract Assets-Unbilled revenue 3,615,969 367,554,209 – – 3,615,969 367,554,209 3,615,969 367,554,209
Cash and cash equivalents 2,721,793 276,663,454 – – 2,721,793 276,663,454 2,721,793 276,663,454
Contract Asset (capitalized cost) 606,449 61,644,043 – – 606,449 61,644,043 606,449 61,644,043
Other Assets 210,298 21,376,368 – – 210,298 21,376,368 210,298 21,376,368
Total assets 12,070,727 1,226,959,341 – – 12,070,727 1,226,959,341 12,070,727 1,226,959,341
Liabilities:
Trade payables and accrued expenses – – 730,780 74,282,173 730,780 74,282,173 730,780 74,282,173
Contract Liability – – 909,674 92,466,106 909,674 92,466,106 909,674 92,466,106
Unearned revenue – – 78,004 7,928,793 78,004 7,928,793 78,004 7,928,793
Total liabilities – – 1,718,458 174,677,072 1,718,458 174,677,072 1,718,458 174,677,072

Revenue of 2022-23 includes an amount of £78,005 (2022: £138,143) recognised as ‘Unearned Revenue’ in financial year 2021-22.
The carrying value and fair value of financial instruments by categories as at March 31, 2022 are as follows:
Trade and Other receivables Financial liabilities measured at Total carrying amount Fair value
amortized cost
£ ` £ ` £ ` £ `
Unaudited Unaudited Unaudited Unaudited
Assets:
Trade receivables 5,171,013 514,283,098 – – 5,171,013 514,283,098 5,171,013 514,283,098
Contract Assets-Unbilled revenue 2,347,127 233,433,516 – – 2,347,127 233,433,516 2,347,127 233,433,516
Cash and cash equivalents 4,391,602 436,766,777 – – 4,391,602 436,766,777 4,391,602 436,766,777
Contract Asset (capitalized cost) 982,691 97,733,543 – – 982,691 97,733,543 982,691 97,733,543
Other Assets 105,842 10,526,517 – – 105,842 10,526,517 105,842 10,526,517
Total assets 12,998,275 1,292,743,451 – – 12,998,275 1,292,743,451 12,998,275 1,292,743,451
Liabilities:
Trade payables and accrued expenses – – 3,985,600 396,388,047 3,985,600 396,388,047 3,985,600 396,388,047
Contract Liability – – 572,886 56,976,348 572,886 56,976,348 572,886 56,976,348
Unearned revenue – – 78,005 7,757,960 78,005 7,757,960 78,005 7,757,960
Total liabilities – – 4,636,491 461,122,355 4,636,491 461,122,355 4,636,491 461,122,355

49
 ITC INFOTECH LIMITED

Notes to the financial statements (Contd.)

Financial risk management
The Company’s activities expose it to a variety of financial risks: market risk, credit risk and liquidity risk. The objective of financial risk management is to protect the value of the
Company’s financial assets against possible erosion due to adverse materialisation of risks related to credit, liquidity, interest rate and foreign currency exposures.
Credit risk
Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations and arises principally from the
Company’s receivables from customer. The Company’s principal financial assets are cash and trade debtors. The Company has robust processes to assess customer credit worthiness
and consequently there are no significant risks on this count. The Company establishes an allowance for doubtful debts and impairment that represents its estimate of incurred
losses in respect of receivables.
The following table gives details in respect of revenues generated from top customer and top 5 customers:
Year ended March 31,
2023 2023 2022 2022
£ ` £ `
Unaudited Unaudited
Revenue from top customer 3,668,460 372,889,821 16,443,174 1,635,355,900
Revenue from top 5 customers 12,921,312 1,313,419,049 27,985,495 2,783,297,409

There is no other class of financial assets that is past due but not impaired except for trade receivables. The company’s credit period generally ranges from 30-120 days (2021-22:
30-120 days). The age wise break up of trade receivables, net of allowances that are past due, is given below:
As at As at As at As at
Period (in days) 31 March 2023 31 March 2023 31 March 2022 31 March 2022
£ ` £ `
Unaudited Unaudited
Past due 0-30 days 656,773 66,759,334 324,536 32,276,728
Past due 30-60 days 244,119 24,814,086 642,656 63,915,352
Past due 60-90 days 95,187 9,675,521 26,289 2,614,572
Past due over 90 days 37,857 3,848,069 (33,897) (3,371,226)
Total past due and not impaired 1,033,936 105,097,010 959,584 95,435,426

The allowance for impairment in respect of trade receivables at the year ended March 31, 2023, and March 31, 2022 was £ 159,359 and £ 159,359, respectively. The movement in the allowance for
impairment in respect of trade receivables is as follows:
For the year ended / As at For the year ended / As at For the year ended / As at For the year ended / As at
31 March 2023 31 March 2023 31 March 2022 31 March 2022
£ ` £ `
Unaudited Unaudited
Balance at the beginning of the year 159,359 16,198,444 159,359 15,849,049
Additions during the year – – – –
Received during the year – – – –
Written off during the year – – – –
Balance at the end of the year 159,359 16,198,444 159,359 15,849,049

For simplicity, the unaudited brought forward Rupee amounts as at 1st April have been translated using the exchange rate as at the 31st March of the respective financial year.
Liquidity risk
Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they become due. The Company seeks to manage financial risk by ensuring that
sufficient liquidity is available to meet foreseeable needs and to invest cash assets safely and profitably.
The cash position of the company is given below: As at As at As at As at
31 March 2023 31 March 2023 31 March 2022 31 March 2022
£ ` £ `
Unaudited Unaudited
Cash and cash equivalents 2,721,793 276,663,454 4,391,602 436,766,777
Total 2,721,793 276,663,454 4,391,602 436,766,777

The table below provides details regarding the contractual maturities of significant financial liabilities as at March 31, 2023 and March 31, 2022:
As At 31st March 2023
Less than 1 year 1–2 years 2 years and above
£ ` £ ` £ `
Unaudited Unaudited Unaudited
Trade payables and accrued expenses 730,780 74,282,173 – – – –
Other liabilities 1,604,194 163,062,309 115,782 11,768,951 – –

As At 31st March 2022

Less than 1 year 1–2 years 2 years and above
£ ` £ ` £ `
Unaudited Unaudited Unaudited

Trade payables and accrued expenses 3,985,600 396,388,047 - - - -
Other current liabilities 1,009,647 100,414,442 - - - -

50
 ITC INFOTECH LIMITED

Notes to the financial statements (Contd.)

Market Risk- Foreign Currency risk
The Company is exposed to translation and transaction foreign exchange risks. While the Company makes payments, mostly in GBP, to its major suppliers, 26%
(2022: 20%) of its sales in the year under review were in US dollars and 24% (2022: 16%) in Euro. The Company has bank accounts in multiple currencies and
during the year under review it did not hold any hedging instruments. Foreign exchange management is, however, kept under regular review.
The following table presents foreign currency risk from non-derivative financial instruments as of March 31, 2023 and March 31, 2022.
As at 31st March 2023
EUR USD Other Currencies* Total
£ ` £ ` £ ` £ `
Unaudited Unaudited Unaudited Unaudited
Asset
Trade Receivables 1,634,547 166,147,639 1,281,061 130,216,643 178,420 18,135,933 3,094,028 314,500,215
Contract Assets-Unbilled Revenue 837,548 85,134,643 854,617 86,869,679 275,635 28,017,578 1,967,800 200,021,900
Contract Asset (capitalized cost) – – 606,449 61,644,025 – – 606,449 61,644,025
Cash and cash equivalents 648,656 65,934,211 873,853 88,825,009 205,459 20,884,410 1,727,968 175,643,630
Other assets – – – – – – – –
Liabilities
Trade payables and accrued expenses 121,323 12,332,131 12,832 1,304,390 53,357 5,423,586 187,512 19,060,107
Contract Liability – – 909,674 92,466,106 – – 909,674 92,466,106
Unearned Sales – – 1,794 182,353 – – 1,794 182,353
Other liabilities – – – – 15,637 1,589,412 15,637 1,589,412
Net assets/liabilities 2,999,428 304,884,362 2,691,680 273,602,507 590,520 60,024,923 6,281,628 638,511,792
As at 31st March 2022

EUR USD Other Currencies* Total

£ ` £ ` £ ` £ `
Unaudited Unaudited Unaudited Unaudited
Asset

Trade Receivables 1,428,076 142,029,313 2,328,938 231,624,542 153,291 15,245,513 3,910,305 388,899,368

Contract Assets-Unbilled Revenue 287,437 28,587,033 649,948 64,640,567 265,845 26,439,602 1,203,230 119,667,202

Contract Asset (capitalized cost) – – 982,691 97,733,562 – – 982,691 97,733,562

Cash and cash equivalents – – – – 340,171 33,831,714 340,171 33,831,714

Other assets – – – – (6,951) (691,283) (6,951) (691,283)

Liabilities

Trade payables and accrued expenses 1,122,234 111,611,788 1,761,564 175,196,356 55,907 5,560,194 2,939,705 292,368,338

Contract Liability – – 572,886 56,976,328 – – 572,886 56,976,328

Unearned Sales – – 1,794 178,447 – – 1,794 178,447

Other liabilities – – – – 10,084 1,002,917 10,084 1,002,917

Net assets/liabilities 593,279 59,004,558 1,625,333 161,647,540 686,365 68,262,435 2,904,977 288,914,533

* Others include currencies such as Singapore- $ (SGD), Czech Republic- Koruna (CZK), Switzerland- Franc (CHF), Turkey-Lira (TRY), Hungary- Forint (HUF)

The foreign exchange rate sensitivity is calculated by aggregation of the net foreign exchange rate exposure and a simultaneous parallel foreign exchange rates shift of all the
currencies by 1% against the functional currencies of the Company.

For the year ended March 31, 2023 and 2022 respectively, every 1% appreciation/depreciation of the respective foreign currencies compared to functional currency of the Company
would increase/ decrease operating margins by £62,816 and £29,050, respectively.

12. Income tax expense

Income tax expense in the statement of income consists of:
Year ended March 31,
2023 2023 2022 2022
£ ` £ `
Unaudited Unaudited
Current taxes
UK Corporation tax on profits of the year 238,387 24,231,450 195,817 19,474,940
Adjustment in respect of previous years (42,349) (4,304,670) (106,008) (10,543,006)
Total 196,038 19,926,780 89,809 8,931,934
Deferred taxes
Origination and reversal of timing differences (8,904) (905,069) 17,964 1,786,649
Total (8,904) (905,069) 17,964 1,786,649
Grand Total 187,134 19,021,711 107,773 10,718,583

51
 ITC INFOTECH LIMITED

Notes to the financial statements (Contd.)

The reconciliation between the provision of corporation tax of the Company and amounts computed by applying the standard rate of UK corporation tax to profit before taxes is
as follows:
Year ended March 31,
2023 2023 2022 2022
£ ` £ `
Unaudited Unaudited
Profit before income tax 1,638,008 166,499,425 895,091 89,021,344
Profit multiplied by rate of tax 311,221 31,634,928 170,067 16,914,052
Expenses not deductible for tax purposes 8,658 880,064 24,983 2,484,618
Movement in capital allowances, foreign tax credit etc. (6,734) (684,578) 767 76,270
Tax credit on group share based payments (74,758) (7,598,964) – –
Adjustment in respect of previous years (42,349) (4,304,670) (106,008) (10,543,006)
Deferred tax (8,904) (905,069) 17,964 1,786,649
Total tax expense 187,134 19,021,711 107,773 10,718,583

The standard rates of UK corporation tax, for the year ended March 31, 2023 and March 31, 2022 are 19% and 19% respectively. In his budget of 2021, the Chancellor of
Exchequer proposed to increase the standard rate of corporation tax from the current 19% to 25% for companies with profits over £250,000, but to remain at 19% for companies
with profits of not more than £50,000 effective 1st April 2023. The change was substantively enacted on 24th May 2021, which was before the balance sheet date, and therefore,
impacts the value of deferred tax assets and liabilities in these financial statements. Since the company expects to generate profits over £250,000 in future years, the rate of 25%
has been used to calculate deferred tax assets and liabilities as at 31st March 2023.( 2022: 19%)

Changes in tax rates and factors affecting the future tax charge
The components of deferred tax liability are as follows:
As at As at As at As at
31 March 2023 31 March 2023 31 March 2022 31 March 2022
£ ` £ `
Unaudited Unaudited
Property, Plant and Equipment (41,608 ) (4,229,309 ) (50,167 ) (4,989,420)
Provision 3,087 313,745 2,742 272,727
Net deferred tax liability (38,521 ) (3,915,564 ) (47,425 ) (4,716,693)

The deferred tax included in the Balance Sheet is as follows:

As at As at As at As at
31 March 2023 31 March 2023 31 March 2022 31 March 2022
£ ` £ `
Unaudited Unaudited
Deferred tax liability (38,521) (3,915,564) (47,425) (4,716,693)
Balance brought forward (47,425) (4,820,633) (29,461) (2,930,044)
Profit and loss account movement arising during the year 8,904 905,069 (17,964) (1,786,649)
Total deferred tax liability (38,521) (3,915,564) (47,425) (4,716,693)
For simplicity, the brought forward Rupee amounts as at 1st April have been translated using the exchange rate as at the 31st March of the respective financial year.
13. Equity
a) Share capital
The company has only one class of equity shares. The authorized share capital of the Company is 1,629,700 (2022: 1,629,700) equity shares of £1 each. Par value of the equity
shares is recorded as share capital and each equity share carries the same voting rights.
The Issued, subscribed and paid-up capital of the Company is 685,815 (2022: 685,815) equity shares of £1 each amounting to £685,815 (2022: £685,815).
All equity shares are held by ITC Infotech India Limited, the Holding Company. The company has only one class of shares referred to as equity shares having a par value of £1,
rank pari passu in all respects including entitlement to dividend. No new equity shares have been issued during the year.
The Company declares and pays dividends in GBP/EURO/USD.
b) Retained earnings
Retained earnings comprises of the Company’s prior years’ undistributed earnings after taxes.

Capital Management
The Company’s policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future development of the business. The
Company monitors the return on capital as well as the level of dividends on its equity shares. The Company’s objective when managing capital is to maintain an optimal structure
so as to maximize shareholder value.
The capital structure is as follows:
As at As at As at As at
31 March 2023 31 March 2023 31 March 2022 31 March 2022
£ ` £ `
Unaudited Unaudited
Total equity attributable to the equity share holders of the company 8,812,938 895,813,028 7,362,064 732,194,012
As percentage of total capital 100% 100% 100% 100%
Total capital 8,812,938 895,813,028 7,362,064 732,194,012

The Company is equity financed which is evident from the capital structure table.

52
 ITC INFOTECH LIMITED

Notes to the financial statements (Contd.)

14. Revenue
The Company derives revenue primarily from delivery of IT services. The Company recognises revenue when the significant terms of the arrangement are enforceable, services have
been delivered and collectability is reasonably assured. An analysis of turnover is given below:
Year ended March 31,
2023 2023 2022 2022
£ ` £ `
Country Unaudited Unaudited
United Kingdom 22,009,190 2,237,179,119 33,124,840 3,294,430,962
Rest of the Europe 7,144,999 726,271,286 5,740,680 570,939,329
Singapore 923,735 93,895,361 574,365 57,123,461
Others 223,766 22,745,254 580,468 57,730,479
Total 30,301,690 3,080,091,021 40,020,353 3,980,224,231

15. Expenses by nature

Year ended March 31,
2023 2023 2022 2022
£ ` £ `
Unaudited Unaudited
Employee benefits 11,809,688 1,200,425,297 14,120,595 1,404,363,774
Sub-contractor charges/Outsourced charges 14,300,654 1,453,625,760 23,420,910 2,329,326,568
Travel and conveyance 756,672 76,913,758 487,230 48,457,470
Sales & Marketing expenses 71,337 7,251,238 47,386 4,712,739
Staff welfare 137,726 13,999,472 122,749 12,207,963
Legal, Professional and Consultancy Expenses 398,982 40,555,515 258,427 25,701,827
Communication expenses 38,854 3,949,397 37,852 3,764,563
Lease rentals/charges 71,618 7,279,816 76,329 7,591,360
Recruitment 29,301 2,978,325 177,877 17,690,817
Audit Fees 55,478 5,639,228 54,155 5,385,949
Depreciation charges 137,613 13,988,007 142,240 14,146,450
Amortisation/Impairment charges 610,500 62,055,777 – –
Others 319,894 32,516,473 298,032 29,640,827
Total cost of sales, selling, general and administrative expenses 28,738,317 2,921,178,063 39,243,782 3,902,990,307

The total cost of sales, selling, general and administrative expenses in the table above includes £23,828,098 (2022: £35,597,912) towards cost of sales and £4,910,219 (2022: £3,645,870) towards
selling, general and administrative expenses. Depreciation charges above include depreciation on Property, Plant and Equipment (refer Note 4) and depreciation on ROU assets (refer Note 18).
Cost of Sales
Cost of Sales primarily include employee compensation of personnel engaged in providing services, travel expenses, employee allowances, payroll related taxes, fees to external consultants engaged in
providing services, communication costs and other project related expenses.
Selling, general and administrative expenses
Selling costs primarily include employee compensation for sales and marketing personnel, travel costs, advertising, business promotion expenses, allowances for delinquent receivables and market
research costs.
General and administrative costs primarily include employee compensation for administrative, supervisory, managerial and practice management personnel, depreciation and amortization of non-
production equipment and software, facility expenses for administrative offices, communication costs, fees to external consultants and other general expenses.
All fees paid or payable to the auditors of the company related to the statutory audit of the company for the year ended 31st March 2023. There were no non-audit services received from the auditors
during the year
16. Employee benefits
The average monthly number of staff employed by the Company during the financial year amounted to :
2023 2022
By Activity No No
Delivery 99 171
Marketing 12 11
Administration 8 9
119 191
Employee benefits include:
Year ended March 31,
2023 2023 2022 2022
£ ` £ `
Unaudited Unaudited
Wages and salaries 10,405,519 1,057,695,028 12,522,362 1,245,411,550
Social security costs 1,404,169 142,730,269 1,598,233 158,952,224
Total 11,809,688 1,200,425,297 14,120,595 1,404,363,774
An amount of £1,404,169 (2022: £1,598,233) has been recognised as an expense for the defined contribution plan.
The employee benefit cost is recognised in the following line items in the statement of income:
Year ended March 31,
2023 2023 2022 2022
£ ` £ `
Unaudited Unaudited
Cost of sales 7,963,034 809,422,543 11,410,408 1,134,822,168
Selling, general and administrative expenses 3,846,654 391,002,754 2,710,187 269,541,606
Total 11,809,688 1,200,425,297 14,120,595 1,404,363,774

53
 ITC INFOTECH LIMITED

Notes to the financial statements (Contd.)

17. Finance and other income
Year ended March 31,
2023 2023 2022 2022
£ ` £ `
Unaudited Unaudited
Interest Income 33,748 3,430,382 3,517 349,807
Others 468 47,571 – –
Total 34,216 3,477,953 3,517 349,807
18. Leases
In relation to leases under IFRS 16, the group has recognised depreciation and interest costs as per the table below.
Right of Use Asset As at As at As at As at
31 March 2023 31 March 2023 31 March 2022 31 March 2022
£ ` £ `
Unaudited Unaudited
Right of Use Asset - Buildings 373,328 37,947,858 373,328 37,129,336
Less: Accumulated Depreciation (314,382) (31,956,119) (235,786) (23,450,127)
Right of Use Asset Net 58,946 5,991,739 137,542 13,679,209
As at As at As at As at
31 March 2023 31 March 2023 31 March 2022 31 March 2022
£ ` £ `
Unaudited Unaudited
Lease Liability
Opening Lease Liability 150,735 15,321,860 234,084 23,280,873
Add: Interest Cost on the Leases 2,222 225,950 3,904 388,268
Less: Lease Payments (87,274) (8,871,204) (87,253) (8,677,747)
Closing Lease Liability 65,683 6,676,606 150,735 14,991,394
The total cash outflow for leases for the year is £142,187 (including payments in respect short-term leases of £54,934 and lease of low value of assets NIL). The undiscounted potential future cash outflows
amount to £392,648.
19. Contract Asset (Capitalized Cost) and Contract Liability
As at As at As at As at
31 March 2023 31 March 2023 31 March 2022 31 March 2022
£ ` £ `
Unaudited Unaudited
Contract Asset (capitalized cost)
Opening Contract Asset (capitalized cost) 1,129,603 114,821,309 1,122,923 111,680,278
Less: Amortisation/Impairment charges (610,500) (62,055,769) (12,389) (1,232,131)
Add: Forex Reinstatement 87,346 8,878,503 19,069 1,896,507
Closing Contract Asset (capitalized cost) 606,449 61,644,043 1,129,603 112,344,654
- Current – – 146,912 14,611,111
- Non Current 606,449 61,644,043 982,691 97,733,543
606,449 61,644,043 1,129,603 112,344,654
As at As at As at As at
31 March 2023 31 March 2023 31 March 2022 31 March 2022
£ ` £ `
Unaudited Unaudited
Contract Liability
Opening Contract Liability 856,654 87,076,708 1,122,923 111,680,278
Less: Payments – – (283,768) (28,222,146)
Add: Forex Reinstatement 53,020 5,389,398 17,499 1,740,362
Closing Contract Liability 909,674 92,466,106 856,654 85,198,494
- Current 909,674 92,466,106 283,768 28,222,146
- Non Current – – 572,886 56,976,348
909,674 92,466,106 856,654 85,198,494
Due to changes in the economic environment, and the changing banking landscape, we have calibrated expected returns compared to the projections considered at the time of
entering the original agreement, resulting in downward assessment in the contract asset (capitalized cost) value which has been included as Amortisation/Impairment charges
above. The value of the contract asset (capitalized cost) will be assessed at future reporting period ends to cognize for any change in expected return from the agreement.
20. Related party relationships and transactions
Name of related party
i) Ultimate Parent Company:
ITC Limited, Virginia House, 37 J. L. Nehru Road, Kolkata – 700071, India
ii) Immediate Parent Company:
ITC Infotech India Limited, Virginia House, 37 J. L. Nehru Road, Kolkata – 700071, India
iii) Other Related Parties With Whom The Company Had Transactions.
Subsidiaries of Immediate Parent Company:
ITC Infotech (USA), Inc.
Indivate Inc.

54
 ITC INFOTECH LIMITED

Notes to the financial statements (Contd.)

Transactions with the above related parties during the year were:
Holding Company Fellow Subsidiaries
For the year ended / For the year ended / For the year ended / For the year ended / For the year ended / For the year ended / For the year ended / For the year ended /
As at 31 March 2023 As at 31 March 2023 As at 31 March 2022 As at 31 March 2022 As at 31 March 2023 As at 31 March 2023 As at 31 March 2022 As at 31 March 2022
£ ` £ ` £ ` £ `
Unaudited Unaudited Unaudited Unaudited

Sale of goods/Services – – – – 28,202 2,866,704 53,926 5,363,253
Reimbursement of Expenses 75,447 7,668,979 42,833 4,259,971 – – – –
Purchase of goods/Services 12,005,735 1,220,352,948 21,440,981 2,132,412,797 – – – –
Balance as on 31st March
Trade receivables 29,384 2,986,830 12,441 1,237,274 – – – –
Trade payables (161,646 ) (16,430,912 ) 3,356,446 333,815,368 – – – –

Key Managerial Personnel:

Non-Executive Directors
S. Puri Chairman
S. Sivakumar Vice Chairman
R. Singhi (appointed w.e.f. 21st July 2022) Director
S. Singh Director
S. Dutta (appointed w.e.f. 21st July 2022) Director
B.B.Chatterjee (ceased to be Director w.e.f. 20th July 2022) Director
R. Tandon (ceased to be Director w.e.f. 21st July 2022) Director

Others
A. Roy President

Transactions with key management personnel are as given below:
Key management personnel comprise directors and president of the Company. Particulars of compensation of the key management personnel during the year ended March
31, 2023, and March 31, 2022 have been detailed below:
Year ended March 31,
2023 2023 2022 2022
£ ` £ `
Unaudited Unaudited

President:
Short term benefits 611,222 62,129,219 591,384 58,816,049

None of the directors received any emoluments for their services to the company, nor were any amounts recharged by or payable to any other organization or company for the directors’ services to
the company.

21. Ultimate parent company and immediate parent company

The immediate parent undertaking is ITC Infotech India Limited, with its registered office at 37 J. L. Nehru Road, Kolkata - 700071, India and is a wholly owned subsidiary of ITC
Limited. This is the smallest group of undertakings for which consolidated financial statements are being drawn up including this company.
The ultimate parent undertaking and controlling related party is ITC Limited, which is incorporated in India. This is the largest group of undertakings for which consolidated financial
statements are being drawn up including this company. Copies of ITC Limited consolidated financial statements can be obtained from the Company Secretary at 37 J. L. Nehru
Road, Kolkata - 700071, India.

55
 ITC INFOTECH do brasil ltda.

Management Report Profits (Losses) Allocation

The Administrators of the Company submit their First Report together with The Administrators recommend the retention of profit earned for the period
the Audited Financial Statements for the period from 10th October, 2022, ended 31st March, 2023, in order to meet the Company’s annual budget
being the date of incorporation of the Company, to 31st March, 2023. and for growth of the Company.
Incorporation Management
The Company was incorporated on 10th October, 2022 in the State of São Mr. Mauricio Dias Junior and Mr. Caio Kozakevic Mattar, both resident and
Paulo, Brazil. The Company’s capital is fully owned and held by ITC Infotech domiciled in Brazil, have been appointed as the first Administrators of the
India Limited. Company.
Principal Activities
Auditors
The Company is engaged in providing Information Technology Services
The Company is not required to audit its Financial Statements for the
and Solutions.
period ended 31st March, 2023 as per local laws. However, as a measure of
Financial Results good governance, the Company has engaged Messrs. Deloitte Haskins &
Sells LLP, India, as the Auditors for the period under review. Their Report is
(BRL ‘000)
annexed to the Financial Statements of the Company.
Period Ended March 31, 2023
On behalf of ITC Infotech Do Brasil LTDA.
Total Revenue 1373.06
Operating Income / (Loss) 169.21 Mauricio Dias Junior
Profit / (Loss) After Tax 117.68 Date: 2nd May, 2023 Administrator

INDEPENDENT AUDITOR’S REPORT by any other party or for any other purpose except with our prior consent
in writing. We neither accept nor assume any duty, responsibility or liability
To The Management Committee of
to any other party or for any other purpose.
ITC Infotech DO Brasil LTDA.
Our report is not modified in respect of this matter.
Report on the Special Purpose Financial Statements
Responsibilities of Management and Those Charged with Governance
Opinion for the Special Purpose Financial Statements
We have audited the accompanying Special Purpose Financial Statements The Company’s Management Committee are responsible for the preparation
of ITC Infotech DO Brasil LTDA. (“the Company”), which comprise the of these Special Purpose Financial Statements that give a true and fair view
Special Purpose Balance Sheet as at March 31, 2023, the Special Purpose of the financial position, financial performance, changes in equity and cash
Statement of Profit and Loss, the Special Purpose Statement of Changes in flows of the Company in accordance with the basis described in Note 1(a)
Equity and the Special Purpose Cash Flow Statement for the period October to the Special Purpose Financial Statements.
10, 2022 till March 31, 2023, and a summary of significant accounting This responsibility also includes maintenance of adequate accounting
policies and other explanatory information (hereinafter referred to as the records for safeguarding the assets of the company and for preventing
“Special Purpose Financial Statements”). The Special Purpose Financial and detecting frauds and other irregularities; selection and application of
Statements are prepared for inclusion in the annual report of the Ultimate appropriate accounting policies; making judgments and estimates that are
Holding Company ITC Limited under the requirements of section 129(3) of
reasonable and prudent; and design, implementation and maintenance
the Companies Act, 2013.
of adequate internal financial controls, that were operating effectively
In our opinion and to the best of our information and according to the for ensuring the accuracy and completeness of the accounting records,
explanations given to us, the aforesaid Special Purpose Financial Statements
relevant to the preparation and presentation of the Special Purpose
are prepared, in all material respects, in accordance with the basis of
Financial Statements that give a true and fair view and are free from material
preparation set out in Note 1(a) to the Special Purpose Financial Statements.
misstatement, whether due to fraud or error.
Basis for Opinion
In preparing the Special Purpose Financial Statements, the Company’s
We conducted our audit of the Special Purpose Financial Statements
Management Committee is responsible for assessing the Company’s
in accordance with the Standards on Auditing (the “SAs”) issued by the
ability to continue as a going concern, disclosing, as applicable, matters
Institute of Chartered Accountants of India (the “ICAI”). Our responsibilities
related to going concern and using the going concern basis of accounting
under those Standards are further described in the Auditor’s Responsibilities
unless management either intends to liquidate the Company or to cease
for the Audit of the Special Purpose Financial Statements section of our
operations, or has no realistic alternative but to do so. The Management
report. We are independent of the Company in accordance with the Code
Committee is responsible for overseeing the Company’s financial reporting
of Ethics issued by the ICAI and we have fulfilled our ethical responsibilities
in accordance with the requirements of the ICAI’s Code of Ethics. We process.
believe that the audit evidence obtained by us is sufficient and appropriate Auditor’s Responsibilities for the Audit of the Special Purpose Financial
to provide a basis for our audit opinion on the Special Purpose Financial Statements
Statements. Our objectives are to obtain reasonable assurance about whether the
Emphasis of Matter Special Purpose Financial Statements as a whole are free from material
Basis of preparation and restriction on distribution and use misstatement, whether due to fraud or error, and to issue an auditor’s report
We draw attention to Note 1(a) to the Special Purpose Financial Statements, that includes our opinion. Reasonable assurance is a high level of assurance,
which describes the purpose and basis of preparation. The Special Purpose but is not a guarantee that an audit conducted in accordance with SAs
Financial Statements have been prepared by the Company for the purpose will always detect a material misstatement when it exists. Misstatements
of the information and use of the Company’s management. The Special can arise from fraud or error and are considered material if, individually
Purpose Financial Statements may not be suitable for any another purpose. or in the aggregate, they could reasonably be expected to influence the
Our report is intended solely for the information and use of the Management economic decisions of users taken on the basis of these Special Purpose
Committee and management of ITC Infotech Do Brasil LTDA. and its group Financial Statements.
companies and is not intended to be and should not be referred to or used As part of an audit in accordance with SAs, we exercise professional

56
 ITC INFOTECH do brasil ltda.

judgment and maintain professional skepticism throughout the audit. We Purpose Financial Statements, including the disclosures, and whether
also: the Special Purpose Financial Statements represent the underlying
• Identify and assess the risks of material misstatement of the Special transactions and events in a manner that achieves fair presentation.
Purpose Financial Statements, whether due to fraud or error, design Materiality is the magnitude of misstatements in the Special Purpose
and perform audit procedures responsive to those risks, and obtain Financial Statements that, individually or in aggregate, makes it probable
audit evidence that is sufficient and appropriate to provide a basis for that the economic decisions of a reasonably knowledgeable user of the
our opinion. The risk of not detecting a material misstatement resulting Special Purpose Financial Statements may be influenced. We consider
from fraud is higher than for one resulting from error, as fraud may quantitative materiality and qualitative factors in (i) planning the scope of
our audit work and in evaluating the results of our work; and (ii) to evaluate
involve collusion, forgery, intentional omissions, misrepresentations, or
the effect of any identified misstatements in the Special Purpose Financial
the override of internal control.
Statements.
• Obtain an understanding of internal financial control relevant to the
We communicate with those charged with governance regarding, among
audit in order to design audit procedures that are appropriate in the
other matters, the planned scope and timing of the audit and significant
circumstances but not for the purpose of expressing an opinion on the
audit findings, including any significant deficiencies in internal control that
effectiveness of the company’s internal control.
we identify during our audit.
• Evaluate the appropriateness of accounting policies used and the We also provide those charged with governance with a statement that we
reasonableness of accounting estimates and related disclosures made have complied with relevant ethical requirements regarding independence,
by the management. and to communicate with them all relationships and other matters that may
• Conclude on the appropriateness of management’s use of the going reasonably be thought to bear on our independence, and where applicable,
concern basis of accounting and, based on the audit evidence obtained, related safeguards.
whether a material uncertainty exists related to events or conditions
that may cast significant doubt on the Company’s ability to continue For Deloitte Haskins & Sells LLP
as a going concern. If we conclude that a material uncertainty exists, Chartered Accountants
we are required to draw attention in our auditor’s report to the related Firm Registration No: 117366W/W-100018
disclosures in the Special Purpose Financial Statements or, if such
disclosures are inadequate, to modify our opinion. Our conclusions are Girish Bagri
Partner
based on the audit evidence obtained up to the date of our auditor’s
Membership No. 066572
report. However, future events or conditions may cause the Company
UDIN: 23066572BGXZLO9496
to cease to continue as a going concern.
Place: Bengaluru
• Evaluate the overall presentation, structure and content of the Special
Date: May 2, 2023

57
 ITC INFOTECH do brasil ltda.

Special Purpose Balance Sheet as at 31st March, 2023

As at As at
Note No. 31st March 2023 31st March 2023
(BRL) (INR)
(Unaudited)
I ASSETS
1 Non-current Assets
(a) Deferred Tax Assets (Net) 4 131,760 2,125,183
Sub-Total 131,760 2,125,183
2 Current Assets
(a) Financial Assets
(i) Cash and Cash Equivalents 2 1,656,995 26,726,004
(ii) Others 3 1,610,077 25,969,254
(b) Other Current Assets 5 44,434 716,686
Sub-Total 3,311,506 53,411,944
TOTAL 3,443,266 55,537,127

IIEQUITY AND LIABILITIES

1 Equity
(a) Equity Share Capital 6 2,600,000 41,935,920
(b) Other Equity 117,681 1,898,100
2,717,681 43,834,020
2
Non-current Liabilities
(a) Financial Liabilities
(ii) Others 7 80,162 1,292,949
Sub-Total 80,162 1,292,949
3
Current Liabilities
(a) Financial Liabilities
(i) Trade Payable and Accrued expenses 8 37,512 605,039
(ii) Others 9 295,401 4,764,582
(b) Other Current Liabilities 11 101,328 1,634,340
(c) Provisions 10 211,182 3,406,197
Sub-Total 645,423 10,410,158
TOTAL 3,443,266 55,537,127
The accompanying notes 1 to 21 are an integral part of the Special purpose Financial Statements.

This is the Special Purpose Balance Sheet referred to in our Report of even date
For Deloitte Haskins & Sells LLP,
Firm Registration Number: 117366 W/W-100018
Chartered Accountants

Girish Bagri On behalf of the Company

Partner Mauricio Dias Soumyarup Roy
Membership Number: 066572 Administrator Management Committee Member
Place: Bengaluru
Date: 2nd May, 2023

58
 ITC INFOTECH do brasil ltda.

Special Purpose statement of profit and loss*

* For the period 10th October 2022 to 31st March 2023

For the period ended For the period ended

Note No. 31st March 2023 31st March 2023
(BRL) (INR)
(Unaudited)

I Revenue from Operations 12 1,373,055 22,146,279
II Total Income 1,373,055 22,146,279
III Expenses
Employee Benefits Expense 13 1,027,261 16,568,899
Other Expenses 14 176,580 2,848,094
Total Expenses 1,203,841 19,416,993
IV Profit Before Tax (II-III) 169,214 2,729,286
V Tax Expenses 15
Current Tax 183,293 2,956,369
Deferred Tax (Credit) (131,760 ) (2,125,183 )
51,533 831,186
VI Profit for the Period (VI-V) 117,681 1,898,100
VII Earnings Per Share (Face value BRL 1 each) 16 0.10 1.55
(Basic and diluted)

There were no items of comprehensive income in the current period, and accordingly, no statement of comprehensive Income is presented.
The accompanying notes 1 to 21 are an integral part of the Special purpose Financial Statements.
This is the Special Purpose Statement of Profit and Loss referred to in our Report of even date
For Deloitte Haskins & Sells LLP,
Firm Registration Number: 117366 W/W-100018
Chartered Accountants

Girish Bagri On behalf of the Company

Partner Mauricio Dias Soumyarup Roy
Membership Number: 066572 Administrator Management Committee Member
Place: Bengaluru
Date: 2nd May, 2023

Special Purpose Statement of Changes in Equity for The Period Ended 31st March, 2023*
*For the period 10th October 2022 to 31st March 2023

A. Equity Share Capital

Opening Balance Changes in Equity Share Capital Balance at Balance at

(BRL) during the year 31st March, 2023 31st March, 2023
( BRL) ( INR )
– 2,600,000 2,600,000 41,935,920

B. Other Equity
Retained Earning Total Total
(BRL) (INR)

Balance as at 1st April, 2022 – – –

Profit for the Period 117,681 117,681 1,898,100
Total Comprehensive Income 117,681 117,681 1,898,100
Balance as at 31st March, 2023 117,681 117,681 1,898,100

Retained Earnings: This represents the cumulative profits of the Company.

The accompanying notes 1 to 21 are an integral part of the Special purpose Financial Statements.
This is the Special Purpose Statement of Changes in Equity referred to in our Report of even date.

For Deloitte Haskins & Sells LLP,

Firm Registration Number: 117366 W/W-100018
Chartered Accountants

Girish Bagri On behalf of the Company

Partner Mauricio Dias Soumyarup Roy
Membership Number: 066572 Administrator Management Committee Member
Place: Bengaluru
Date: 2nd May, 2023

59
 ITC INFOTECH do brasil ltda.

Special Purpose Cash Flow Statement for the Period ended 31st March, 2023*
*For the period 10th October 2022 to 31st March 2023

For the period ended For the period ended

31st March 2023 31st March 2023
(BRL) (INR)
A CASH FLOW FROM OPERATING ACTIVITIES :
PROFIT BEFORE TAX 169,214 2,729,286
OPERATING PROFIT BEFORE WORKING CAPITAL CHANGES 169,214 2,729,286
ADJUSTMENTS FOR :
Other Assets (1,654,511 ) (26,685,939 )
Trade Payables, Other Liabilities and Provisions 542,292 (1,112,219 ) 8,746,737 (17,939,202 )
CASH FROM OPERATIONS (943,005 ) (15,209,916 )
Income Tax Paid - -
NET CASH FROM/ (USED) IN OPERATING ACTIVITIES (943,005) (15,209,916)
B CASH FLOW FROM INVESTING ACTIVITIES :
NET CASH FROM / (USED) IN INVESTING ACTIVITIES - -
C CASH FLOW FROM FINANCING ACTIVITIES :
Capital infusion from Parent 2,600,000 41,935,920
NET CASH USED IN FINANCING ACTIVITIES
2,600,000 41,935,920
NET INCREASE / (DECREASE) IN CASH AND CASH EQUIVALENTS 1,656,995 26,726,004
OPENING CASH AND CASH EQUIVALENTS - -
CLOSING CASH AND CASH EQUIVALENTS 1,656,995 26,726,004
CASH AND CASH EQUIVALENTS COMPRISE :
Cash and Cash Equivalents as above 1,656,995 26,726,004
Unrealised (Loss) / Gain on Foreign Currency
Cash and Cash Equivalents - -
Cash and Cash Equivalents (Refer Note 2) 1,656,995 26,726,004
The above Cash Flow Statement has been prepared under the “Indirect Method” as set out in Indian Accounting Standard 7 “Statement of Cash Flows“.
The accompanying notes 1 to 21 are an integral part of the Special purpose Financial Statements

This is the Special Purpose Cash Flow Statements referred to in our Report of even date
For Deloitte Haskins & Sells LLP,
Firm Registration Number: 117366 W/W-100018
Chartered Accountants

Girish Bagri On behalf of the Company

Partner Mauricio Dias Soumyarup Roy
Membership Number: 066572 Administrator Management Committee Member
Place: Bengaluru
Date: 2nd May, 2023

60
 ITC INFOTECH do brasil ltda.

NOTES TO THE SPECIAL PURPOSE FINANCIAL STATEMENTS

NATURE OF OPERATIONS in which the entity operates. The factors considered include the
ITC Infotech DO Brasil LTDA (the “Company”), a company incorporated following:
in Brazil, is engaged in providing information technology services. The a. Currency that influences sales prices for goods and services
Company is a wholly-owned subsidiary of ITC Infotech India Limited., an and is of a country whose competitive forces and regulations
Indian company. There are 2,600,000 common shares authorized and determine the sales prices of its goods and services.
issued to ITC Infotech India Ltd.
b. Currency that influences labor, material and other costs of
1. SIGNIFICANT ACCOUNTING POLICIES providing goods or services.
(a) Basis of presentation and statement of compliance c. Currency in which funds from financing activities are generated
These Special Purpose Financial Statements comprising the and
Special Purpose Balance Sheet as at 31st March, 2023 and Special d. Currency in which receipts from operating activities are usually
Purpose Statement of Profit and Loss, Special Purpose Statement of retained.
Changes in Equity and Special Purpose Cash Flow statement for the (f) Financial instruments, Financial assets and Financial liabilities
period 10th October, 2022 till 31st March, 2023 and a summary of
significant accounting policies and other explanatory information Financial Instruments
(together referred to as “Special Purpose Financial Statements” Financial assets and financial liabilities are recognized when
are prepared for inclusion in the annual report of the Ultimate the Company becomes a party to the contractual provisions of
Holding Company (ITC Limited) under the requirements of section the relevant instrument and are initially measured at fair value.
129(3) of the Companies Act, 2013*. The financial performance Transaction costs that are directly attributable to the acquisition or
and position of the Company are included in the consolidated issue of financial assets and financial liabilities (other than financial
financial statements of the Holding Company, ITC Infotech India assets and financial liabilities measured at fair value through profit
Limited, incorporated under the Companies Act, 2013, and having or loss) are added to or deducted from the fair value on initial
its registered office 37 J. L. Nehru Road, Kolkata 700071, India. recognition of financial assets or financial liabilities. Purchase or
These Special Purpose Financial Statements have been prepared sale of financial assets that require delivery of assets within a time
in accordance with Indian Accounting Standards (“Ind AS”) and frame established by regulation or convention in the market place
generally accepted accounting principles in India. Accordingly, (regular way trades) are recognized on the trade date, i.e., the date
these Special Purpose financial statements do not purport to follow when the Company commits to purchase or sell the asset.
Brazil GAAP. Financial Assets
These Special Purpose Financial Statements have been prepared on Recognition: Financial assets include advances and cash and cash
a historical cost convention and on an accrual basis, except for the equivalents. Such assets are initially recognized when the Company
following material items that have been measured as fair value as becomes party to contractual obligations at fair value including
required by the relevant Ind AS and explained in the accounting transaction costs unless the asset is being fair valued through the
policy on financial instruments classified as fair value through profit Statement of Profit and Loss.
or loss.
Classification: Management determines the classification of an
Since it is a newly established company incorporated on 10th asset at initial recognition depending on the purpose for which the
October, 2022, Accounting policies have been applied consistently assets were acquired. The subsequent measurement of financial
throughout the period presented in these Special Purpose Financial assets depends on such classification.
Statements. Disclosures have been given which are relevant to and
Financial assets are classified as those measured at:
materially affect the company’s financial position, and financial
performance of the Company. Accordingly, financial information (a) amortized cost, where the financial assets are held solely for
for comparative period is not presented. collection of cash flows arising from payments of principal and
/ or interest.
* Companies Act, 2013 refers to the Companies Act, 2013 of India
(b) fair value through other comprehensive income, where the
(b) Convenience Translation (unaudited)
financial assets are held not only for collection of cash flows
These Special Purpose financial statements are presented in arising from payments of principal and interest but also
Brazilian Real. However, as required by the parent company ITC from the sale of such assets. Such assets are subsequently
Infotech India Ltd., the Indian Rupee equivalent figures, arrived measured at fair value, with unrealized gains and losses arising
at by applying the average interbank exchange rate of BRL= INR from changes in the fair value being recognized in other
16.1292 for period ended 31st March, 2023 as provided by ITC comprehensive income.
Infotech India Ltd, have been included solely for informational
purposes and is not in conformity with the provisions of Ind AS. (c) fair value through profit or loss, where the assets are managed
in accordance with an approved investment strategy that
(c) Use of Estimates and Judgment triggers purchase and sale decisions based on the fair value
The preparation of the Special Purpose financial statements in of such assets. Such assets are subsequently measured at fair
conformity with Ind AS requires management to make judgments, value, with unrealized gains and losses arising from changes in
estimates and assumptions that affect the application of accounting the fair value being recognized in the Statement of Profit and
policies and the reported amounts of assets, liabilities, income and Loss in the period in which they arise.
expenses. Actual results may differ from those estimates. Impairment: The Company assesses at each reporting date
Estimates and underlying assumptions are reviewed on an whether a financial asset (or a group of financial assets) held
ongoing basis. Revisions to accounting estimates are recognized at amortized cost and financial assets that are measured at
in the period in which the estimates are revised and in any future fair value through other comprehensive income are impaired
periods affected. In particular, information about significant areas based on evidence or information that is available without
of estimation, uncertainty and critical judgments in applying undue cost or effort. Expected credit losses are assessed and
accounting policies that have the most significant effect on the loss allowances recognized if the credit quality of the financial
amounts recognized in the financial statements are included in asset has deteriorated significantly since initial recognition.
Income taxes note.
Reclassification: When and only when the business model
(d) Operating Cycle is changed, the Company shall reclassify all affected
All assets and liabilities have been classified as current or non- financial assets prospectively from the reclassification date as
current as per the Company’s normal operating cycle and other subsequently measured at amortized cost, fair value through
criteria set out in Ind AS 1 – Presentation of Financial Statements other comprehensive income, fair value through profit or loss
based on the nature of services rendered and their realization in without restating the previously recognized gains, losses or
cash and cash equivalents. interest and in terms of the reclassification principles laid down
(e) Foreign Currency Transactions in the Ind AS relating to Financial Instruments.

The presentation & functional currency of the Company is Brazilian De-recognition: Financial assets are derecognized when the
Real being the currency of the primary economic environment right to receive cash flows from the assets has expired, or has

61
 ITC INFOTECH do brasil ltda.

NOTES TO THE SPECIAL PURPOSE FINANCIAL STATEMENTS (continued)

been transferred, and the Company has transferred substantially and assessing performance of the operating segments, has been
all of the risks and rewards of ownership. Concomitantly, if the identified as the Management Committee (MC). The Company
asset is one that is measured at: is currently operating in a single segment i.e., Information
Technology.
(a) amortized cost, the gain or loss is recognized in the
Statement of Profit and Loss; (k) Provisions
Provisions are recognized when, as a result of a past event, the
(b) fair value through other comprehensive income, the
Company has a legal or constructive obligation; it is probable that
cumulative fair value adjustments previously taken to
an outflow of resources will be required to settle the obligation; and
reserves are reclassified to the Statement of Profit and Loss
the amount can be reliably estimated. The amount so recognized
unless the asset represents an equity investment in which
is a best estimate of the consideration required to settle the
case the cumulative fair value adjustments previously taken
obligation at the reporting date, taking into account the risks and
to reserves is reclassified within equity.
uncertainties surrounding the obligation.
Income Recognition on Financial Assets: Interest income is
In an event when the time value of money is material, the provision
recognized in the Statement of Profit and Loss using the effective
is carried at the present value of the cash flows estimated to settle
interest method.
the obligation.
Financial Liabilities (l) Statement of Cash Flow
Trade payables and other financial liabilities are initially recognized Cash flows are reported using the indirect method, whereby profit
at the value of the respective contractual obligations. They are for the period is adjusted for the effects of transactions of a non-cash
subsequently measured at amortized cost. Any discount or premium nature, any deferrals or accruals of past or future operating cash
on redemption / settlement is recognized in the Statement of receipts or payments and item of income or expenses associated
Profit and Loss as finance cost over the life of the liability using with investing or financing cash flows. The cash from operating,
the effective interest method and adjusted to the liability figure investing and financing activities of the Company are segregated.
disclosed in the Balance Sheet. Financial liabilities are derecognized (m) New Accounting Pronouncements
when the liability is extinguished, that is, when the contractual
The Ministry of Corporate Affairs (MCA) has issued the Companies
obligation is discharged, cancelled and on expiry.
(Indian Accounting Standards) (Amendment) Rules, 2023 on 31st
Offsetting Financial Instruments March, 2023 amending:
Financial assets and liabilities are offset and the net amount is Ind AS 1, ‘Presentation of Financial Statements’ - The amendments
included in the Balance Sheet where there is a legally enforceable require companies to disclose their material accounting policies
right to offset the recognized amounts and there is an intention rather than their significant accounting policies.
to settle on a net basis or realize the asset and settle the liability Ind AS 8 ‘Accounting Policies, Changes in Accounting Estimates and
simultaneously. Errors’ – This amendment has introduced a definition of ‘accounting
(g) Revenue from Sale of Products and Services estimates’ and included amendments to help distinguish changes
in accounting policies from changes in accounting estimates.
The Company is engaged in providing information technology
services to enterprise clients. The Company derives its revenues Ind AS 12 ‘Income Taxes’ - This amendment has narrowed the
primarily from Information Technology (IT) services. scope of the initial recognition exemption so that it does not apply
to transactions that give rise to equal and offsetting temporary
Revenues from customer contracts are considered for recognition differences.
and measurement when the contract has been approved, by the
The same are applicable for financial statements pertaining
parties, to the contract, the parties to the contract are committed
to annual periods beginning on or after 1st April, 2023. The
to perform their respective obligations under the contract, and the
Company expects that there will be no material impact on the
contract is legally enforceable. Revenue is recognized upon transfer
financial statements resulting from the implementation of these
of control of promised services (“performance obligations”)
amendments.
to customers in an amount that reflects the consideration the
Company has received or expects to receive in exchange for 2. CURRENT ASSETS: FINANCIAL ASSETS – CASH AND CASH
these products or services (“transaction price”). When there is EQUIVALENTS
uncertainty as to collectability, revenue recognition is postponed As at As at
until such uncertainty is resolved. 31st Mar, 2023 31st Mar, 2023
(BRL) (INR)
The Company assesses the services promised in a contract (Unaudited)
and identifies distinct performance obligations in the contract.
Balances with Banks:
The Company allocates the transaction price to each distinct
Current Accounts 1,656,995 26,726,004
performance obligation based on the cost plus a margin.
Total 1,656,995 26,726,004
(h) Employee Benefits
The Company maintains a Supplemental Pension Plan for 3. CURRENT ASSETS: FINANCIAL ASSETS – OTHERS
employees. Employees may contribute an amount not exceeding As at As at
5.42% of their base salary. The Company makes a matching 31st Mar, 2023 31st Mar, 2023
contribution equal to 100% of the employee’s contribution. (BRL) (INR)
The Pension expense for the years ended March 31, 2023 was (Unaudited)
BRL 14,724 (INR 237,493). Unsecured Considered Good,
(i) Taxes on Income Unless Otherwise Stated
Unbilled Revenue 1,373,055 22,146,279
Taxes on income comprises current taxes and deferred taxes.
Current tax in the Statement of Profit and Loss is provided as the Advances (includes advance
amount of tax payable in respect of taxable income for the period to employees)
using tax rates and tax laws enacted during the period, together - Considered Good 237,022 3,822,975
with any adjustment to tax payable in respect of previous years. Total 1,610,077 25,969,254
Deferred tax is recognized on temporary differences between the 4. DEFERRED TAX ASSETS
carrying amounts of assets and liabilities and the amounts used for
taxation purposes (tax base), at the tax rates and tax laws enacted Opening Recognized Recognized Closing Closing
or substantively enacted by the end of the reporting period. Balance in Statement in OCI Balance Balance
(BRL) of profit or (BRL) (BRL) (INR)
Deferred tax assets are recognized for the future tax consequences loss (BRL) (Unaudited)
to the extent it is probable that future taxable profits will be FY 2022-23
available against which the deductible temporary differences can Deferred Tax Assets:
be utilized. On provision for
employees’ separation
(j) Operating Segments – 131,760 – 131,760 2,125,183
and retirement, etc.
Operating segments are reported in a manner consistent with the Total Deferred Tax
internal reporting provided to the chief operating decision-maker Assets – 131,760 – 131,760 2,125,183
(CODM). The CODM, who is responsible for allocating resources

62
 ITC INFOTECH do brasil ltda.

NOTES TO THE SPECIAL PURPOSE FINANCIAL STATEMENTS (continued)

Opening Recognized Recognized Closing Closing 10. PROVISIONS

Balance in Statement in OCI Balance Balance As at As at
(BRL) of profit or (BRL) (BRL) (INR) 31st Mar, 2023 31st Mar, 2023
loss (BRL) (Unaudited) (BRL) (INR)
Deferred Tax (Unaudited)
Liabilities:
Current
Total Deferred Tax
Provision for Income Tax 183,293 2,956,369
Liabilities - - - - -
Provision for Employee Benefits
Deferred Tax Assets
Social Contributions 14,724 237,486
(Net) - 131,760 - 131,760 2,125,183
Compensated Absences 13,165 212,342
5. OTHER CURRENT ASSETS Total 211,182 3,406,197
As at As at 11. OTHER CURRENT LIABILITIES
31st Mar, 2023 31st Mar, 2023
As at As at
(BRL) (INR)
31st Mar, 2023 31st Mar, 2023
(Unaudited)
(BRL) (INR)
Prepaid expenses 44,434 716,686 (Unaudited)
Total 44,434 716,686 Statutory Dues 101,328 1,634,340
Total 101,328 1,634,340
6. EQUITY SHARE CAPITAL
12. REVENUE FROM OPERATIONS
As at As at
For the Period For the Period
31st Mar, 2023 31st Mar, 2023
ended ended
(BRL) (INR) 31st March’23 31st March’23
(Unaudited)
(BRL) (INR)
Authorized: (Unaudited)
2,600,000 Equity Shares of BRL 1 each 2,600,000 41,935,920 Sale of Services
Exports 1,373,055 22,146,279
Issued and subscribed:
Total 1,373,055 22,146,279
2,600,000 Equity Shares of
Income from services rendered to group companies are recognized
BRL 1 each, fully paid
based on cost plus mark-up in accordance with the terms of the
(All equity shares are held by respective agreements.
ITC Infotech India Ltd., the
Holding Company. The equity 13. EMPLOYEE BENEFITS
shares of the company, having For the Period For the Period
ended ended
par value of BRL 1 each per share,
31st March’23 31st March’23
rank pari passu in all respects
(BRL) (INR)
including entitlement to Dividend) 2,600,000 41,935,920 (Unaudited)
Total 2,600,000 41,935,920 EMPLOYEE BENEFITS EXPENSE
SHARES HELD BY PROMOTERS: Salaries and Bonus 790,002 12,742,100
Contribution to Provident and
As at 31st March 2023 Other Funds 224,210 3,616,329
Promoter Staff Welfare Expenses 13,049 210,470
Particulars No. of shares % change
Name % of Total
as at end of during the Total 1,027,261 16,568,899
Shares
the year year 14. OTHER EXPENSES
Equity shares of BRL 1 ITC Infotech 2,600,000 100% 100% For the Period For the Period
each, fully paid India Ltd. ended ended
31st March’23 31st March’23
7. NON-CURRENT FINANCIAL LIABILITIES – OTHERS (BRL) (INR)
As at As at (Unaudited)
31st Mar, 2023 31st Mar, 2023 OTHER EXPENSES
(BRL) (INR)
Rates and Taxes 9,880 159,356
(Unaudited)
Insurance 119,889 1,933,714
Employee Payable 80,162 1,292,949
Communication 2,250 36,291
Total 80,162 1,292,949
Legal, Professional and Consultancy
8. FINANCIAL LIABILITIES – TRADE PAYABLES
Expenses 12,686 204,615
Particulars Outstanding for following periods
Auditors’ Remuneration and Expenses 31,000 500,005
Trade Payable
as at 31st 6 Bank Charges 875 14,113
Not Less than 1-2 2-3 Total Total (INR)
March, 2023 Accrued months
Due 6 months years years (BRL) (Unaudited Total 176,580 2,848,094
-1 year
15. A. TAX EXPENSES
Others - 37,512 - - - - 37,512 605,039
For the Period For the Period
Total - 37,512 - - - - 37,512 605,039 ended ended
31st March’23 31st March’23
9. CURRENT FINANCIAL LIABILITIES - OTHERS (BRL) (INR)
As at As at (Unaudited)
31st Mar, 2023 31st Mar, 2023
Current Tax 183,293 2,956,369
(BRL) (INR)
(Unaudited) 183,293 2,956,369
Employee Payable 295,401 4,764,582 Deferred Tax (Credit) (131,760) (2,125,183)
Total 295,401 4,764,582 Total 51,533 831,186

63
 ITC INFOTECH do brasil ltda.

NOTES TO THE SPECIAL PURPOSE FINANCIAL STATEMENTS (continued)

B. The reconciliation between the income tax expenses and amounts The Company manages its liquidity risk by ensuring that it will always
computed by applying the standard rate of income tax to profit have sufficient liquidity to meet its liabilities when due.
before taxes is as follows: The table below provides details regarding the remaining contractual
maturities of significant financial liabilities at the reporting date.
For the Period For the Period
As at 31st March, 2023
ended ended
Contractual Cash flows*
31st March’23 31st March’23 Carrying Less More More More Beyond Total Total
(BRL) (INR) value than 3 than 3 than 6 than 3 years ( BRL) ( INR)
months months months 1 year (Unaudited)
(Unaudited) up to 6 up to 1 up to 3
Profit before tax 169,214 2,729,286 months year years
Trade Payables 37,512 37,512 - - - - 37,512 605,039
Income tax expense calculated
Other Financial 375,563 236,692 - 58,709 80,162 - 375,563 6,057,531
at 15% on Profit before tax 25,382 409,389 Liabilities
Social Contribution on Profit before Total 413,075 274,204 - 58,709 80,162 - 413,075 6,662,570
Tax at 9% 15,230 245,646 vi. Credit Risk
Surtax of Income tax at 10% on profit Credit risk is the risk that counterparty will not meet its obligations
before tax above BRL 60,000 10,921 176,151 under a financial instrument which may lead to a financial loss
Income Tax expenses recognized in to the Company. During the FY and as at the reporting period
Statement of Profit and Loss 51,533 831,186 there is no external risk as there is no revenue from any external
customers.
16. EARNINGS PER SHARE 19. RELATED PARTY DISCLOSURES
For the Period For the Period (i) Ultimate Holding Company:
ended ended ITC Limited
31st March’23 31st March’23 (ii) Holding Company:
(BRL) (INR) ITC Infotech India Limited
(Unaudited) (iii) Fellow Subsidiary Companies:
Profit after Tax 117,681 1,898,100 ITC Infotech Limited
Weighted average number of ITC Infotech (USA), Inc. and its wholly owned subsidiary Indivate Inc.
Equity Shares No. 1,225,205 1,225,205 ITC Infotech Malaysia SDN. BHD.
Earnings Per Share 0.10 1.55 ITC Infotech GmbH
(Face value of BRL 1 per share) ITC Infotech France SAS
(Basic and Diluted) (iv) Key Management Personnel
17. CATEGORIES OF FINANCIAL INSTRUMENTS Administrators
As at As at Mr. Mauricio Dias
31st March’23 31st March’23 Mr. Caio Matter
(BRL) (INR)
Disclosure of transactions between the Company and Related Parties:
(Unaudited)
Carrying Fair Carrying Fair (v) Holding Company - ITC Infotech India Ltd. (w.e.f from 10th
Value Value Value Value October, 2022)
Financial Assets Holding Company
Measured at amortized cost
For the period ended
Cash and Cash Equivalents 1,656,995 1,656,995 26,726,004 26,726,004 Description For the period ended
31st March’23
Other Financial Assets 1,610,077 1,610,077 25,969,254 25,969,254 31st March’23
(INR)
(BRL)
Total 3,267,072 3,267,072 52,695,258 52,695,258 (Unaudited)
Financial Liabilities Sale of Services 1,373,055 22,146,279
Measured at amortized cost
(vi) Disclosure of Outstanding Balances as at 31st March, 2023
Trade Payables 37,512 37,512 605,039 605,039
Other Financial Liabilities – Holding Company
Non-Current 80,162 80,162 1,292,949 1,292,949 For the period ended
Description For the period ended
Other Financial Liabilities - Current 295,401 295,401 4,764,582 4,764,582 31st March’23
31st March’23
(INR)
Total 413,075 413,075 6,662,570 6,662,570 (BRL)
(Unaudited)
18. FINANCIAL RISK MANAGEMENT OBJECTIVES Financial Assets - 1,373,055 22,146,279
The Company has a system - based approach to risk management, Others (Unbilled)
anchored to policies and procedures and internal financial controls (vii) Information regarding significant transactions
aimed at ensuring early identification, evaluation and management of
key financial risks (such as foreign currency risk, credit risk and liquidity (Generally in excess of 10% of the total transaction value of the
risk) that may arise as a consequence of its business operations. same type)
i. Market Risk Related Party 2023 2023 Related Party 2023 2023
The Company has in place appropriate risk management policies Transactions (BRL) (INR) Transactions (BRL) (INR)
to limit the impact of currency, interest and price risk on its (Unaudited) (Unaudited)
financial performance. Sale of Goods / Remuneration to
ii. Foreign Currency Risk Services Key Management
Personnel (KMP)
The Company undertakes transactions denominated in functional
currency – Brazilian Real ITC Infotech India 1,373,055 22,146,279 Mauricio Dias Junior 221,229 3,568,247
Limited
iii. Interest Rate Risk
Caio Kozakevic Mattar - -
Interest rate risk refers to the risk that the fair value or future cash
flows of a financial instrument will fluctuate because of changes in 20. SUBSEQUENT EVENTS
market interest rates. As all the financial assets and liabilities of the The Company evaluated subsequent events through 2nd May, 2023
Company are non-interest bearing, the Company’s net exposure which is the date on which the Special Purpose Financial Statements
to interest risk is nil. are approved by Management Committee. Based on this evaluation,
iv. Price Risk the Company is not aware of any other events or transactions that
Since all the funds are kept in the bank account there is no price would require recognition or disclosure in the Special Purpose
risk on such surplus funds. Financial Statements.
v. Liquidity Risk 21. APPROVAL OF THE FINANCIAL STATEMENTS
Liquidity risk is defined as the risk that the Company will not be
The Special Purpose Financial Statements were approved for issue by
able to settle or meet its obligations as they become due.
the Management Committee on 2nd May, 2023.

64
 ITC INFOTECH gmbh

Management Report Managing Director

The Managing Director submits the first Management Report for the period Mr. Anindya Roy has been appointed as the sole Managing Director of the
from 10th March, 2023, being the date of incorporation of the Company, Company.
to 31st March, 2023.
Auditors
Incorporation
The Company was incorporated on 10th March, 2023 in Frankfurt, The Company is not required to audit its Financial Statements for the
Germany. The Company’s shares are fully subscribed by ITC Infotech India period ended 31st March, 2023 as per local laws. However, as a measure of
Limited. good governance, the Company has engaged Messrs. Deloitte Haskins &
Principal Activities Sells LLP, India, as the Auditors for the period under review. Their Report is
annexed to the Financial Statements of the Company.
The Company is engaged in providing Information Technology Services and
Solutions. For the period ended 31st March, 2023, the Company earned
Total Revenue of EUR 7,150 while the net Profit After Tax was EUR 442. On behalf of ITC Infotech GmbH
Directors
Messrs. Arun Raghavapudi (Chairman of the Board), Karan Shukla and Anindya Roy
Sharad Jain have been appointed as the Members of the Board of the Date: 29th April, 2023 Managing Director
Company for a term of 5 years.

INDEPENDENT AUDITOR’S REPORT in writing. We neither accept nor assume any duty, responsibility or liability
To The Board of Directors of ITC Infotech GmbH to any other party or for any other purpose.
Report on the Special Purpose Financial Statements Our report is not modified in respect of this matter.
Opinion Responsibilities of Management and Those Charged with Governance for
We have audited the accompanying Special Purpose Financial Statements the Special Purpose Financial Statements
of ITC Infotech GmbH (“the Company”), which comprise the Special The Company’s Board of Directors are responsible for the preparation of
Purpose Balance Sheet as at March 31, 2023, the Special Purpose Statement these Special Purpose Financial Statements that give a true and fair view of
of Profit and Loss, the Special Purpose Statement of Changes in Equity and the financial position, financial performance, changes in equity and cash
the Special Purpose Cash Flow Statement for the period March 10, 2023 flows of the Company in accordance with the basis described in Note 1(a)
till March 31, 2023, and a summary of significant accounting policies to the Special Purpose Financial Statements.
and other explanatory information (hereinafter referred to as the “Special
This responsibility also includes maintenance of adequate accounting
Purpose Financial Statements”). The Special Purpose Financial Statements
records for safeguarding the assets of the company and for preventing
are prepared for inclusion in the annual report of the Ultimate Holding
and detecting frauds and other irregularities; selection and application of
Company ITC Limited under the requirements of section 129(3) of the
appropriate accounting policies; making judgments and estimates that are
Companies Act, 2013.
reasonable and prudent; and design, implementation and maintenance
In our opinion and to the best of our information and according to the of adequate internal financial controls, that were operating effectively
explanations given to us, the aforesaid Special Purpose Financial Statements for ensuring the accuracy and completeness of the accounting records,
are prepared, in all material respects, in accordance with the basis of relevant to the preparation and presentation of the Special Purpose
preparation set out in Note 1(a) to the Special Purpose Financial Statements. Financial Statements that give a true and fair view and are free from material
Basis for Opinion misstatement, whether due to fraud or error.
We conducted our audit of the Special Purpose Financial Statements In preparing the Special Purpose Financial Statements, the Company’s
in accordance with the Standards on Auditing (the “SAs”) issued by the Board of Directors are responsible for assessing the Company’s ability to
Institute of Chartered Accountants of India (the “ICAI”). Our responsibilities continue as a going concern, disclosing, as applicable, matters related
under those Standards are further described in the Auditor’s Responsibilities to going concern and using the going concern basis of accounting
for the Audit of the Special Purpose Financial Statements section of our unless management either intends to liquidate the Company or to cease
report. We are independent of the Company in accordance with the operations, or has no realistic alternative but to do so. The Board of Directors
Code of Ethics issued by the ICAI and we have fulfilled our other ethical are responsible for overseeing the Company’s financial reporting process.
responsibilities in accordance with the requirements of the ICAI’s Code of Auditor’s Responsibilities for the Audit of the Special Purpose Financial
Ethics. We believe that the audit evidence obtained by us is sufficient and Statements
appropriate to provide a basis for our audit opinion on the Special Purpose
Our objectives are to obtain reasonable assurance about whether the
Financial Statements.
Special Purpose Financial Statements as a whole are free from material
Emphasis of Matter misstatement, whether due to fraud or error, and to issue an auditor’s report
Basis of preparation and restriction on distribution and use that includes our opinion. Reasonable assurance is a high level of assurance,
We draw attention to Note 1(a) to the Special Purpose Financial Statements, but is not a guarantee that an audit conducted in accordance with SAs
which describes the purpose and basis of preparation. The Special Purpose will always detect a material misstatement when it exists. Misstatements
Financial Statements have been prepared by the Company for the can arise from fraud or error and are considered material if, individually
purpose of the information and use of the Company’s management. The or in the aggregate, they could reasonably be expected to influence the
Special Purpose Financial Statements may not be suitable for any another economic decisions of users taken on the basis of these Special Purpose
purpose. The Special Purpose Financial Statements cannot be referred to or Financial Statements.
distributed for any other purpose except with our prior consent in writing. As part of an audit in accordance with SAs, we exercise professional
Our report is addressed to the Board of Directors of the Company. This judgment and maintain professional skepticism throughout the audit. We
report should not be otherwise used or shown to or otherwise distributed to also:
any other party or used for any other purpose except with our prior consent • Identify and assess the risks of material misstatement of the Special

65
 ITC INFOTECH gmbh

Purpose Financial Statements, whether due to fraud or error, design and the Special Purpose Financial Statements represent the underlying
perform audit procedures responsive to those risks, and obtain audit transactions and events in a manner that achieves fair presentation.
evidence that is sufficient and appropriate to provide a basis for our Materiality is the magnitude of misstatements in the Special Purpose
opinion. The risk of not detecting a material misstatement resulting from Financial Statements that, individually or in aggregate, makes it probable
fraud is higher than for one resulting from error, as fraud may involve that the economic decisions of a reasonably knowledgeable user of the
collusion, forgery, intentional omissions, misrepresentations, or the override Special Purpose Financial Statements may be influenced. We consider
of internal control. quantitative materiality and qualitative factors in (i) planning the scope of
• Obtain an understanding of internal financial control relevant to the our audit work and in evaluating the results of our work; and (ii) to evaluate
audit in order to design audit procedures that are appropriate in the the effect of any identified misstatements in the Special Purpose Financial
circumstances but not for the purpose of expressing an opinion on the Statements.
effectiveness of the company’s internal control. We communicate with those charged with governance regarding, among
• Evaluate the appropriateness of accounting policies used and the other matters, the planned scope and timing of the audit and significant
reasonableness of accounting estimates and related disclosures made audit findings, including any significant deficiencies in internal control that
by the management. we identify during our audit.
• Conclude on the appropriateness of management’s use of the going We also provide those charged with governance with a statement that we
concern basis of accounting and, based on the audit evidence obtained, have complied with relevant ethical requirements regarding independence,
whether a material uncertainty exists related to events or conditions and to communicate with them all relationships and other matters that may
that may cast significant doubt on the Company’s ability to continue reasonably be thought to bear on our independence, and where applicable,
as a going concern. If we conclude that a material uncertainty exists, related safeguards.
we are required to draw attention in our auditor’s report to the related For Deloitte Haskins & Sells LLP
disclosures in the Special Purpose Financial Statements or, if such Chartered Accountants
disclosures are inadequate, to modify our opinion. Our conclusions are Firm Registration No: 117366W/W-100018

based on the audit evidence obtained up to the date of our auditor’s Girish Bagri
report. However, future events or conditions may cause the Company Partner
to cease to continue as a going concern. Membership No. 066572
UDIN: 23066572BGXZLM6710
• Evaluate the overall presentation, structure and content of the Special Place: Bengaluru
Purpose Financial Statements, including the disclosures, and whether Date: 29th April, 2023

66
 ITC INFOTECH gmbh

Special Purpose financial statements

Special Purpose Balance Sheet as at 31st March, 2023

As at As at
Note No. 31st March 2023 31st March 2023
(Amount in € ) (INR)
(Unaudited)
I ASSETS
1. Current Assets
(a) Financial Assets
(i) Cash and Cash Equivalents 2 2,849,200 254,839,571
(ii) Others 3 7,150 639,514
Sub-Total 2,856,350 255,479,085
TOTAL 2,856,350 255,479,085

II EQUITY AND LIABILITIES

1 Equity
(a) Equity Share Capital 4 2,850,000 254,911,125
(b) Other Equity 442 39,534
Sub-Total 2,850,442 254,950,659

2 Current Liabilities
(a) Financial Liabilities
(i) Trade Payables
- Total outstanding dues other than
micro and small enterprises 5 5,700 509,823
(b) Current Tax Liabilities (Net) 6 208 18,604
Sub-Total 5,908 528,427
TOTAL 2,856,350 255,479,085

The accompanying notes 1 to 15 are an integral part of the Special Purpose Financial Statements

This is the Special Purpose Balance Sheet referred to in our Report of even date.
For Deloitte Haskins & Sells LLP,
Firm Registration Number: 117366 W/W-100018
Chartered Accountants On Behalf of ITC Infotech GmbH
Girish Bagri Anindya Roy Karan Shukla
Partner Managing Director Director
Membership Number: 066572
Place: Bengaluru
Date: April 29, 2023

67
 ITC INFOTECH gmbh

Special Purpose statement of profit and loss for the period ended 31st march 2023*
* For the period from 10th March 2023 till 31st March 2023

Note No. As at As at
31st March 2023 31st March 2023
(Amount in € ) (INR)
(Unaudited)

I Revenue from Operations 7 7,150 639,514
II Total Income 7,150 639,514
III Expenses
Other Expenses 8 6,500 581,376
Total Expenses 6,500 581,376
IV Profit Before Tax (II-III) 650 58,138
V Tax Expenses
Current Tax 9 208 18,604
VI Profit for the Period (IV-V) 442 39,534
VII Earnings Per Share (in € ) (Face value € 1 each) 10 0.001 0.12
(Basic and Diluted)

There were no items of comprehensive income in the current period, and accordingly, no Statement of Comprehensive Income is presented.
The accompanying notes 1 to 15 are an integral part of the Special Purpose Financial Statements

This is the Statement of Profit and Loss referred to in our Report of even date.
For Deloitte Haskins & Sells LLP,
Firm Registration Number: 117366 W/W-100018
Chartered Accountants On Behalf of ITC Infotech GmbH
Girish Bagri Anindya Roy Karan Shukla
Partner Managing Director Director
Membership Number: 066572
Place: Bengaluru
Date: April 29, 2023

Special Purpose Statement of Changes in Equity for The Period Ended 31 March, 2023*
*For the period 10th March 2023 till 31st March 2023

A. Equity Share Capital

Opening Balance Changes in Equity Share Capital Balance at 31st March, 2023 Balance at 31st March, 2023
during the period* (Amount in € ) ( Amount in `)
(Amount in € ) Unaudited
– 2,850,000 2,850,000 254,911,125

* Capital contribution by ITC Infotech India Limited (“the Parent”) at the time of incorporation of the Company.

B. Other Equity
Retained Earning Total Total
(Amount in € ) (Amount in € ) ( Amount in `)

Balance as at 1st April, 2022 – – –

Profit for the Period 442 442 39,534
Total Comprehensive Income 442 442 39,534
Balance as at 31st March, 2023 442 442 39,534
Retained Earnings - This represents the cumulative profits of the company.
The accompanying notes 1 to 15 are an integral part of the Special Purpose Financial Statements

This is the Special Purpose Statement of Changes in Equity referred to in our Report of even date.
For Deloitte Haskins & Sells LLP,
Firm Registration Number: 117366 W/W-100018
Chartered Accountants On Behalf of ITC Infotech GmbH
Girish Bagri Anindya Roy Karan Shukla
Partner Managing Director Director
Membership Number: 066572
Place: Bengaluru
Date: April 29, 2023

68
 ITC INFOTECH gmbh

Special Purpose Cash Flows Statements for the Period ended 31st March, 2023*
* For the period from 10th March 2023 till 31st March 2023

For the period ended For the period ended

31st March’23 31st March’23
(Amount in € ) ( Amount in `)
(Unaudited)

A CASH FLOW FROM OPERATING ACTIVITIES :

PROFIT BEFORE TAX 650 58,138
ADJUSTMENT ITEMS: – –
OPERATING PROFIT BEFORE WORKING CAPITAL CHANGES 650 58,138
ADJUSTMENTS FOR :
Other Assets (7,150 ) (639,514 )
Trade Payables, Other Liabilities and Provisions 5,700 (1,450) 509,822 (129,692)
CASH FROM OPERATIONS (800) (71,554)
NET CASH FROM OPERATING ACTIVITIES (800) (71,554)
B CASH FLOW FROM INVESTING ACTIVITIES :
– –
NET CASH FROM / USED IN INVESTING ACTIVITIES – –
C CASH FLOW FROM FINANCING ACTIVITIES :
Proceeds from issue of Share Capital 2,850,000 254,911,125
NET CASH FROM FINANCING ACTIVITIES 2,850,000 254,911,125

NET INCREASE IN CASH AND CASH EQUIVALENTS 2,849,200 254,839,571

OPENING CASH AND CASH EQUIVALENTS - -
CLOSING CASH AND CASH EQUIVALENTS 2,849,200 254,839,571
CASH AND CASH EQUIVALENTS COMPRISE :
Cash and Cash Equivalents as above 2,849,200 254,839,571
Cash and Cash Equivalents (Note 2) 2,849,200 254,839,571

The above Cash Flow Statement has been prepared under the “Indirect Method” as set out in Indian Accounting Standard 7 “Statement of Cash Flows“.
The accompanying notes 1 to 15 are an integral part of the Special Purpose Financial Statements

This is the Special Purpose Cash Flow Statement referred to in our Report of even date.
For Deloitte Haskins & Sells LLP,
Firm Registration Number: 117366 W/W-100018
Chartered Accountants On Behalf of ITC Infotech GmbH
Girish Bagri Anindya Roy Karan Shukla
Partner Managing Director Director
Membership Number: 066572
Place: Bengaluru
Date: April 29, 2023

69
 ITC INFOTECH gmbh

NOTES TO THE SPECIAL PURPOSE FINANCIAL STATEMENTS

NATURE OF OPERATIONS e) Foreign Currency Transactions

ITC Infotech GmbH (the ”Company”) is a wholly owned subsidiary of ITC The presentation & functional currency of the Company is Euro
Infotech India Limited (“the Parent”) providing information technology being the currency of the primary economic environment in which
services to enterprise clients. The Company is incorporated and domiciled the entity operates. The factors considered include the following:
in Germany and has its registered office at Friedrich-Ebert-Anlage 36, 60325 a. Currency that influences sales prices for goods and services
Frankfurt am Main. and is of a country whose competitive forces and regulations
determine the sales prices of its goods and services.
ITC Infotech GmbH was incorporated on 10th March, 2023.
b. Currency that influences labour, material and other costs of
1 SIGNIFICANT ACCOUNTING POLICIES providing goods or services.
a) Basis of preparation and statement of compliance c. Currency in which funds from financing activities are generated
This Special Purpose Financial Statements comprising Special and
Purpose Balance Sheet as at 31 March, 2023 and Special Purpose d. Currency in which receipts from operating activities are usually
Statement of Profit and Loss, Special Purpose Statement of changes retained.
in Equity and Special Purpose Cash Flow Statement for the period Transactions in foreign currency are accounted for at the exchange
10th March, 2023 till 31 March, 2023 and a summary of significant rate prevailing on the transaction date. Gains / losses arising on
accounting policies and other explanatory information (together settlement as also on translation of foreign currency denominated
referred to as “Special Purpose Financial Statements”) are prepared monetary items are recognised in the Statement of Profit and Loss.
for inclusion in the annual report of the Ultimate Holding Company f) Financial instruments, Financial assets and Financial liabilities
(ITC Limited) under the requirements of section 129(3) of the Financial Instruments
Companies Act, 2013. The financial performance and position of
Financial assets and financial liabilities are recognised when
the Company are included in the consolidated financial statements the Company becomes a party to the contractual provisions of
of ITC Limited, incorporated under the Companies Act, 2013, and the relevant instrument and are initially measured at fair value.
having its registered office at Virginia House, 37, Jawaharlal Nehru Transaction costs that are directly attributable to the acquisition or
Road, Kolkata 700 071, India. issue of financial assets and financial liabilities (other than financial
These Special Purpose Financial Statements have been prepared assets and financial liabilities measured at fair value through profit
or loss) are added to or deducted from the fair value on initial
in accordance with Indian Accounting Standards (”Ind AS”) &
recognition of financial assets or financial liabilities. Purchase or
generally accepted accounting principles in India. Accordingly, sale of financial assets that require delivery of assets within a time
these financial statements do not purport to follow generally frame established by regulation or convention in the market place
accepted accounting principles in Germany. (regular way trades) are recognised on the trade date, i.e., the date
These special purpose financial statements have been prepared on when the Company commits to purchase or sell the asset.
a historical cost convention and on an accrual basis, except for the Financial Assets
following material items that have been measured as fair value as Recognition: Financial assets include cash and cash equivalents.
required by the relevant Ind AS and explained in the accounting Such assets are initially recognised when the Company becomes
policy on financial instruments classified as fair value through profit party to contractual obligations at fair value including transaction
or loss. costs unless the asset is being fair valued through the Statement of
Since it is a newly established company incorporated on 10th Profit and Loss.
March, 2023, Accounting policies have been applied consistently Classification: Management determines the classification of an
throughout the period presented in these Special Purpose Financial asset at initial recognition depending on the purpose for which the
assets were acquired. The subsequent measurement of financial
Statements. Disclosures have been given which are relevant to and
assets depends on such classification.
materially affect the company’s financial position and financial
performance. Accordingly information for comparative period is Financial assets are classified as those measured at:
not presented. (a) amortised cost, where the financial assets are held solely for
collection of cash flows arising from payments of principal and
b) Convenience translation (unaudited)
/ or interest.
These Special Purpose Financial Statement are presented in Euro.
(b) fair value through other comprehensive income, where the
However, as required by the parent company ITC Infotech India financial assets are held not only for collection of cash flows
Ltd., the Indian Rupee equivalent figures, arrived at by applying the arising from payments of principal and interest but also
average interbank exchange rate of EUR (€)= INR 89.4425 for the from the sale of such assets. Such assets are subsequently
period ended March 31, 2023 as provided by ITC Infotech India measured at fair value, with unrealised gains and losses arising
Ltd, have been included solely for informational purposes and is from changes in the fair value being recognised in other
not in conformity with the provisions of Ind AS. No representation comprehensive income.
is made that the Euro amounts have been, could have been or (c) fair value through profit or loss, where the assets are managed
could be converted into Indian rupee at such a rate or any other in accordance with an approved investment strategy that
rate. triggers purchase and sale decisions based on the fair value
of such assets. Such assets are subsequently measured at fair
c) Use of Estimates and Judgment value, with unrealised gains and losses arising from changes in
The preparation of the Special Purpose Financial Statements in the fair value being recognised in the Statement of Profit and
conformity with Ind AS requires management to make judgments, Loss in the period in which they arise.
estimates and assumptions that affect the application of accounting Impairment: The Company assesses at each reporting date whether
policies and the reported amounts of assets, liabilities, income a financial asset (or a group of financial assets) held at amortised
and expenses. Actual results may differ from those estimates. cost and financial assets that are measured at fair value through
Estimates and underlying assumptions are reviewed on an other comprehensive income are impaired based on evidence or
ongoing basis. Revisions to accounting estimates are recognised information that is available without undue cost or effort. Expected
in the period in which the estimates are revised and in any future credit losses are assessed and loss allowances recognised if the
credit quality of the financial asset has deteriorated significantly
periods affected. In particular, information about significant areas since initial recognition.
of estimation, uncertainty and critical judgments in applying
Reclassification : When and only when the business model
accounting policies that have the most significant effect on the
is changed, the Company shall reclassify all affected financial
amounts recognised in the financial statements are included in the assets prospectively from the reclassification date as subsequently
Income taxes note. measured at amortised cost, fair value through other comprehensive
d) Operating Cycle income, fair value through profit or loss without restating the
All assets and liabilities have been classified as current or non- previously recognised gains, losses or interest and in terms of
current as per the Company’s normal operating cycle and other the reclassification principles laid down in the Ind AS relating to
Financial Instruments.
criteria set out in Schedule III of the Companies Act, 2013 and Ind
AS 1 – Presentation of Special Purpose Financial Statements based De-recognition: Financial assets are derecognised when the right
to receive cash flows from the assets has expired, or has been
on the nature of services rendered and their realisation in cash and
transferred, and the Company has transferred substantially all of
cash equivalents.

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 ITC INFOTECH gmbh

NOTES TO THE SPECIAL PURPOSE FINANCIAL STATEMENTS (continued)

the risks and rewards of ownership. Concomitantly, if the asset is j) Provisions

one that is measured at: Provisions are recognised when, as a result of a past event, the
(a) amortised cost, the gain or loss is recognised in the Statement Company has a legal or constructive obligation; it is probable that
of Profit and Loss; an outflow of resources will be required to settle the obligation; and
(b) fair value through other comprehensive income, the the amount can be reliably estimated. The amount so recognised
cumulative fair value adjustments previously taken to reserves is a best estimate of the consideration required to settle the
are reclassified to the Statement of Profit and Loss unless obligation at the reporting date, taking into account the risks and
the asset represents an equity investment in which case the uncertainties surrounding the obligation.
cumulative fair value adjustments previously taken to reserves In an event when the time value of money is material, the provision
is reclassified within equity. is carried at the present value of the cash flows estimated to settle
Income Recognition on Financial Assets : Interest income is the obligation.
recognised in the Statement of Profit and Loss using the effective k) Statement of cash flows
interest method.
Cash flows are reported using the indirect method, whereby profit
Financial Liabilities
for the period is adjusted for the effects of transactions of a non-cash
Trade payables and other financial liabilities are initially recognised nature, any deferrals or accruals of past or future operating cash
at the value of the respective contractual obligations. They are receipts or payments and item of income or expenses associated
subsequently measured at amortised cost. Any discount or premium with investing or financing cash flows. The cash from operating,
on redemption / settlement is recognised in the Statement of
investing and financing activities of the Company are segregated.
Profit and Loss as finance cost over the life of the liability using
l) New Accounting Pronouncements
the effective interest method and adjusted to the liability figure
disclosed in the Balance Sheet. Financial liabilities are derecognised Ministry of Corporate Affairs (“MCA”) notifies new standards or
when the liability is extinguished, that is, when the contractual amendments to the existing standards under Companies (Indian
obligation is discharged, cancelled and on expiry. Accounting Standards) Rules as issued from time to time. On 31st
Offsetting Financial Instruments March, 2023, MCA amended the Companies (Indian Accounting
Standards) Amendment Rules, 2023, as below:
Financial assets and liabilities are offset and the net amount is
included in the Balance Sheet where there is a legally enforceable Ind AS 1 - Presentation of Special Purpose Financial Statements
right to offset the recognised amounts and there is an intention - This amendment requires the entities to disclose their material
to settle on a net basis or realise the asset and settle the liability accounting policies rather than their significant accounting policies.
simultaneously. Ind AS 8 - Accounting Policies, Changes in Accounting Estimates
g) Revenue from Sale of Services and Errors - This amendment has introduced a definition of
The Company is engaged in providing information technology ‘accounting estimates’ and included amendments to Ind AS 8
services to enterprise clients. The Company derives its revenues to help entities distinguish changes in accounting policies from
primarily from Information Technology (IT) services. changes in accounting estimates.
Revenues from customer contracts are considered for recognition Ind AS 12 - Income Taxes - This amendment has narrowed the
and measurement when the contract has been approved in scope of the initial recognition exemption so that it does not apply
writing, by the parties, to the contract, the parties to the contract to transactions that give rise to equal and offsetting temporary
are committed to perform their respective obligations under
differences.
the contract, and the contract is legally enforceable. Revenue is
recognized upon transfer of control of promised products or The same are applicable for financial statements pertaining to annual
services (“performance obligations”) to customers in an amount periods beginning on or after 1st April 2023. The Company expects
that reflects the consideration the Group has received or expects that there will be no material impact on the financial statements
to receive in exchange for these products or services (“transaction resulting from the implementation of these amendments.
price”). When there is uncertainty as to collectability, revenue
recognition is postponed until such uncertainty is resolved. Note No.
The Company assesses the services promised in a contract As at As at
and identifies distinct performance obligations in the contract. 31st March, 31st March,
The Company allocates the transaction price to each distinct 2023 2023
performance obligation based on cost plus a margin. (Amount in €) (Amount in `)
h) Taxes on Income Unaudited
2 CASH AND CASH EQUIVALENTS
Taxes on income comprises current taxes and deferred taxes.
Current tax in the Statement of Profit and Loss is provided as the Balance with Bank:
amount of tax payable in respect of taxable income for the period Current Account 2,849,200 2,849,200
using tax rates and tax laws enacted during the period. Total 2,849,200 2,849,200
Deferred tax is recognised on temporary differences between the
3 OTHER FINANCIAL ASSETS
carrying amounts of assets and liabilities and the amounts used for
taxation purposes (tax base), at the tax rates and tax laws enacted Current
or substantively enacted by the end of the reporting period. Unbilled Revenue 7,150 639,514
Deferred tax assets are recognised for the future tax consequences Total 7,150 639,514
to the extent it is probable that future taxable profits will be 4 EQUITY SHARE CAPITAL
available against which the deductible temporary differences can
Authorised:
be utilised.
i) Operating Segments 5,700,000 Equity Shares of € 1 each 5,700,000 509,822,250
Operating segments are reported in a manner consistent with Issued and subscribed :
the internal reporting provided to the chief operating decision- 5,700,000 Equity Shares of
€ 0.5 each, fully paid 2,850,000 254,911,125
maker (CODM). The CODM, who is responsible for allocating
resources and assessing performance of the operating segments, (All equity shares are held by ITC
has been identified as the Board of Directors of the Company. Infotech India Limited, the Holding
The Board of Directors examines the Company’s performance Company. The Equity Shares of the
and has identified single reportable segment, namely Information Company, having par value of € 1
Technology. each per share, rank pari passu in
all respects including entitlement to
Segment revenue is reported on the same basis as revenue in the dividend.)
Special Purpose Financial Statements. Currently the entire revenue
of the Company comes from a single customer domiciled in India. Total
2,850,000 254,911,125

71
 ITC INFOTECH gmbh

NOTES TO THE SPECIAL PURPOSE FINANCIAL STATEMENTS (continued)

4(a)Shared held by Promoters 11 Categories of Financial Instruments

As at 31 March 2023 As at 31st March, 2023 As at 31st March, 2023

( Amount in € ) ( Amount in ` )
Particulars Promoter Name No. of shares % change Unaudited
% of Total Carrying Fair Carrying Fair
as at end of during the
Shares Value Value Value Value
the period period
Financial Assets
Equity Shares of € ITC Infotech India 5,700,000 100% 100% Measured at amortised cost
1 each, partially Limited
Cash and Cash Equivalents 28,49,200 28,49,200 25,48,39,571 25,48,39,571
paid-up (0.5)
Other Financial Assets 7,150 7,150 6,39,514 6,39,514
5 FINANCIAL LIABILITIES Total
28,56,350 28,56,350 25,54,79,085 25,54,79,085
Trade Payables Financial Liabilities

Ageing schedule Measured at amortised cost

Trade Payables 5,700 5,700 5,09,822 5,09,822
Trade Payable as at 31st Particulars Outstanding for following periods
Total 6,500 6,500 581,376 581,376
March, 2023
Not Accrued Less than 6 Total Total
Due 6 months months ( Amount ( Amount 12 Financial Risk Management Objectives
-1 year in € ) in ` )
Unaudited The Company has a system - based approach to risk management,
anchored to policies and procedures and internal financial controls
Others - 5,700 - - 5,700 509,822
aimed at ensuring early identification, evaluation and management of
Total - 5,700 - - 5,700 509,822 key financial risks (such as foreign currency risk, credit risk and liquidity
As at As at risk) that may arise as a consequence of its business operations.
31st March, 31st March, a) Market Risk
2023 2023
(Amount in €) (Amount in `) The Company has in place appropriate risk management policies to
Unaudited limit the impact of currency, interest and price risk on its financial
6 CURRENT TAX LIABILITIES performance.
Provision For Income Tax 208 18,604 i) Foreign Currency Risk
208 18,604
The Company undertakes transactions denominated in
functional currency - Euro.
For the period For the period
ended ended There are no outstanding foreign currency denominated
31st March, 31st March, financial assets and financial liabilities, as at the end of the
2023 2023 reporting period.
(Amount in €) (Amount in `)
Unaudited ii) Interest Rate Risk
7 REVENUE FROM OPERATIONS Interest rate risk refers to the risk that the fair value or future
Sale of Services 7,150 639,514 cash flows of a financial instrument will fluctuate because of
Total Revenue 7,150 639,514 changes in market interest rates. As all the financial assets
and liabilities of the Company are non-interest bearing, the
Income from services rendered to group companies are recognized
Company’s net exposure to interest risk is nil.
based on cost plus mark-up in accordance with the terms of the
respective agreements. iii) Price Risk

8 OTHER EXPENSES Since all the funds are kept in the bank account there is no
price risk on such surplus funds.
Auditor’s Remuneration and Expenses 5,700 509,822
Bank Charges 800 71,554 iv) Liquidity Risk

Total 6,500 5,81,376 Liquidity risk is defined as the risk that the Company will not
be able to settle or meet its obligations as they become due.
9 TAX EXPENSES
The Company manages its liquidity risk by ensuring that it will
9(a)Tax Expense Recognised in always have sufficient liquidity to meet its liabilities when due.
Statement of Profit and Loss
The table below provides details regarding the remaining contractual
Current Tax 208 18,604
maturities of significant financial liabilities at the reporting date.
Total 208 18,604
As at 31st March, 2023
9(b)The reconciliation between the income tax expenses and amounts Contractual Cash flows*
computed by applying the standard rate of income tax to profit Carrying Less More More More Total Total
before taxes is as follows: value than 3 than 3 than 6 than 1 Beyond ( Amount ( Amount
months months months period 3 years in € ) in `)
Profit before tax 650 58,138 up to 6 up to 1 up to 3 Unaudited
months year years
Income tax expense calculated at 31.925% 208 18,604
Trade 5,700 5,700 - - - - 5,700 509,822
Income Tax expenses recognised in Payables
Statement of Profit and Loss 208 18,604
Total 5,700 5,700 - - - - 5,700 509,822
10 Earnings per share
v) Credit Risk
(a) Profit after Tax 442 39,534
(b) Weighted average number of Credit risk is the risk that counterparty will not meet its
Equity Shares No. 327,945 327,945 obligations under a financial instrument which may lead to
a financial loss to the Company. During the FY and as at the
(c) Earnings Per Share 0.001 0.12 reporting period there is no external risk as there is no revenue
(Face value of € 1 each, per share) from any external customers.
(Basic and Diluted)

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 ITC INFOTECH gmbh

NOTES TO THE SPECIAL PURPOSE FINANCIAL STATEMENTS (continued)

13 RELATED PARTY DISCLOSURES (vi) DISCLOSURE OF OUTSTANDING BALANCES

(i) ULTIMATE HOLDING COMPANY: Holding Company
ITC Limited For the period For the period ended
Descriptions ended 31st 31st March, 2023
(ii) HOLDING COMPANY:
March, 2023 ( Amount in ` )
ITC Infotech India Limited ( Amount in € ) Unaudited
(iii) Fellow Subsidiary Companies: Balances as at 31st
March,
ITC Infotech Limited i) Other Financial Assets 7,150 639,514
ITC Infotech (USA), Inc. and its wholly owned subsidiary Indivate Inc. (Unbilled)

ITC Infotech Do Brasil LTDA. (vii)INFORMATION REGARDING SIGNIFICANT TRANSACTIONS

ITC Infotech Malaysia SDN. BHD. (Generally in excess of 10% of the total transaction value of the
same type)
ITC Infotech France SAS
For the period For the period ended
(iv) KEY MANAGEMENT PERSONNEL
Related Party ended 31st 31st March, 2023
Mr. Anindya Roy - Managing Director Transactions March, 2023 ( Amount in ` )
( Amount in € ) Unaudited
Mr. Arun Raghavapudi - Director
Sale of Services
Mr. Karan Shukla - Director
ITC Infotech India
Mr. Sharad Jain - Director Limited 7,150 639,514
(v) DISCLOSURE OF TRANSACTIONS BETWEEN THE COMPANY 14 SUBSEQUENT EVENTS
AND RELATED PARTIES The Company evaluated subsequent events through April 29, 2023,
which is the date on which the Special Purpose Financial Statements
Holding Company
are approved by the Board of Directors. Based on this evaluation, the
For the period For the period ended Company is not aware of any other events or transactions that would
Descriptions ended 31st 31st March, 2023
require recognition or disclosure in the Special Purpose Financial
Statements.
March, 2023 ( Amount in ` )
( Amount in € ) Unaudited 15 APPROVAL OF SPECIAL PURPOSE FINANCIAL STATEMENTS
The Special Purpose Financial Statements were approved for issue by
Sale of Services 7,150 639,514 the Board of Directors on April 29, 2023.

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 ITC INFOTECH france sas

Management Report appointment of these Directors is indefinite i.e., the Directors will serve the
office until they are replaced or removed by the sole Shareholder of the
The President submits the first Management Report for the period from
Company or have resigned from their position as Directors of the Company.
8th February, 2023, being the date of incorporation of the Company, to
31st March, 2023. President

Incorporation The first President of the Company is Mr. Anindya Roy. He ensures the
presidency of the Company without limitation of duration.
The Company was incorporated on 8th February, 2023 in Meudon, France.
The Company’s shares are fully subscribed and paid up by ITC Infotech Auditors
India Limited.
The Company is not required to audit its Financial Statements for the period
Principal Activities ended 31st March, 2023 as per local laws. However, as a measure of good
governance, the Company has engaged Messrs. Deloitte Haskins & Sells LLP,
The Company is engaged in providing Information Technology Services
India, as the Auditors for the period under review. Their Report is annexed to
and Solutions. For the period ended 31st March, 2023, the Company
earned Total Revenue of EUR 7,150 while the net Profit After Tax was the Financial Statements of the Company.
EUR 552.
On behalf of ITC Infotech France SAS
Directors
Anindya Roy
The First Directors of the Company are Messrs. Anindya Roy (Chairman
Date: 29th April, 2023 Director & President
of the Board), Vishal Kumar, Karan Shukla, and Sharad Jain. The term of

INDEPENDENT AUDITOR’S REPORT Responsibilities of Management and Those Charged with Governance
TO THE board OF directors of ITC INFOTECH france sas for the Special Purpose Financial Statements
Report on the Special Purpose Financial Statements The Company’s Board of Directors are responsible for the preparation of
Opinion these Special Purpose Financial Statements that give a true and fair view of
the financial position, financial performance, changes in equity and cash
We have audited the accompanying Special Purpose Financial Statements
flows of the Company in accordance with the basis described in Note 1(a)
of ITC Infotech France SAS (“the Company”), which comprise the Special
to the Special Purpose Financial Statements.
Purpose Balance Sheet as at March 31, 2023, the Special Purpose Statement
of Profit and Loss, the Special Purpose Statement of Changes in Equity and This responsibility also includes maintenance of adequate accounting
the Special Purpose Cash Flow Statement for the period February 8, 2023 records for safeguarding the assets of the company and for preventing
till March 31, 2023, and a summary of significant accounting policies and detecting frauds and other irregularities; selection and application of
and other explanatory information (hereinafter referred to as the “Special appropriate accounting policies; making judgments and estimates that are
Purpose Financial Statements”). The Special Purpose Financial Statements reasonable and prudent; and design, implementation and maintenance
are prepared for inclusion in the annual report of the Ultimate Holding of adequate internal financial controls, that were operating effectively
Company ITC Limited under the requirements of section 129(3) of the for ensuring the accuracy and completeness of the accounting records,
Companies Act, 2013. relevant to the preparation and presentation of the Special Purpose
Financial Statements that give a true and fair view and are free from material
In our opinion and to the best of our information and according to the
misstatement, whether due to fraud or error.
explanations given to us, the aforesaid Special Purpose Financial Statements
are prepared, in all material respects, in accordance with the basis of In preparing the Special Purpose Financial Statements, the Company’s Board
preparation set out in Note 1(a) to the Special Purpose Financial Statements. of Directors are responsible for assessing the Company’s ability to continue as
Basis for Opinion a going concern, disclosing, as applicable, matters related to going concern
and using the going concern basis of accounting unless management
We conducted our audit of the Special Purpose Financial Statements
either intends to liquidate the Company or to cease operations, or has no
in accordance with the Standards on Auditing (the “SAs”) issued by the
realistic alternative but to do so. The Board of Directors are responsible for
Institute of Chartered Accountants of India (the “ICAI”). Our responsibilities
overseeing the Company’s financial reporting process.
under those Standards are further described in the Auditor’s Responsibilities
for the Audit of the Special Purpose Financial Statements section of our Auditor’s Responsibilities for the Audit of the Special Purpose Financial
report. We are independent of the Company in accordance with the Statements
Code of Ethics issued by the ICAI and we have fulfilled our other ethical Our objectives are to obtain reasonable assurance about whether the
responsibilities in accordance with the requirements of the ICAI’s Code of Special Purpose Financial Statements as a whole are free from material
Ethics. We believe that the audit evidence obtained by us is sufficient and misstatement, whether due to fraud or error, and to issue an auditor’s report
appropriate to provide a basis for our audit opinion on the Special Purpose that includes our opinion. Reasonable assurance is a high level of assurance,
Financial Statements. but is not a guarantee that an audit conducted in accordance with SAs
Emphasis of Matter will always detect a material misstatement when it exists. Misstatements
Basis of preparation and restriction on distribution and use can arise from fraud or error and are considered material if, individually
or in the aggregate, they could reasonably be expected to influence the
We draw attention to Note 1(a) to the Special Purpose Financial Statements,
economic decisions of users taken on the basis of these Special Purpose
which describes the purpose and basis of preparation. The Special Purpose
Financial Statements.
Financial Statements have been prepared by the Company for the purpose
of the information and use of the Company’s management. The Special As part of an audit in accordance with SAs, we exercise professional
Purpose Financial Statements may not be suitable for any another purpose. judgment and maintain professional skepticism throughout the audit. We
Our report is intended solely for the information and use of the Board also:
of Directors and management of ITC Infotech France SAS and its group • Identify and assess the risks of material misstatement of the Special
companies and is not intended to be and should not be referred to or used Purpose Financial Statements, whether due to fraud or error, design
by any other party or for any other purpose except with our prior consent and perform audit procedures responsive to those risks, and obtain
in writing. We neither accept nor assume any duty, responsibility or liability audit evidence that is sufficient and appropriate to provide a basis for
to any other party or for any other purpose. our opinion. The risk of not detecting a material misstatement resulting
Our report is not modified in respect of this matter. from fraud is higher than for one resulting from error, as fraud may

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 ITC INFOTECH france sas

involve collusion, forgery, intentional omissions, misrepresentations, Materiality is the magnitude of misstatements in the Special Purpose
or the override of internal control. Financial Statements that, individually or in aggregate, makes it probable
that the economic decisions of a reasonably knowledgeable user of the
• Obtain an understanding of internal financial control relevant to the
Special Purpose Financial Statements may be influenced. We consider
audit in order to design audit procedures that are appropriate in the
quantitative materiality and qualitative factors in (i) planning the scope
circumstances but not for the purpose of expressing an opinion on the of our audit work and in evaluating the results of our work; and (ii) to
effectiveness of the company’s internal control. evaluate the effect of any identified misstatements in the Special Purpose
• Evaluate the appropriateness of accounting policies used and the Financial Statements.
reasonableness of accounting estimates and related disclosures made We communicate with those charged with governance regarding, among
by the management. other matters, the planned scope and timing of the audit and significant
audit findings, including any significant deficiencies in internal control that
• Conclude on the appropriateness of management’s use of the going
we identify during our audit.
concern basis of accounting and, based on the audit evidence
We also provide those charged with governance with a statement
obtained, whether a material uncertainty exists related to events or
that we have complied with relevant ethical requirements regarding
conditions that may cast significant doubt on the Company’s ability to
independence, and to communicate with them all relationships and other
continue as a going concern. If we conclude that a material uncertainty
matters that may reasonably be thought to bear on our independence,
exists, we are required to draw attention in our auditor’s report to and where applicable, related safeguards.
the related disclosures in the Special Purpose Financial Statements
or, if such disclosures are inadequate, to modify our opinion. Our For Deloitte Haskins & Sells LLP
Chartered Accountants
conclusions are based on the audit evidence obtained up to the date
(Firm Registration No: 117366W/W-100018)
of our auditor’s report. However, future events or conditions may
cause the Company to cease to continue as a going concern. Girish Bagri
Partner
• Evaluate the overall presentation, structure and content of the Special
(Membership No. 066572)
Purpose Financial Statements, including the disclosures, and whether
(UDIN: 23066572BGXZLN9547)
the Special Purpose Financial Statements represent the underlying Place: Bengaluru
transactions and events in a manner that achieves fair presentation. Date: April 29, 2023

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 ITC INFOTECH france sas

Special Purpose financial statements

Special Purpose Balance Sheet as at 31st March, 2023

As at As at
Note No. 31st March 2023 31st March 2023
(Amount in € ) (INR)
(Unaudited)
I ASSETS
1. Current Assets
(a) Financial Assets
(i) Cash and Cash Equivalents 2 3,000,000 268,327,500
(ii) Others 3 7,150 639,514
Sub-Total 3,007,150 268,967,014
TOTAL 3,007,150 268,967,014
II EQUITY AND LIABILITIES
1. Equity
(a) Equity Share Capital 4 3,000,000 268,327,500
(b) Other Equity 552 49,372
Sub-Total 3,000,552 268,376,872
2 Current Liabilities
(a) Financial Liabilities
(i) Trade Payables
- Total outstanding dues other than micro
and small enterprises 5 6,500 5,81,377
(b) Current Tax Liabilities (Net) 6 98 8,765
Sub-Total 6,598 5,90,142
TOTAL 30,07,150 26,89,67,014


The accompanying notes 1 to 15 are an integral part of the Special Purpose Financial Statements
This is the Special Purpose Balance Sheet referred to in our Report of even date

For Deloitte Haskins & Sells LLP,

Firm Registration Number: 117366 W/W-100018
Chartered Accountants On Behalf of ITC Infotech France SAS
Girish Bagri Anindya Roy Karan Shukla
Partner President Director
Membership Number: 066572
Place: Bengaluru
Date: April 29, 2023

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 ITC INFOTECH france sas

Special Purpose statement of profit and loss*

* For the period from 8th February 2023 till 31st March 2023

Note No. For the Period Ended For the Period Ended
31st March 2023 31st March 2023
(Amount in € ) (INR)
(Unaudited)

I Revenue from Operations 7 7,150 6,39,514
II Total Income 7,150 6,39,514
III Expenses
Other Expenses 8 6,500 5,81,376
Total Expenses 6,500 5,81,376
IV Profit Before Tax (II-III) 650 58,138
V Tax Expenses
Current Tax 9 98 8,765
VI Profit for the Period (IV-V) 552 49,372
VII Earnings Per Share (in € ) (Face value € 1 each) 10 0.001 0.12
(Basic and Diluted)

There were no items of comprehensive income in the current period, and accordingly, no Statement of Comprehensive Income is presented.
The accompanying notes 1 to 15 are an integral part of the Special Purpose Financial Statements

This is the Special Purpose Statement of Profit and Loss referred to in our Report of even date.
For Deloitte Haskins & Sells LLP,
Firm Registration Number: 117366 W/W-100018
Chartered Accountants On Behalf of ITC Infotech France SAS
Girish Bagri Anindya Roy Karan Shukla
Partner President Director
Membership Number: 066572
Place: Bengaluru
Date: April 29, 2023

Special Purpose Statement of Changes in Equity for The Period Ended 31 March, 2023*
*For the period 8th February 2023 till 31st March 2023

A. Equity Share Capital

Opening Balance Changes in Equity Share Capital Balance at 31st March, 2023 Balance at 31st March, 2023
during the period* (Amount in € ) ( Amount in `)
(Amount in € ) (Unaudited)
– 3,000,000 3,000,000 268,327,500

* Capital contribution by ITC Infotech India Limited (“the Parent”) at the time of incorporation of the Company.

B. Other Equity
Retained Earning Total Total
(Amount in € ) (Amount in € ) ( Amount in `)

Balance as at 1st April, 2022 – – –

Profit for the Period 552 552 49,372
Total Comprehensive Income 552 552 49,372
Balance as at 31st March, 2023 552 552 49,372
Retained Earnings - This represents the cumulative profits of the company.
The accompanying notes 1 to 15 are an integral part of the Special Purpose Financial Statements

This is the Special Purpose Statement of Changes in Equity referred to in our Report of even date.
For Deloitte Haskins & Sells LLP,
Firm Registration Number: 117366 W/W-100018
Chartered Accountants On Behalf of ITC Infotech France SAS
Girish Bagri Anindya Roy Karan Shukla
Partner President Director
Membership Number: 066572
Place: Bengaluru
Date: April 29, 2023

77
 ITC INFOTECH france sas

Special Purpose Cash Flows Statements for the Period ended 31st March, 2023*
* For the period from 8th February 2023 till 31st March 2023

For the period ended For the period ended

31st March’23 31st March’23
(Amount in € ) ( Amount in ` )
(Unaudited)
A CASH FLOW FROM OPERATING ACTIVITIES :
PROFIT BEFORE TAX 650 58,138
ADJUSTMENT ITEMS: – –
OPERATING PROFIT BEFORE WORKING CAPITAL CHANGES 650 58,138
ADJUSTMENTS FOR :
Other Assets (7,150 ) (639,514 )
Trade Payables, Other Liabilities and Provisions 6,500 (650) 581,376 (58,138)
CASH FROM OPERATIONS – –
NET CASH FROM OPERATING ACTIVITIES – –

B CASH FLOW FROM INVESTING ACTIVITIES : – –

NET CASH FROM / USED IN INVESTING ACTIVITIES – –

C CASH FLOW FROM FINANCING ACTIVITIES :

Proceeds from issue of Share Capital 3,000,000 268,327,500
NET CASH FROM FINANCING ACTIVITIES 3,000,000 268,327,500

NET INCREASE IN CASH AND CASH EQUIVALENTS 3,000,000 268,327,500

OPENING CASH AND CASH EQUIVALENTS – –
CLOSING CASH AND CASH EQUIVALENTS 3,000,000 268,327,500

CASH AND CASH EQUIVALENTS COMPRISE :

Cash and Cash Equivalents as above 3,000,000 268,327,500
Cash and Cash Equivalents (Note 2) 3,000,000 268,327,500

The above Cash Flow Statement has been prepared under the “Indirect Method” as set out in Indian Accounting Standard 7 “Statement of Cash Flows”.
The accompanying notes 1 to 15 are an integral part of the Special Purpose Financial Statements

This is the Special Purpose Cash Flow Statement referred to in our Report of even date.
For Deloitte Haskins & Sells LLP,
Firm Registration Number: 117366 W/W-100018
Chartered Accountants On Behalf of ITC Infotech France SAS
Girish Bagri Anindya Roy Karan Shukla
Partner President Director
Membership Number: 066572
Place: Bengaluru
Date: April 29, 2023

78
 ITC INFOTECH france sas

NOTES TO THE SPECIAL PURPOSE FINANCIAL STATEMENTS

NATURE OF OPERATIONS based on the nature of services rendered and their realization in
ITC Infotech France SAS (“the Company”) is a wholly owned subsidiary of cash and cash equivalents.
ITC Infotech India Limited (“the Parent”) providing information technology e) Foreign Currency Transactions
services to enterprise clients. The Company is incorporated and domiciled The presentation & functional currency of the Company is Euro
in France and has its registered office at 17, Rue Jeanne Braconnier 92360 being the currency of the primary economic environment in which
Meudon, France. the entity operates. The factors considered include the following:
ITC Infotech France SAS was incorporated on 8th February, 2023. a. Currency that influences sales prices for goods and services
1 SIGNIFICANT ACCOUNTING POLICIES and is of a country whose competitive forces and regulations
determine the sales prices of its goods and services.
a) Basis of preparation and statement of compliance
b. Currency that influences labour, material and other costs of
This Special Purpose Financial Statements comprising Special providing goods or services.
Purpose Balance Sheet as at 31st March, 2023 and Special Purpose
Statement of Profit and Loss, Special Purpose Statement of changes c. Currency in which funds from financing activities are generated
and
in Equity and Special Purpose Cash Flow Statement for the period
8th February, 2023 till 31st March, 2023 and a summary of d. Currency in which receipts from operating activities are usually
significant accounting policies and other explanatory information retained.
(together referred to as “Special Purpose Financial Statements”) Transactions in foreign currency are accounted for at the exchange
are prepared for inclusion in the annual report of the Ultimate rate prevailing on the transaction date. Gains / losses arising on
Holding Company (ITC Limited) under the requirements of section settlement as also on translation of foreign currency denominated
129(3) of the Companies Act, 2013*. The financial performance monetary items are recognised in the Statement of Profit and Loss.
and position of the Company are included in the consolidated f) Financial instruments, Financial assets and Financial liabilities
financial statements of the Holding Company, ITC Infotech India Financial Instruments
Limited, incorporated under the Companies Act, 2013, and having
Financial assets and financial liabilities are recognised when
its registered office 37 J. L. Nehru Road, Kolkata 700071, India.
the Company becomes a party to the contractual provisions of
These Special Purpose Financial Statements have been prepared the relevant instrument and are initially measured at fair value.
in accordance with Indian Accounting Standards (“Ind AS”) and Transaction costs that are directly attributable to the acquisition or
generally accepted accounting principles in India. Accordingly, issue of financial assets and financial liabilities (other than financial
these special purpose financial statements do not purport to follow assets and financial liabilities measured at fair value through profit
generally accepted accounting principles in France. or loss) are added to or deducted from the fair value on initial
These special purpose financial statements have been prepared on recognition of financial assets or financial liabilities. Purchase or
sale of financial assets that require delivery of assets within a time
a historical cost convention and on an accrual basis, except for the
frame established by regulation or convention in the market place
following material items that have been measured as fair value as
(regular way trades) are recognised on the trade date, i.e., the date
required by the relevant Ind AS and explained in the accounting
when the Company commits to purchase or sell the asset.
policy on financial instruments classified as fair value through profit
or loss. Financial Assets
Recognition: Financial assets include cash and cash equivalents.
Since it is a newly established company incorporated on 8th
Such assets are initially recognised when the Company becomes
February, 2023, accounting policies have been applied consistently
party to contractual obligations at fair value including transaction
throughout the period presented in these Special Purpose Financial
costs unless the asset is being fair valued through the Statement of
Statements. Disclosures have been given which are relevant to and Profit and Loss.
materially affect the Company’s financial position and financial
performance. Accordingly, information for comparative period is Classification: Management determines the classification of an
asset at initial recognition depending on the purpose for which the
not presented.
assets were acquired. The subsequent measurement of financial
*Companies Act, 2013 refers to the Companies Act, 2013 of India assets depends on such classification.
b) Convenience translation (unaudited) Financial assets are classified as those measured at:
These Special Purpose Financial Statement are presented in Euro. (a) amortised cost, where the financial assets are held solely for
However, as required by the parent company ITC Infotech India collection of cash flows arising from payments of principal and
Ltd., the Indian Rupee equivalent figures, arrived at by applying the / or interest.
average interbank exchange rate of EUR (€)= INR 89.4425 for the (b) fair value through other comprehensive income, where the
period ended 31st March, 2023 as provided by ITC Infotech India financial assets are held not only for collection of cash flows
Ltd, have been included solely for informational purposes and is arising from payments of principal and interest but also
not in conformity with the provisions of Ind AS. No representation from the sale of such assets. Such assets are subsequently
is made that the Euro amounts have been, could have been or measured at fair value, with unrealised gains and losses arising
could be converted into Indian rupee at such a rate or any other from changes in the fair value being recognised in other
rate. comprehensive income.
c) Use of Estimates and Judgment (c) fair value through profit or loss, where the assets are managed
in accordance with an approved investment strategy that
The preparation of the Special Purpose Financial Statements in
triggers purchase and sale decisions based on the fair value
conformity with Ind AS requires management to make judgments, of such assets. Such assets are subsequently measured at fair
estimates and assumptions that affect the application of accounting value, with unrealised gains and losses arising from changes in
policies and the reported amounts of assets, liabilities, income and the fair value being recognised in the Statement of Profit and
expenses. Actual results may differ from those estimates. Loss in the period in which they arise.
Estimates and underlying assumptions are reviewed on an Impairment: The Company assesses at each reporting date whether
ongoing basis. Revisions to accounting estimates are recognised a financial asset (or a group of financial assets) held at amortised
in the period in which the estimates are revised and in any future cost and financial assets that are measured at fair value through
periods affected. In particular, information about significant areas other comprehensive income are impaired based on evidence or
of estimation, uncertainty and critical judgments in applying information that is available without undue cost or effort. Expected
accounting policies that have the most significant effect on the credit losses are assessed and loss allowances recognised if the
amounts recognized in the special purpose financial statements are credit quality of the financial asset has deteriorated significantly
included in Income taxes note. since initial recognition.
d) Operating Cycle Reclassification : When and only when the business model
is changed, the Company shall reclassify all affected financial
All assets and liabilities have been classified as current or non- assets prospectively from the reclassification date as subsequently
current as per the Company’s normal operating cycle and other measured at amortised cost, fair value through other comprehensive
criteria set out in Ind AS 1 – Presentation of Financial Statements income, fair value through profit or loss without restating the

79
 ITC INFOTECH france sas

NOTES TO THE SPECIAL PURPOSE FINANCIAL STATEMENTS (continued)

previously recognised gains, losses or interest and in terms of Directors examines the Company’s performance and has identified
the reclassification principles laid down in the Ind AS relating to single reportable segment, namely Information Technology.
Financial Instruments. Segment revenue is reported on the same basis as revenue in the
De-recognition: Financial assets are derecognised when the right Special Purpose Financial Statements. Currently the entire revenue
to receive cash flows from the assets has expired, or has been of the Company comes from a single customer domiciled in India.
transferred, and the Company has transferred substantially all of j) Provisions
the risks and rewards of ownership. Concomitantly, if the asset is Provisions are recognised when, as a result of a past event, the
one that is measured at: Company has a legal or constructive obligation; it is probable that
(a) amortised cost, the gain or loss is recognised in the Statement an outflow of resources will be required to settle the obligation; and
of Profit and Loss; the amount can be reliably estimated. The amount so recognised
(b) fair value through other comprehensive income, the is a best estimate of the consideration required to settle the
cumulative fair value adjustments previously taken to reserves obligation at the reporting date, taking into account the risks and
are reclassified to the Statement of Profit and Loss unless uncertainties surrounding the obligation.
the asset represents an equity investment in which case the In an event when the time value of money is material, the provision
cumulative fair value adjustments previously taken to reserves is carried at the present value of the cash flows estimated to settle
is reclassified within equity. the obligation.
Income Recognition on Financial Assets : Interest income is k) Statement of cash flows
recognised in the Statement of Profit and Loss using the effective Cash flows are reported using the indirect method, whereby profit
interest method. for the period is adjusted for the effects of transactions of a non-cash
Financial Liabilities nature, any deferrals or accruals of past or future operating cash
Trade payables and other financial liabilities are initially recognised receipts or payments and item of income or expenses associated
at the value of the respective contractual obligations. They are with investing or financing cash flows. The cash from operating,
subsequently measured at amortised cost. Any discount or premium investing and financing activities of the Company are segregated.
on redemption / settlement is recognised in the Statement of l) New Accounting Pronouncements
Profit and Loss as finance cost over the life of the liability using The Ministry of Corporate Affairs (MCA) has issued the Companies
the effective interest method and adjusted to the liability figure (Indian Accounting Standards) (Amendment) Rules, 2023 on 31st
disclosed in the Balance Sheet. Financial liabilities are derecognised March, 2023 amending:
when the liability is extinguished, that is, when the contractual
obligation is discharged, cancelled and on expiry. Ind AS 1, ‘Presentation of Financial Statements’ - The amendments
require companies to disclose their material accounting policies
Offsetting Financial Instruments rather than their significant accounting policies.
Financial assets and liabilities are offset and the net amount is Ind AS 8 ‘Accounting Policies, Changes in Accounting Estimates and
included in the Balance Sheet where there is a legally enforceable Errors’ – This amendment has introduced a definition of ‘accounting
right to offset the recognised amounts and there is an intention estimates’ and included amendments to help distinguish changes
to settle on a net basis or realise the asset and settle the liability in accounting policies from changes in accounting estimates.
simultaneously.
Ind AS 12 ‘Income Taxes’ - This amendment has narrowed the
g) Revenue from Sale of Services scope of the initial recognition exemption so that it does not apply
The Company is engaged in providing information technology to transactions that give rise to equal and offsetting temporary
services to enterprise clients. The Company derives its revenues differences.
primarily from Information Technology (IT) services. The same are applicable for financial statements pertaining
Revenues from customer contracts are considered for recognition to annual periods beginning on or after 1st April, 2023. The
and measurement when the contract has been approved in Company expects that there will be no material impact on the
writing, by the parties, to the contract, the parties to the contract financial statements resulting from the implementation of these
are committed to perform their respective obligations under amendments.
the contract, and the contract is legally enforceable. Revenue
is recognized upon transfer of control of promised services Note No.
(“performance obligations”) to customers in an amount that As at As at
reflects the consideration the Company has received or expects 31st March, 31st March,
to receive in exchange for these services (“transaction price”). 2023 2023
When there is uncertainty as to collectability, revenue recognition is (Amount in €) (Amount in `)
postponed until such uncertainty is resolved. (Unaudited)
The Company assesses the services promised in a contract 2 CASH AND CASH EQUIVALENTS
and identifies distinct performance obligations in the contract. Balance with Bank:
The Company allocates the transaction price to each distinct Current Account 3,000,000 268,327,500
performance obligation based on cost plus a margin. Total 3,000,000 268,327,500
h) Taxes on Income
3 OTHER FINANCIAL ASSETS
Taxes on income comprises current taxes and deferred taxes.
Current tax in the Statement of Profit and Loss is provided as the Current
amount of tax payable in respect of taxable income for the period Unbilled Revenue 7,150 639,514
using tax rates and tax laws enacted during the period, together Total 7,150 639,514
with any adjustment to tax payable in respect of previous years.
4 EQUITY SHARE CAPITAL
Deferred tax is recognised on temporary differences between the
carrying amounts of assets and liabilities and the amounts used for Authorised:
taxation purposes (tax base), at the tax rates and tax laws enacted 3,000,000 Equity Shares of € 1 each 3,000,000 268,327,500
or substantively enacted by the end of the reporting period. Issued and subscribed :
Deferred tax assets are recognised for the future tax consequences 3,000,000 Equity Shares of
to the extent it is probable that future taxable profits will be € 1 each, fully paid 3,000,000 268,327,500
available against which the deductible temporary differences can (All equity shares are held by ITC
be utilised. Infotech India Limited, the Holding
i) Operating Segments Company. The Equity Shares of the
Operating segments are reported in a manner consistent with the Company, having par value of € 1
internal reporting provided to the chief operating decision-maker each per share, rank pari passu in
(CODM). The CODM, who is responsible for allocating resources all respects including entitlement to
and assessing performance of the operating segments, has been dividend.)
identified as the Board of Directors of the Company. The Board of Total
3,000,000 268,327,500

80
 ITC INFOTECH france sas

NOTES TO THE SPECIAL PURPOSE FINANCIAL STATEMENTS (continued)

4(a)Shared held by Promoters 11 Categories of Financial Instruments

As at 31st March 2023 As at 31st March, 2023 As at 31st March, 2023

( Amount in € ) ( Amount in ` )
Particulars Promoter Name No. of shares % change (Unaudited)
% of Total Carrying Fair Carrying Fair
as at end of during the
Shares Value Value Value Value
the period period
Financial Assets
Equity Shares of € ITC Infotech India 3,000,000 100% 100%
Measured at amortised cost
1 each, fully paid Limited
Cash and Cash Equivalents 3,000,000 3,000,000 268,327,500 268,327,500

5 FINANCIAL LIABILITIES Other Financial Assets 7,150 7,150 639,514 639,514

Total 3,007,150 3,007,150 268,967,014 268,967,014
Trade Payables
Financial Liabilities
Ageing schedule
Measured at amortised cost

Trade Payable as at 31st Particulars Outstanding for following periods Trade Payables 6,500 6,500 581,376 581,376
March, 2023
Total 6,500 6,500 581,376 581,376
Not Accrued Less than 6 Total Total
Due 6 months months ( Amount ( Amount
-1 year in € ) in ` ) 12 Financial Risk Management Objectives
(Unaudited)
The Company has a system - based approach to risk management,
Others - 6,500 - - 6,500 581,376 anchored to policies and procedures and internal financial controls
Total - 6,500 - - 6,500 581,376 aimed at ensuring early identification, evaluation and management of
key financial risks (such as foreign currency risk, credit risk and liquidity
As at As at
risk) that may arise as a consequence of its business operations.
31st March, 31st March,
2023 2023 a) Market Risk
(Amount in €) (Amount in `)
(Unaudited) The Company has in place appropriate risk management policies to
6 CURRENT TAX LIABILITIES limit the impact of currency, interest and price risk on its financial
Provision For Income Tax 98 8,765 performance.
98 8,765 i) Foreign Currency Risk
The Company undertakes transactions denominated in
For the period For the period
functional currency - Euro.
ended ended
31st March, 31st March, There are no outstanding foreign currency denominated
2023 2023 financial assets and financial liabilities, as at the end of the
(Amount in €) (Amount in `) reporting period.
(Unaudited)
7 REVENUE FROM OPERATIONS ii) Interest Rate Risk

Sale of Services 7,150 639,514 Interest rate risk refers to the risk that the fair value or future
cash flows of a financial instrument will fluctuate because of
Total Revenue 7,150 639,514
changes in market interest rates. As all the financial assets
Income from services rendered to group companies are recognized and liabilities of the Company are non-interest bearing, the
based on cost plus mark-up in accordance with the terms of the Company’s net exposure to interest risk is nil.
respective agreements.
iii) Price Risk
8 OTHER EXPENSES Since all the funds are kept in the bank account there is no
Auditor’s Remuneration and Expenses 5,700 509,822 price risk on such surplus funds.
Bank Charges 800 71,554 iv) Liquidity Risk
Total 6,500 5,81,376 Liquidity risk is defined as the risk that the Company will not
be able to settle or meet its obligations as they become due.
9 TAX EXPENSES
The Company manages its liquidity risk by ensuring that it will
9(a)Tax Expense Recognised in Statement of Profit and Loss always have sufficient liquidity to meet its liabilities when due.
Current Tax 98 8,765
The table below provides details regarding the remaining contractual
Total 98 8,765 maturities of significant financial liabilities at the reporting date.
9(b)The reconciliation between the income tax expenses and amounts As at 31st March, 2023
computed by applying the standard rate of income tax to profit Contractual Cash flows*
before taxes is as follows: Carrying Less More More More Total Total
Profit before tax 650 58,138 value than 3 than 3 than 6 than 1 Beyond (Amount (Amount
months months months period 3 years in € ) in `)
Income tax expense calculated at 15% 98 8,765 up to 6 up to 1 up to 3 (Unaudited)
months year years
Income Tax expenses recognised in
Trade 6,500 6,500 - - - - 6,500 5,81,376
Statement of Profit and Loss 98 8,765 Payables

10 Earnings per share Total 6,500 6,500 - - - - 6,500 5,81,376

(a) Profit after Tax 552 49,372 v) Credit Risk

(b) Weighted average number of
Credit risk is the risk that counterparty will not meet its
Equity Shares No. 4,27,397 4,27,397
obligations under a financial instrument which may lead to
(c) Earnings Per Share 0.001 0.12 a financial loss to the Company. During the FY and as at the
(Face value of € 1 each, per share) reporting period there is no external risk as there is no revenue
(Basic and Diluted) from any external customers.

81
 ITC INFOTECH france sas

NOTES TO THE SPECIAL PURPOSE FINANCIAL STATEMENTS (continued)

13 RELATED PARTY DISCLOSURES (vi) DISCLOSURE OF OUTSTANDING BALANCES

(i) ULTIMATE HOLDING COMPANY: Holding Company
ITC Limited For the period For the period ended
Descriptions ended 31st 31st March, 2023
(ii) HOLDING COMPANY: March, 2023 ( Amount in ` )
ITC Infotech India Limited ( Amount in € ) (Unaudited)
(iii) Fellow Subsidiary Companies: Balances as at 31st
March,
ITC Infotech Limited (UK) i) Other Financial 7,150 639,514
ITC Infotech (USA), Inc. and its wholly owned subsidiary Indivate Inc. Assets (Unbilled)
ITC Infotech Do Brasil LTDA. (vii)INFORMATION REGARDING SIGNIFICANT TRANSACTIONS
ITC Infotech Malaysia SDN. BHD. (Generally in excess of 10% of the total transaction value of the
ITC Infotech GmbH same type)
(iv) KEY MANAGEMENT PERSONNEL For the period For the period ended
Mr. Anindya Roy - President Related Party ended 31st 31st March, 2023
Mr. Vishal Kumar - Director Transactions March, 2023 ( Amount in ` )
( Amount in € ) (Unaudited)
Mr. Karan Shukla - Director
Sale of Services
Mr. Sharad Jain - Director
ITC Infotech India
(v) DISCLOSURE OF TRANSACTIONS BETWEEN THE COMPANY Limited 7,150 639,514
AND RELATED PARTIES
14 SUBSEQUENT EVENTS
Holding Company The Company evaluated subsequent events through April 29, 2023,
which is the date on which the Special Purpose Financial Statements
For the period For the period ended are approved by the Board of Directors. Based on this evaluation, the
Descriptions ended 31st 31st March, 2023 Company is not aware of any other events or transactions that would
March, 2023 ( Amount in ` ) require recognition or disclosure in the Special Purpose Financial
( Amount in € ) (Unaudited) Statements.
15 APPROVAL OF SPECIAL PURPOSE FINANCIAL STATEMENTS
Sale of Services 7,150 639,514
The Special Purpose Financial Statements were approved for issue by
the Board of Directors on April 29, 2023.

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 ITC INFOTECH (USA), INC.

REPORT OF THE DIRECTORS In the year ahead, clients across industries will be focused on driving cost
Your Directors present their Report together with the Audited Financial efficiencies while sustaining their growth momentum. The Corporation
Statements for the year ended March 31, 2023. stays focused on its strategic pillars of Customer Centricity, Employee
Centricity and Operational Excellence, towards fulfilling its vision of
The Corporation is a wholly owned subsidiary of ITC Infotech India Limited,
providing business-friendly solutions to the clients. The Corporation will
incorporated in India.
continue to make client and employee-focused investments to enable it to
Principal Activities enter the next phase of its growth and differentiation.
The Corporation is engaged in providing information technology services The ongoing economic and geo-political volatility is expected to continue
to customers, majority of which are commercial entities in the United States impacting client sentiment and IT spending, resulting in sustained focus
of America. on cost-optimization and vendor consolidation. In this context, clients are
Financial Results (*) increasingly looking for trusted partners who are jointly invested in shaping
(US$ million) and driving their growth and transformation agenda. The demand for
attracting, training, and retaining high-quality talent, particularly in niche
Year Ended March 31, 2023 2022 and future-focused technologies, continues to remain a top priority to
succeed in the global technology landscape. However, the Corporation’s
Total Revenue 149.28 133.76
strategy of increasing its onsite presence, including local hiring, its
Operating Income 6.18 3.34 investments in strengthening its Sales teams (hiring & sales enablement
training) and its continued investments in learning & development for its
Profit/(Loss) After Tax 4.67 2.53
employees will aid in mitigating these risks. The Corporation is also focused
(*) including Indivate Inc., a wholly owned subsidiary of the Corporation. on increasing its client relevance through differentiated and integrated
offerings across its portfolio of services.
Business Review
(**) Standalone Results
Corporation
Wholly owned subsidiary - Indivate Inc.
For the year ended March 31, 2023, the Corporation posted total revenue
Indivate Inc. (“Indivate”) provides consumer and market research,
of US$ 145.13 million (2022: US$ 133.34 million) while the net profit after
business consulting & other advisory services, and is also engaged in
tax was US$ 3.87 million (2022: US$ 2.52 million) (**). The growth in
trading activities. Indivate recorded Revenue of US$ 4.15 million during
revenue was primarily driven by strategic deal wins in existing key clients the year (2022: US$ 0.42 million) and Net Profit of US$ 0.8 million
in areas such as PLM-led Digital Thread Solutions, Digital Manufacturing, (2022: US$ 0.013 million).
Open Hospitality, Infrastructure Services, and Application Development & Directors
Maintenance. In terms of Article III - Clause 4(c) of the By-Laws of the Corporation,
The Corporation continues to stay relevant to the evolving business Mr. S. Dutta and Mr. R. K. Singhi were appointed as the Directors of the
priorities of its clients and partnered with them in driving their growth and Corporation with effect from July 21, 2022, to hold office until the next
transformation agenda. The Corporation remains focused on strengthening Annual Meeting of the Shareholders of the Corporation.

its existing capabilities and identifying newer opportunities for long-term Mr. R. Tandon and Mr. B. B. Chatterjee, consequent to their retirement,
ceased to be Directors of the Corporation with effect from July 20, 2022.
growth and differentiation. The Corporation’s portfolio of client and
industry-focused capabilities include PLM-led Digital Thread Solutions, All the Directors of the Corporation viz., Messrs. S. Puri, S. Sivakumar,
S. Dutta, (Ms.) B. Parameswar, S. Singh and R. K. Singhi will retire at the next
Digital Manufacturing, Open Hospitality, Cloud and Sustainability.
Annual Meeting, and, being eligible, offer themselves for re-appointment.
Cost optimization, digital transformation and talent-centric strategies
continued to drive technology spending for the clients. The Corporation
also continued to enable clients to adapt to these trends, and witnessed On behalf of the Board
strong performance across verticals, particularly in Hospitality, Consumer S. Sivakumar S. Singh
Packaged Goods and Manufacturing. Date: May 2, 2023 Vice Chairman Director

INDEPENDENT AUDITOR’S REPORT the Audit of the Special Purpose Financial Statements section of our report.
We are required to be independent of the Company and to meet our other
To the Board of Directors of
ethical responsibilities, in accordance with the relevant ethical requirements
ITC Infotech (USA), Inc. relating to our audits. We believe that the audit evidence we have obtained
is sufficient and appropriate to provide a basis for our audit opinion.
Opinion
Emphasis of Matter
We have audited the accompanying Special Purpose Financial Statements
of ITC Infotech (USA), Inc. (the “Company”), which comprise the special Basis of preparation and presentation and restriction to use
purpose balance sheets as of March 31, 2023 and 2022, and the related We draw attention to Note B[1] to the Special Purpose Financial Statements,
special purpose statements of operations and retained earnings and cash which describes the basis of preparation. For the purpose of the Special
flows for the years then ended, and the related notes to the special purpose Purpose Financial Statements, the Company did not consolidate Indivate
financial statements (collectively referred to as the “Special Purpose Inc., a wholly owned subsidiary. Further, as discussed in Note B[1] to the
Special Purpose Financial Statements, the Indian Rupee equivalent figures
Financial Statements”).
have been included in the Special Purpose Financial Statements as required
In our opinion, the accompanying Special Purpose Financial Statements by the Parent company of ITC Infotech (USA), Inc. for informational
present fairly, in all material respects, the financial position of the Company purposes only. Accordingly, the accompanying Special Purpose Financial
as of March 31, 2023 and 2022, and the results of its operations and its cash Statements are not intended to be a presentation in conformity with
flows for the years then ended in accordance with the basis of preparation accounting principles generally accepted in the United States of America.
set out in Note B[1] to the Special Purpose Financial Statements. Our report is intended solely for the information and use of the Board
Basis for Opinion of Directors and management of ITC Infotech (USA), Inc. and its group
companies and is not intended to be and should not be used by anyone
We conducted our audits in accordance with auditing standards generally
other than these specified parties.
accepted in the United States of America (GAAS). Our responsibilities under
those standards are further described in the Auditor’s Responsibilities for Our opinion is not modified with respect to this matter.

83
 ITC INFOTECH (USA), INC.

Responsibilities of Management for the Special Purpose Financial • Obtain an understanding of internal control relevant to the audit
Statements in order to design audit procedures that are appropriate in the
Management is responsible for the preparation and fair presentation of circumstances, but not for the purpose of expressing an opinion on the
the Special Purpose Financial Statements in accordance with the basis effectiveness of the Company’s internal control. Accordingly, no such
described in Note B[1] to the Special Purpose Financial Statements, and for opinion is expressed.
the design, implementation, and maintenance of internal control relevant • Evaluate the appropriateness of accounting policies used and
to the preparation and fair presentation of Special Purpose Financial the reasonableness of significant accounting estimates made by
Statements that are free from material misstatement, whether due to fraud management, as well as evaluate the overall presentation of the Special
or error. Purpose Financial Statements.
In preparing the Special Purpose Financial Statements, management is
• Conclude whether, in our judgment, there are conditions or events,
required to evaluate whether there are conditions or events, considered
considered in the aggregate, that raise substantial doubt about the
in the aggregate, that raise substantial doubt about the Company’s ability
Company’s ability to continue as a going concern for a reasonable
to continue as a going concern for one year after the date that the Special
period of time.
Purpose Financial Statements are issued.
Auditor’s Responsibilities for the Audit of the Special Purpose Financial We are required to communicate with those charged with governance
Statements regarding, among other matters, the planned scope and timing of the
audit, significant audit findings, and certain internal control-related matters
Our objectives are to obtain reasonable assurance about whether the
that we identified during the audit.
Special Purpose Financial Statements as a whole are free from material
misstatement, whether due to fraud or error, and to issue an auditor’s Other Information included in the Report of the Directors
report that includes our opinion. Reasonable assurance is a high level of Management is responsible for the other information included in the Report
assurance but is not absolute assurance and therefore is not a guarantee of the Directors. The other information comprises the information included
that an audit conducted in accordance with GAAS will always detect a in the Report of the Directors but does not include the Special Purpose
material misstatement when it exists. The risk of not detecting a material
Financial Statements and our auditor’s report thereon. Our opinion on the
misstatement resulting from fraud is higher than for one resulting from
Special Purpose Financial Statements does not cover the other information,
error, as fraud may involve collusion, forgery, intentional omissions,
and we do not express an opinion or any form of assurance thereon.
misrepresentations, or the override of internal control. Misstatements are
considered material if there is a substantial likelihood that, individually or in In connection with our audits of the Special Purpose Financial Statements,
the aggregate, they would influence the judgment made by a reasonable our responsibility is to read the other information and consider whether a
user based on the Special Purpose Financial Statements. material inconsistency exists between the other information and the Special
In performing an audit in accordance with GAAS, we: Purpose Financial Statements, or the other information otherwise appears
to be materially misstated. If, based on the work performed, we conclude
• Exercise professional judgment and maintain professional skepticism
that an uncorrected material misstatement of the other information exists,
throughout the audit.
we are required to describe it in our report.
• Identify and assess the risks of material misstatement of the Special
Purpose Financial Statements, whether due to fraud or error, and
design and perform audit procedures responsive to those risks. Such Deloitte Haskins & Sells LLP
procedures include examining, on a test basis, evidence regarding the Bengaluru, India
amounts and disclosures in the Special Purpose Financial Statements. Date: May 2, 2023

84
 ITC INFOTECH (USA), INC.

SPECIAL PURPOSE BALANCE SHEETS AS OF MARCH 31,

2023 2023 2022 2022
Assets (US $) (`) (US $) (`)
Current assets
Cash and cash equivalents 4,142,705 340,406,071 229,1928 173,710,952
Accounts receivable, net of allowance for doubtful accounts of US $ 213,215
(INR 17,519,877) as of 2023 and US $ 227,621 (INR 17,251,964) as of 2022 40,779,437 3,350,846,338 40,197,903 3,046,699,563
Advances to employees 88,525 7,274,099 72,835 5,520,346
Other current assets 169,270 13,908,916 210,526 15,956,291
Total current assets 45,179,937 3,712,435,424 42,773,192 3,241,887,152
Property and equipment 607,941 49,954,512 415,245 31,472,457
Less: Accumulated depreciation and amortization 342,806 28,168,369 315,588 23,919,203
265,135 21,786,143 99,657 7,553,254
Right of Use Asset – – 93,347 7,075,002
Less: Accumulated depreciation – – 71,806 5,442,356
– – 21,541 1,632,646
Investment in subsidiary (Indivate Inc.) 100,000 8,217,000 100,000 7,579,250
Deferred income taxes 1,296,605 106,542,033 1,156,047 87,619,692
Other assets, principally advances 1,644,364 135,117,390 872,903 66,159,501
48,486,041 3,984,097,990 45,023,340 3,412,431,495
Liabilities and Stockholder’s Equity
Current liabilities
Accounts payable 152,095 12,497,646 173,777 13,170,993
Accrued expenses and other current liabilities 11,183,367 918,937,266 7,862,165 595,893,177
Unearned Revenue 603,274 49,571,025 236,308 17,910,338
Accrued payroll and payroll taxes 1,125,479 92,480,610 981,792 74,412,471
Operating Lease liability – – 22,948 1,739,286
Due to ITC Infotech India Ltd., net 5,463,677 448,950,339 9,795,116 742,396,329
Total current liabilities 18,527,892 1,522,436,886 19,072,106 1,445,522,594
Non-current liabilities
Accrued expenses and other Liabilities 132,239 10,866,079 – –
Stockholder’s equity
Paid up Share Capital 18,200,000 1,495,494,000 18,200,000 1,379,423,500
Retained earnings 11,625,910 955,301,025 7,751,234 587,485,401
Total stockholder’s equity 29,825,910 2,450,795,025 25,951,234 1,966,908,901
48,486,041 3,984,097,990 45,023,340 3,412,431,495

On behalf of the Board

Date: May 2, 2023 Soumyarup Roy A Raghavapudi S Singh S Sivakumar
Financial Controller President Director Vice Chairman
The accompanying notes are an integral part of these financial statements.

SPECIAL PURPOSE STATEMENTS OF OPERATIONS AND RETAINED EARNINGS

FOR THE YEARS ENDED MARCH 31,
2023 2023 2022 2022
(US $) (`) (US $) (`)
Revenues
Sale of Services 144,535,341 11,876,468,970 132,809,360 10,065,953,418
Resale of Software and Hardware 554,937 45,599,173 425,968 32,285,180
Other Operating Income 35,719 2,935,030 108,042 8,188,773
Total revenues 145,125,997 11,925,003,173 133,343,370 10,106,427,371
Cost of revenues, principally
employment costs and fees charged by affiliates 131,340,380 10,792,239,025 122,388,922 9,276,162,373
Gross profit 13,785,617 1,132,764,148 10,954,448 830,264,998
General and administrative expenses 8,409,858 691,038,032 7,628,814 578,206,885
Operating income 5,375,759 441,726,116 3,325,634 252,058,113
Other income 1,581 129,911 – –
Income before interest and income tax expense 5,377,340 441,856,027 3,325,634 252,058,113
Interest Expense 49 4,026 1,815 137,563
Income before income tax expense 5,377,291 441,852,001 3,323,819 251,920,550
Income tax expense / (benefit)
Current 1,643,173 135,019,525 78,115 5,920,531
Deferred (140,558) (11,549,651) 730,473 55,364,375
Total income tax expense 1,502,615 123,469,874 808,588 61,284,906
Net income 3,874,676 318,382,127 2,515,231 190,635,644
Retained earnings at beginning of year 7,751,234 636,918,898 5,236,003 396,849,757
Retained earnings at end of year 11,625,910 955,301,025 7,751,234 587,485,401
On behalf of the Board
Date: May 2, 2023 Soumyarup Roy A Raghavapudi S Singh S Sivakumar
Financial Controller President Director Vice Chairman
The accompanying notes are an integral part of these financial statements.

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 ITC INFOTECH (USA), INC.

SPECIAL PURPOSE statements of cash flows FOR the yearS endED March 31,
2023 2023 2022 2022
(US $) (`) (US $) (`)
Cash flows from operating activities
Net income 3,874,676 318,382,127 2,515,231 190,635,644
Adjustments to reconcile net income to net cash provided by operating activities
Depreciation and amortization 89,932 7,389,705 137,493 10,420,938
Deferred income taxes (140,558) (11,549,651) 730,473 55,364,375
Write off of Fixed Assets / ROU Assets 1,471 120,872 (2,497 ) (189,254 )
Provision for Bad debt expense 98,006 8,053,153 92,547 7,014,368
(Increase) decrease in assets
Accounts receivable (679,540) (55,837,794) (12,583,751 ) (953,753,948 )
Advances to employees (15,690) (1,289,247) (66,294 ) (5,024,588 )
Other current assets 41,256 3,390,006 (101,831 ) (7,718,026 )
Other assets, principally unsecured advances (771,460) (63,390,868) (57,147 ) (4,331,314 )
Increase (decrease) in liabilities
Accounts payable (21,682) (1,781,610) 40,604 3,077,479
Accrued expenses and other liabilities 3,453,441 283,769,247 (10,334 ) (783,239 )
Unearned Revenue 366,966 30,153,596 (234,980 ) (17,809,722 )
Accrued payroll and payroll taxes 143,686 11,806,678 (41,722 ) (3,162,215 )
Due to ITC Infotech India Ltd., net (4,331,439) (355,914,343) 7,970,619 604,113,141
Net cash provided /(used) by operating activities 2,109,065 173,301,871 (1,611,589 ) (122,146,361 )
Cash flows from investing activities
Capital expenditures (235,340) (19,337,888) (105,630 ) (8,005,962 )
Net cash used in investing activities (235,340) (19,337,888) (105,630 ) (8,005,962 )
Lease Liability (22,948) (1,885,637) (99,331 ) (7,528,545 )
Net cash used in financing activities (22,948) (1,885,637) (99,331 ) (7,528,545 )
Net increase / (decrease) in cash and cash equivalents 1,850,777 152,078,346 (1,816,550 ) (137,680,868 )
Cash and cash equivalents at beginning of year 2,291,928 188,327,725 4,108,478 311,391,820
Cash and cash equivalents at end of year 4,142,705 340,406,071 2,291,928 173,710,952

On behalf of the Board

Date: May 2, 2023 Soumyarup Roy A Raghavapudi S Singh S Sivakumar
Financial Controller President Director Vice Chairman
The accompanying notes are an integral part of these financial statements.

NOTES TO THE FINANCIAL STATEMENTS MARCH 31, 2023 AND 2022

NOTE A - BUSINESS BACKGROUND AND PRINCIPAL TRANSACTIONS [2] Use of estimates:

WITH AFFILIATES In preparing financial statements in conformity with accounting
ITC Infotech (USA), Inc. (the “Company”), a New Jersey corporation, principles generally accepted in the United States of America,
is engaged in providing information technology services to customers, management is required to make estimates and assumptions that
majority of which are commercial entities throughout the United States of affect the reported amounts of assets and liabilities and disclosure of
America. The Company is a wholly-owned subsidiary of ITC Infotech India contingent assets and liabilities at the date of the financial statements,
Ltd., an Indian company. There are 185,000 common shares authorized as well as the reported amounts of revenues and expenses during
of which 182,000 have been issued, and are outstanding, to ITC Infotech the reporting period. Although actual results could differ from those
estimates, in the opinion of management such estimates would not
India Ltd. ITC Infotech Ltd. is also a wholly-owned subsidiary of ITC Infotech
materially affect the financial statements.
India Ltd.
Estimates and underlying assumptions are reviewed on a periodic
The Company has entered into an agreement with its parent company ITC basis. Revisions to accounting estimates are recognized in the period
Infotech India Ltd. on April 1, 2014 wherein the Company has agreed to in which the estimates are revised and in any future periods affected.
sub-contract the execution and management of customer contracts to ITC In particular, information about significant areas of estimation,
Infotech India Ltd. Under the terms of this agreement, ITC Infotech India uncertainty and critical judgments in applying accounting policies
Ltd shall assume the overall execution and management responsibilities for that have the most significant effect on the amounts recognized in
such customer contracts. the financial statements is included in the notes on 1) Recognition of
NOTE B - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES revenue 2) Accounts Receivable 3) Property and equipment.
[1] Basis of presentation: [3] Recognition of revenue:
As required by its parent company ITC Infotech India Ltd., the The Company is engaged in providing information technology
financial statements of the Company are not prepared in accordance services to enterprise clients. The Company derives its revenues
with accounting principles generally accepted in the United States of primarily from Information Technology (IT) services.
America (US GAAP) as the results of operations of its wholly-owned Revenues from customer contracts are considered for recognition and
subsidiary Indivate were not included since the date of acquisition. measurement when the contract has been approved by the parties
Accordingly, these financial statements do not purport to follow US to the contract, the parties to the contract are committed to perform
GAAP. Accounting policies and disclosures have been given which their respective obligations under the contract, and the contract is
legally enforceable.
are relevant to and materially affect the Company’s financial position,
cash flows, or results of operations. The Company assesses the services promised in a contract and
identifies distinct performance obligations in the contract. The
Convenience translation (unaudited) Company allocates the transaction price to each distinct performance
These financial statements are presented in U.S. dollars. However, as obligation based on expected cost-plus margin. Revenue excludes
required by the parent company ITC Infotech India Ltd., the Indian amounts collected on behalf of third parties, such as sales tax.
Rupee equivalent figures, arrived at by applying the average interbank Revenue is recognized upon transfer of control of promised products
exchange rate of US$1 = INR 82.17 for fiscal year ended March 31, or services (“performance obligations”) to customers in an amount
2023 (2022 US$1 = INR 75.7925) as provided by ITC Infotech India that reflects the consideration which the Company expects to receive
Ltd, have been included solely for informational purposes and is not in exchange for those products or services. (“transaction price”).
in conformity with the provisions of FASB ASC 830-30 – Foreign Revenue is recognized from services performed on a “time and
Currency Matters – Translation of Financial Statements and U.S. GAAP. material” basis, as and when the services are performed. Revenue

86
 ITC INFOTECH (USA), INC.

NOTES TO THE FINANCIAL STATEMENTS MARCH 31, 2023 AND 2022 (Contd.)
from Fixed price support services is recognized on a straight-line basis asset is capitalized within property, plant and equipment or investment
when services are performed through a series of repetitive acts over property and depreciated over its useful economic life. Payments
a specified period. received under operating leases are recognized in the Statement of
Revenue is recognized from services performed on “time bound Operations on a straight-line basis over the term of the lease.
fixed-price engagements” based on efforts expended using the The amount of ROU Asset and Lease Liabilities recognized in the
percentage of completion method of accounting, if work completed Balance Sheet are disclosed in Note F. The total cash outflow for leases
can be reasonably estimated. The cumulative impact of any revision for the year is US $ 67,784 (INR 5,569,833) (including payments
in estimates of the percentage of work completed is reflected in the in respect short-term leases of US $ 44,787 (INR 3,680,174)) [ In
period in which the change becomes known. Provisions for estimated FY2021-22, the total cash outflow for leases was US $ 129,525 (INR
losses on such engagements are made during the period in which a 9,817,008) (including payments in respect short-term leases of US $
loss becomes probable and can be reasonably estimated. 28,378 (INR 2,150,862))]
Revenue from sales of third-party vendor software / hardware is upon [8] Income taxes:
delivery to customer. The Company accounts for income taxes pursuant to ASC 740,
The billing schedules agreed with customers include periodic Income Taxes (“ASC 740”). ASC 740 requires recognition of deferred
performance-based billing and / or milestone-based progress billings. tax assets and liabilities for the expected future tax consequences
Amounts received or billed in advance of services performed are of events that have been included in the financial statements or tax
presented as unearned revenue (contract liabilities). Unbilled revenue returns. Under this method, deferred tax assets and liabilities are
represents amounts recognized based on services performed in determined based on the differences between the financial reporting
advance of billing in accordance with contract terms. and tax bases of assets and liabilities using enacted tax rates in effect
The incremental costs of obtaining a contract are recognized as for the year in which the differences are expected to reverse. Future
an asset and amortized to revenues in accordance with ASC 606 tax benefits, such as net operating loss carry forwards, are recognized
- Revenue from contracts with customers. Capitalized costs are to the extent that realization of these benefits is considered to be more
monitored regularly for impairment. Impairment losses are recorded likely than not. If the future realization of such benefits is uncertain,
when present value of projected remaining operating cash flows is then a valuation allowance is recorded.
not sufficient to recover the carrying amount of the capitalized costs. The Company provides for income tax in accordance with the FASB
[4] Cash and cash equivalents: issued ASC 740-10, Income Taxes (“ASC 740-10”). ASC 740-10
For purposes of reporting cash flows, the Company considers all provides recognition criteria and a related measurement model for
deposits in cash accounts which are not subject to withdrawal uncertain tax positions taken or expected to be taken in income tax
restrictions or penalties to be cash or cash equivalents. returns. ASC 740-10 requires that a position taken or expected to
be taken in a tax return be recognized in the financial statements
[5] Accounts receivable: when it is more likely than not that the position would be sustained
Credit is extended based on evaluation of a customer’s financial upon examination by tax authorities. Tax positions, that meet the
condition and, generally, collateral is not required. Accounts receivable more likely than not threshold, are then measured using a probability-
are generally due within 30 to 60 days and are stated at amounts weighted approach recognizing the largest amount of tax benefit that
due from customers net of an allowance for doubtful accounts. is greater than 50% likely of being realized upon ultimate settlement.
Accounts outstanding longer than the contractual payment terms There were no significant matters determined to be unrecognized tax
are considered past due. The Company creates an allowance for benefits taken or expected to be taken in a tax return that have been
accounts receivable based on historical experience, management’s recorded in the Company’s consolidated financial statements for the
evaluation of outstanding accounts receivable and based on risk year ended March 31, 2023. The Company’s Federal and State tax
assessment, which are conducted regularly and considers all aspects returns are subject to examination by taxing authorities for the years
with respect to debts such as invoice ageing, credit information from ended March 31, 2020 and after.
credit reports of its customers. Amounts are written off when they are
[9] Advertising costs:
deemed uncollectible.
Advertising costs are expensed as incurred.
[6] Property and equipment:
[10] Long-lived assets:
Equipment, purchased or internally developed software, furniture and
fixtures and leasehold improvements are stated at cost. Depreciation The Company follows ASC 360, Property, Plant and Equipment.
and amortization are provided under the straight line method based Accordingly, whenever events or circumstances indicate that the
upon the estimated useful lives of the assets, with such lives ranging carrying amount of an asset may not be recoverable, the Company
from three to ten years. assesses the recoverability of the asset. Based on our evaluation, no
impairment charge has been recorded in fiscal years ended March 31,
[7] Leases: 2023 or 2022.
The Company assesses at contract inception whether a contract is, or [11] Fair value measurements:
contains, a lease. A contract is, or contains, a lease if it conveys the
right to control the use of an identified asset for a period of time in The Company’s financial instruments include cash and cash
exchange for consideration. equivalents, accounts receivable from customers, advances, other
assets, accounts payable, and accruals, which are short-term in
As a Lessee
nature. The Company believes the carrying amounts of these financial
Right – of – Use (ROU) Assets are recognized at inception of a contract instruments reasonably approximate their fair value.
or arrangement for significant lease components at cost less lease
ASC 820 Fair Value Measurements (“ASC 820”) defines fair value,
incentives, if any. ROU Assets are subsequently measured at cost less
establishes a common framework for measuring fair value under the
accumulated depreciation and impairment losses, if any. The cost of
U.S. GAAP, and expands disclosures about fair value measurements for
ROU Assets includes the amount of lease liabilities recognized, initial
direct cost incurred, and lease payments made at or before the lease financial and non-financial assets and liabilities.
commencement date. ROU Assets are generally depreciated over the [12] Capitalized software costs:
shorter of the lease term and estimated useful lives of the underlying Costs incurred for development of computer software for internal use
assets on a straight-line basis. Lease term is determined based on of the Company are capitalized. Any costs incurred in the preliminary
consideration of facts and circumstances that create an economic stages of development and in the operating stages of the software are
incentive to exercise an extension option, or not to exercise a expensed immediately. There were no such costs capitalized in fiscal
termination option. Lease payments associated with short-term leases years ended March 31, 2023 or 2022.
are charged to the Statement of Operations on a straight-line basis [13] Summary of recent accounting pronouncements:
over the term of the relevant lease. In June 2016, FASB issued ASU No. 2016-13, Financial Instruments -
The Company recognizes lease liabilities measured at the present Credit Losses, which require a financial asset (or a group of financial
value of lease payments to be made on the date of recognition of assets) measured at amortized cost basis to be presented at the net
the lease. Such lease liabilities do not include variable lease payments amount expected to be collected. The allowance for credit losses
(that do not depend on an index or a rate), which are recognized is a valuation account that is to be deducted from the amortized
as expense in the periods in which they are incurred. Interest on cost basis of the financial asset(s) to present the net carrying value
lease liability is recognized using the effective interest method. Lease at the amount expected to be collected on the financial asset. The
liabilities are subsequently increased to reflect the accretion of interest new guidance is effective for fiscal years beginning after December
and reduced for the lease payments made. The carrying amount 15, 2022. The amendment should be applied through a modified
of lease liabilities are also remeasured upon modification of lease retrospective approach. Early adoption as of the fiscal years beginning
arrangement or upon change in the assessment of the lease term. The after December 15, 2018 is permitted. The Company does not expect
effect of such remeasurements is adjusted to the value of ROU Assets. the adoption of this ASU to have a material effect on its financial
As a Lessor position or results of operations.
Leases in which the Company does not transfer substantially all the [14] Reclassifications:
risks and rewards of ownership of an asset are classified as operating Certain prior year amounts have been reclassified to conform to the
leases. Where the Company is a lessor under an operating lease, the current year presentation.

87
 ITC INFOTECH (USA), INC.

NOTES TO THE FINANCIAL STATEMENTS MARCH 31, 2023 AND 2022 (Contd.)

NOTE C - RELATED PARTY TRANSACTIONS NOTE D - ACCOUNTS RECEIVABLE

The Company had transactions with the following parties :
Accounts receivable as on March 31, 2023, of US $ 40,779,437 (INR 3,350,846,338) and March 31, 2022 of
2023 2023 2022 2022
US $ 40,197,903 (INR 3,046,699,563) include both billed and unbilled receivables. Unbilled receivables were
(US $) (`) (US $) (`)
Transactions with ITC Infotech India Ltd US $ 16,658,287 (INR 1,368,811,443) and 16,971,112 (INR 1,286,283,035) as of March 31, 2023 and 2022,
Costs for project consultations / other expenses, included respectively.
in cost of revenues / general and administrative expenses 85,854,707 7,054,681,274 82,470,620 6,250,654,466 Unbilled Revenue consist of the following:
Transfer of receivables to ITC Infotech India Ltd 199,651 16,405,346 – –
Particulars 2023 (US $) 2023 (`) 2022 (US $) 2022 (`)
Transactions with ITC Infotech Ltd
Costs for project consultations / other expenses, included Time & Material and 14,803,381 1,216,393,817 15,054,436 1,141,013,335
in cost of revenues / general and administrative expenses 34,033 2,796,492 73,958 5,605,462 others

Transactions with Technico Technologies Fixed Price contracts 1,854,906 152,417,626 1,916,676 145,269,700
Costs for project consultations / other expense based on % Completion
reimbursements, included in cost of revenues / Total 16,658,287 1,368,811,443 16,971,112 1,286,283,035
general and administrative expenses 454,169 37,319,067 275,975 20,916,835
Changes in the allowance for doubtful accounts in 2022 and 2021 are as
Transactions with ITC Limited
follows:
Refund of reimbursement of expenses – – 1,200 90,951
2023 2023 2022 2022
Transactions with Indivate
(US $) (`) (US $) (`)
There was no amount receivable/ payable to Technico Technologies (fellow subsidiary of ultimate parent, ITC
Beginning balance 227,621 18,703,618 1,238,514 93,870,072
Limited), ITC Limited and ITC Infotech Ltd. as on 31st March, 2023 and 31st March, 2022 respectively. The
Increase / (Decrease) to allowance 98,006 8,053,153 92,547 7,014,368
receivable/ payable amount as on 31st March, 2023 and 31st March, 2022 for the other related parties have been
Accounts written off 112,412 9,236,894 1,103,440 83,632,476
disclosed in the Balance Sheet.
Ending balance 213,215 17,519,877 227,621 17,251,964

NOTE E – PROPERTY AND EQUIPMENT

Property and equipment consist of the following: As of
Estimated useful 31-Mar-23 31-Mar-22
lives (Years)
(US $)
(`) (US $) (`)

Leasehold Improvements 4 26,074 2,142,501 26,074 1,976,214

Office Equipment 5 38,168 3,136,265 38,168 2,892,848
Computers etc. 3 483,094 39,695,833 290,398 22,009,991
Furniture and Fixtures 10 58,962 4,844,908 58,962 4,468,877
Capitalised Software 5 1,643 135,005 1,643 124,527
607,941 49,954,512 415,245 31,472,457
Less: Accumulated depreciation (342,806) (28,168,369) (315,588) (23,919,203)
Property and Equipment, net 265,135 21,786,143 99,657 7,553,254
The depreciation expense recognized in the Statement of Operations is as follows:
FY 2022-23 FY 2021-22
(US $) (`) (US $) (`)
Depreciation expense 68,391 5,619,677 41,855 3,172,270
NOTE F - LEASES
The long-term lease expired during the year and has been renewed as a short-term lease.
Right of use asset: As of
31-Mar-23
31-Mar-22
(US $)
(`) (US $) (`)

Right of use asset - Buildings – – 93,347 7,075,002

–
– 93,347 7,075,002
Less: Accumulated depreciation – – (71,806) (5,442,356)
Right of use asset, net – – 21,541 1,632,646

Lease Liability: As of
31-Mar-23
31-Mar-22
(US $)
(`) (US $) (`)

Lease Liability
Current – – 22,948 1,739,286
–
– 22,948 1,739,286

Impact for the period FY 2022-23 FY 2021-22

(US $) (`) (US $) (`)
Depreciation expense 21,541 1,770,028 95,638 7,248,643
Interest on Lease Liability 49 4,026 1,815 137,563
21,590
1,774,054 97,453 7,386,206

88
 ITC INFOTECH (USA), INC.

NOTES TO THE FINANCIAL STATEMENTS MARCH 31, 2023 AND 2022 (Contd.)

NOTE G - INCOME TAXES Sheet under Current Liabilities in the amount of US $ 603,274 (INR
The income taxes expense consists of the following: 49,571,025) and US $ 236,308 (INR 17,910,338) as at March 31, 2023
Year ended and 2022, respectively.
2023 2023 2022 2022
Revenue recognized in FY 2022-23 that was included as Unearned
(US $) (`) (US $) (`)
Federal Taxes Revenue balance at the beginning of the FY 2022-23 was US $ 219,637
Current 1,347,920 110,758,586 63,676 4,826,163 (INR 18,047,572).
Deferred (101,399) (8,331,956) 613,910 46,529,774 NOTE L - CONCENTRATION OF CREDIT RISK AND SIGNIFICANT
State and local taxes CUSTOMERS
Current 295,253 24,260,939 14,439 1,094,368 A significant portion of the Company’s sales are to several key customers,
Deferred (39,159) (3,217,695) 116,563 8,834,601 some of which are also agencies providing software consulting services to
Total current expense 1,502,615 123,469,874 808,588 61,284,906 commercial entities and software developers. Three such key customers
accounted for approximately 23% (10%, 7% and 6%) and approximately
Deferred tax assets and liabilities consist of the following:
25% (9%, 9% and 7%) of the Company’s revenues for the years ended
2023 2023 2022 2022
March 31, 2023, and 2022, respectively.
(US $) (`) (US $) (`)
Accounts receivable from these customers approximated 23% (11%, 4%
Provision for Doubtful Debts 51,385 4,222,305 54,881 4,159,568 and 8%) and 30% (14%, 10% and 6%) of total accounts receivable as at
Depreciation under State Taxes 1,529 125,638 4,790 363,046 March 31, 2023 and 2022, respectively. Additionally, one customer, that
Depreciation under Federal Taxes (56,326) (4,628,307) (21,990) (1,666,677) did not account under revenue concentration, accounted for 5% of the
Accrued vacation 361,142 29,675,038 353,808 26,815,993 accounts receivables as of March 31, 2023.
Accrued bonus 716,712 58,892,226 396,377 30,042,404
Financial instruments that potentially subject the Company to
ESOS Expense 149,467 12,281,703 229,736 17,412,266 concentrations of credit risk consist principally of cash deposits. Accounts
Prepaid Expenses (41,082) (3,375,708) (46,209) (3,502,296) at each financial institution are insured by the Federal Deposit Insurance
Foreign tax credit carry-over 113,778 9,349,138 183,040 13,873,059 Corporation up to regulatory limits. The Company has not experienced
Lease Depreciation and Interest – – 1,614 122,329 any losses in such accounts.
1,296,605 106,542,033 1,156,047 87,619,692
NOTE M - EMPLOYEE BENEFIT PLANS
NOTE H – OTHER CURRENT ASSETS The Company maintains a 401(k) Savings Plan for qualified employees.
Year Ended Employees who are eligible, as defined by the plan documents, may
2023 2023 2022 2022 contribute an amount not to exceed 100% of participant’s compensation,
(US $) (`) (US $) (`) up to the maximum annual elective contribution established by the
Internal Revenue Service. The Company makes a Safe Harbor Matching
Prepaid Expenses 149,770 12,306,601 191,026 14,478,337 Contribution equal to 100% on the first 3% of eligible earnings that are
Security Deposit 19,500 1,602,315 19,500 1,477,954 deferred as Elective Deferral and an additional 50% on the next 2% of
169,270 13,908,916 210,526 15,956,291 eligible earnings. The 401(k) expense for the years ended March 31,
2023 and 2022 was US $593,065 (INR 48,732,141) and US $554,595
NOTE I – ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES
(INR 42,034,155), respectively.
Year Ended
NOTE N - LINE OF CREDIT
2023 2023 2022 2022
(US $) (`) (US $) (`) On November 8, 2022, the Company entered into a revolving line of
credit agreement for a maximum borrowing of US $10,000,000 (INR.
Provisions for Employee benefits 4,279,069 351,611,099 3,061,245 232,019,421 821,700,000). Interest on this line of credit is chargeable at Secured
Other Provisions and Overnight Financing Rate plus 0.75%. There were no amounts outstanding
accrued liabilities 6,904,298 567,326,167 4,800,920 363,873,756
as at March 31, 2023 on account of this credit facility.
11,183,367 918,937,266 7,862,165 595,893,177
NOTE O – CONTINGENT LIABILITIES
NOTE J – SALE OF SERVICES Claims against the Company not acknowledged as debts US $ 440,000
2023 2023 2022 2022 (INR 36,154,800) (2022 – Nil), including interest and penalties on claims,
(US $) (`) (US $) (`) estimated to be US $ 229,000 (INR 18,816,930) (2022 - Nil) towards
Time & Material 88,415,690 7,265,117,247 83,542,981 6,331,931,388 income tax demand raised by Canadian Tax authorities.
Fixed Price 56,119,651 4,611,351,723 49,266,379 3,734,022,030 NOTE P - SUBSEQUENT EVENTS
144,535,341 11,876,468,970 132,809,360 10,065,953,418 The Company evaluated subsequent events through May 2, 2023, which
NOTE K – UNEARNED REVENUE is the date on which the Financial Statements are issued. Based on this
evaluation, the Company is not aware of any other events or transactions
Unearned Revenue consists of amounts received or billed in advance of
that would require recognition or disclosure in the financial statements.
services performed. Unearned Revenue has been reflected in the Balance

89
 INDIVATE INC.

REPORT OF THE DIRECTORS regulatory frameworks, competition trends, and consumer preferences in
Your Directors present their Report together with the Audited Financial identified business segments. The Corporation also undertakes trading including
Statements for the year ended March 31, 2023. supply, marketing, and distribution of consumer packaged goods sourced from
The Corporation is a wholly owned subsidiary of ITC Infotech (USA), Inc., ITC. During the year, the Corporation ventured into supply and distribution of
incorporated in the USA. whole wheat flour in the international markets. The Revenue generated from
the trading business was US$ 3,666,716 during the year (2022: US$ 25,176).
Principal Activities
Directors
The Corporation is engaged in providing consumer and market research,
business consulting and other advisory services. The Corporation is also In terms of Article III Clause 4(c) of the By-Laws of the Corporation,
engaged in trading activities, including marketing and distribution of consumer Mr. N. K. Jasper was appointed as a Director of the Corporation with effect from
packaged goods. July 21, 2022, to hold office until the next Annual Meeting of the Shareholders
of the Corporation.
Financial Results
(US $) Consequent to his resignation, Mr. S. Dutta ceased to be a Director of the
Year Ended March 31, 2023 2022 Corporation with effect from July 22, 2022.
Total Revenue 4,155,522 420,999 All the Directors of the Corporation viz., Messrs. N. K. Jasper, (Ms.) B.
Operating Income / (Loss) 802,892 13,239 Parameswar and S. Roy will retire at the next Annual Meeting, and, being
Profit/(Loss) After Tax 802,892 13,239 eligible, offer themselves for re-appointment.

Business Review On behalf of the Board

The Corporation continues to provide business consulting and other
advisory services to ITC Limited, India (ITC). These services primarily include Bhavani Parameswar
trendspotting, market evaluation and research, and analysis of emerging Date: May 2, 2023 Director & President

INDEPENDENT AUDITOR’S REPORT and therefore is not a guarantee that an audit conducted in accordance with
To the Board of Directors of GAAS will always detect a material misstatement when it exists. The risk of
ITC Infotech (USA), Inc. and Subsidiary. not detecting a material misstatement resulting from fraud is higher than for
one resulting from error, as fraud may involve collusion, forgery, intentional
Opinion omissions, misrepresentations, or the override of internal control. Misstatements
We have audited the consolidated financial statements of ITC Infotech (USA), are considered material if there is a substantial likelihood that, individually or in
Inc. and subsidiary (the “Company”), which comprise the consolidated balance the aggregate, they would influence the judgment made by a reasonable user
sheets as of March 31, 2023 and 2022, and the related consolidated statements based on the financial statements.
of operations and retained earnings and cash flows for the years then ended, In performing an audit in accordance with GAAS, we:
and the related notes to the consolidated financial statements (collectively
referred to as the “financial statements”). • Exercise professional judgment and maintain professional skepticism
throughout the audit.
In our opinion, the accompanying financial statements present fairly, in all
material respects, the financial position of the Company as of March 31, 2023 • Identify and assess the risks of material misstatement of the financial
and 2022, and the results of its operations and its cash flows for the years statements, whether due to fraud or error, and design and perform audit
then ended in accordance with accounting principles generally accepted in the procedures responsive to those risks. Such procedures include examining,
United States of America. on a test basis, evidence regarding the amounts and disclosures in the
financial statements.
Basis of Opinion
• Obtain an understanding of internal control relevant to the audit in order
We conducted our audits in accordance with auditing standards generally to design audit procedures that are appropriate in the circumstances, but
accepted in the United States of America (GAAS). Our responsibilities under not for the purpose of expressing an opinion on the effectiveness of the
those standards are further described in the Auditor’s Responsibilities for the Company’s internal control. Accordingly, no such opinion is expressed.
Audit of the Financial Statements section of our report. We are required to be
• Evaluate the appropriateness of accounting policies used and the
independent of the Company and to meet our other ethical responsibilities, in
reasonableness of significant accounting estimates made by management,
accordance with the relevant ethical requirements relating to our audits. We
as well as evaluate the overall presentation of the financial statements.
believe that the audit evidence we have obtained is sufficient and appropriate
to provide a basis for our audit opinion. • Conclude whether, in our judgment, there are conditions or events,
considered in the aggregate, that raise substantial doubt about the
Emphasis of Matter Company’s ability to continue as a going concern for a reasonable period
As discussed in Note B[1] to the financial statements, the Indian Rupee of time.
equivalent figures have been included in the financial statements as required by We are required to communicate with those charged with governance
the parent company of the Company for informational purposes only and is not regarding, among other matters, the planned scope and timing of the audit,
a representation in conformity with principles generally accepted in the United significant audit findings, and certain internal control-related matters that we
States of America. Our opinion is not modified with respect to this matter. identified during the audit.
Responsibilities of Management for the Financial Statements Other Information Included in the Report of the Directors
Management is responsible for the preparation and fair presentation of the Management is responsible for the other information included in the Report
financial statements in accordance with accounting principles generally of the Directors. The other information comprises the information included in
accepted in the United States of America, and forthe design, implementation, the Report of the Directors but does not include the financial statements and
and maintenance of internal control relevant to the preparation and fair our auditor’s report thereon. Our opinion on the financial statements does not
presentation of financial statements that are free from material misstatement, cover the other information, and we do not express an opinion or any form of
whether due to fraud or error. assurance thereon.
In preparing the financial statements, management is required to evaluate In connection with our audits of the financial statements, our responsibility is
whether there are conditions or events, considered in the aggregate, that raise to read the other information and consider whether a material inconsistency
substantial doubt about the Company’s ability to continue as a going concern exists between the other information and the financial statements, or the other
for one year after the date that the financial statements are issued. information otherwise appears to be materially misstated. If, based on the work
performed, we conclude that an uncorrected material misstatement of the
Auditor’s Responsibility for theAudit of the Financial Statements
other information exists, we are required to describe it in our report.
Our objectives are to obtain reasonable assurance about whether the financial
statements as a whole are free from material misstatement, whether due Deloitte Haskins & Sells LLP
to fraud or error, and to issue an auditor’s report that includes our opinion. Bengaluru, India
Reasonable assurance is a high level of assurance but is not absolute assurance Date: May 2, 2023

90
 INDIVATE INC.

BALANCE SHEETS AS OF MARCH 31,

2023 2023 2022 2022
(US $) (`) (US $) (`)
Assets
Current assets
Cash and cash equivalents 2,310,245 189,832,832 99,421 7,535,367
Inventory 81,726 6,715,425 13,437 1,018,424
Accounts receivable 7,562 621,370 2,072 157,050
Due from ITC Limited, net – – 38,721 2,934,753
Other current assets 79,066 6,496,853 53,243 4,035,420
Total current assets 2,478,599 203,666,480 206,894 15,681,014
Property and equipment 5,932 487,432 7,070 535,853
Less: Accumulated depreciation and amortization 4,761 391,211 4,896 371,080
1,171 96,221 2,174 164,773
2,479,770 203,762,701 209,068 15,845,787
Liabilities and Stockholder’s Equity
Current liabilities
Accounts payable 22,041 1,811,109 11,928 904,053
Accrued expenses and other current liabilities 1,409,636 115,829,789 6,195 469,535
Accrued payroll and payroll taxes 63,835 5,245,322 63,835 4,838,214
Due to ITC Limited, net 54,256 4,458,216 – –
Total current liabilities 1,549,768 127,344,436 81,958 6,211,802
Stockholder’s equity
Paid up Capital 100,000 8,217,000 100,000 7,579,250
Retained earnings 830,002 68,201,265 27,110 2,054,735
Total Stockholder’s equity 930,002 76,418,265 127,110 9,633,985
2,479,770 203,762,701 209,068 15,845,787
On behalf of the Board
Date: May 2, 2023 Bhavani Parameswar Soumyarup Roy
Director and President Director
The accompanying notes are an integral part of these financial statements.

STATEMENTS OF OPERATIONS AND RETAINED EARNINGS

FOR THE YEARS ENDED MARCH 31,
2023 2023 2022 2022
(US $) (`) (US $) (`)
Revenue
Service income- Related party 488,806 40,165,189 395,823 30,000,415
Total Service income 488,806 40,165,189 395,823 30,000,415
Sale of Traded Goods 3,666,716 301,294,054 25,176 1,908,152
Total Revenue 4,155,522 341,459,243 420,999 31,908,567
Cost of revenues, principally
employment costs 636,559 52,306,053 373,417 28,302,208
Purchase of Stock-in-trade 2,763,951 227,113,854 32,098 2,432,788
Change in Inventories of Stock-in-trade (68,289) (5,611,307) 2,245 170,154
Cost of Sales 2,695,662 221,502,547 34,343 2,602,942
Gross profit 823,301 67,650,643 13,239 1,003,417
General and administrative expenses 20,409 1,677,007 – –
Operating Income 802,892 65,973,636 13,239 1,003,417
Less: Income tax – – – –
Net Income 802,892 65,973,636 13,239 1,003,417
Retained earnings at beginning of year 27,110 2,227,629 13,871 1,051,318
Retained earnings at end of year 830,002 68,201,265 27,110 2,054,735

On behalf of the Board

Date: May 2, 2023 Bhavani Parameswar Soumyarup Roy
Director and President Director
The accompanying notes are an integral part of these financial statements.

91
 INDIVATE INC.

STATEMENT OF CASH FLOWS

FOR THE YEARS ENDED MARCH 31,
2023 2023 2022 2022
(US $) (`) (US $) (`)
Cash flows from operating activities
Net income 802,892 65,973,636 13,239 1,003,417
Adjustments to reconcile net income to net cash provided by operating activities
Depreciation and amortization 1,003 82,417 970 73,519
(Increase) decrease in assets
Inventory (68,289) (5,611,307) 2,244 170,078
Accounts receivable (5,490) (451,113) (1,056) (80,037)
Due from ITC Limited, net 38,721 3,181,705 (9,618) (728,972)
Other current assets (25,823) (2,121,876) 61 4,624
Increase (decrease) in liabilities
Accounts payable 10,113 830,985 (232) (17,584)
Accrued expenses and other liabilities 1,403,441 115,320,747 (7,593) (575,492)
Accrued payroll and payroll taxes – – (37,335) (2,829,712)
Due to ITC Limited, net 54,256 4,458,216 – –
Net cash used in operating activities 2,210,824 181,663,410 (39,320) (2,980,159)
Cash flows from investing activities
Net cash used in investing activities – – – –
Cash flows from financing activities – – – –
Net cash used in financing activities – – – –
Net decrease in cash and cash equivalents 2,210,824 181,663,410 (39,320) (2,980,159)
Cash and cash equivalents at beginning of year 99,421 8,169,422 138,741 10,515,526
Cash and cash equivalents at end of year 2,310,245 189,832,832 99,421 7,535,367

On behalf of the Board
Date: May 2, 2023 Bhavani Parameswar Soumyarup Roy
Director and President Director
The accompanying notes are an integral part of these financial statements.

NOTES TO THE FINANCIAL STATEMENTS MARCH 31, 2023 AND 2022

NOTE A - BUSINESS BACKGROUND AND PRINCIPAL TRANSACTIONS WITH [3] Inventory:
AFFILIATES
Inventories are stated at lower of cost and net realisable value. The cost
Indivate Inc. (the “Company”) was formed as a New Jersey State incorporated is calculated on weighted average method. Cost comprises expenditure
company and 100% of the shareholder interest is owned by ITC Infotech (USA), incurred in the normal course of business in bringing such inventories
Inc. to its present location and condition and includes product cost from the
It is engaged in providing business consulting services to related party entities Company’s suppliers, as well as applicable inbound freight, import duties,
that operate in India. The Company is also engaged in trading activities wherein taxes, insurance and logistics and other handling fees. Net realisable value
the Company is purchasing goods and distributing/marketing the same in USA is the estimated selling price less estimated costs for completion and sale.
and other countries. Obsolete, slow moving and defective inventories are identified from time
to time and, where necessary, a provision is made for such inventories.
NOTE B - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
[4] Recognition of revenue:
[1] Basis of presentation:
Service revenue is based upon services provided by the Company on
The financial statements of the Company are prepared in accordance with customer assignments and is recognized when the work is performed.
accounting principles generally accepted in the United States of America Substantially, the customers are invoiced on a monthly basis.
(U.S. GAAP), the country of formation. The amounts are represented in
Revenue from sale of goods is measured at the fair value of the consideration
U.S. dollars. Accounting policies and disclosures have been given which
received or receivable for goods supplied and services rendered, net of
are relevant to and materially affect the Company’s financial position, cash
returns and discounts to customers. Revenue from the sale of goods is
flows, or results of operations.
shown excluding taxes such as State Sales tax which are payable in respect
Convenience translation (unaudited) of sale of goods. Revenue from the sale of goods is recognized when
the Company performs its obligations to its customers and the amount
As required by ITC Infotech India Ltd., the sole shareholder of the Parent of revenue can be measured reliably and recovery of the consideration is
Company, the Indian Rupee equivalent figures, arrived at by applying the probable. The timing of such recognition in case of sale of goods is when
year end interbank exchange rate of US $1 = INR 82.17 for the fiscal year the control over the same is transferred to the customer, which is mainly
ended March 31, 2023 (2022: US$1 = INR 75.7925) as provided by the upon delivery.
Sole shareholder of the Parent Company, have been included solely for
informational purposes and is not in conformance with the provisions of [5] Cash and cash equivalents:
FASB ASC 830-30 – Foreign Currency Matters – Translation of Financial For the purpose of reporting cash flows, the Company considers all
Statements and U.S. GAAP. deposits in cash accounts which are not subject to withdrawal restrictions
or penalties to be cash or cash equivalents.
[2] Use of estimates:
[6] Accounts receivable:
In preparing financial statements in conformity with accounting principles
generally accepted in the United States of America, management is required Credit is extended based on evaluation of a customer’s financial condition
to make estimates and assumptions that affect the reported amounts of and, generally, collateral is not required. Accounts receivable are generally
assets and liabilities and disclosure of contingent assets and liabilities at due within 30 days and are stated at amounts due from customers net of
the date of the financial statements, as well as the reported amounts of an allowance for doubtful accounts. Accounts outstanding longer than the
revenues and expenses during the reporting period. Although actual results contractual payment terms are considered past due. The Company creates
could differ from those estimates, in the opinion of the management such an allowance for accounts receivable based on historical experience,
estimates would not materially affect the financial statements. management’s evaluation of outstanding accounts receivable and based
on risk assessment, which are conducted regularly and considers all aspects
Estimates and underlying assumptions are reviewed on a periodic basis. with respect to debts such as invoice ageing, credit information from credit
Revisions to accounting estimates are recognized in the period in which reports of its customers. Amounts are written off when they are deemed
the estimates are revised and in any future periods affected. In particular, uncollectible.
information about significant areas of estimation, uncertainty and critical [7] Property and Equipment:
judgments in applying accounting policies that have the most significant
effect on the amounts recognized in the financial statements is included in Property and equipment purchased are stated at cost. Depreciation is
the notes on 1) Recognition of revenue 2) Accounts Receivable 3) Property provided under the straight-line method based upon the estimated useful
and equipment. lives of the assets, with such lives ranging between three to ten years.

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 INDIVATE INC.

NOTES TO THE FINANCIAL STATEMENTS MARCH 31, 2023 AND 2022 (Contd.)

[8] Summary of recent accounting pronouncements: contribute an amount not to exceed 100% of participant’s compensation,
In June 2016, FASB issued ASU No. 2016-13, Financial Instruments - Credit up to the maximum annual elective contribution established by the
Losses, which require a financial asset (or a group of financial assets) Internal Revenue Service. The Company makes a Safe Harbor Matching
measured at amortized cost basis to be presented at the net amount Contribution equal to 100% on the first 3% of eligible earnings that are
expected to be collected. The allowance for credit losses is a valuation deferred as Elective Deferral and an additional 50% on the next 2% of
account that is to be deducted from the amortized cost basis of the eligible earnings. The 401(k) expense for the years ended March 31, 2023
financial asset(s) to present the net carrying value at the amount expected and 2022 was US $ 10,414 (INR 855,686) and US $ 7,806 (INR 591,629),
to be collected on the financial asset. The new guidance is effective for respectively.
fiscal years beginning after December 15, 2022. The amendment should
be applied through a modified retrospective approach. Early adoption as [10] Income taxes:
of the fiscal years beginning after December 15, 2018 is permitted. The
In accordance with the Federal and State Corporate tax laws in USA, the
Company does not expect the adoption of this ASU to have a material
effect on its financial position or results of operations. income tax liability is computed on a combined basis by ITC Infotech (USA),
Inc. (the parent company of the Company in USA) and a combined tax
[9] Employee benefit plans: return is filed including its subsidiary, the Company. Hence, the income tax
The Company maintains a 401(k) Savings Plan for qualified employees. expenses, related current and deferred tax assets/liabilities are accounted
Employees who are eligible, as defined by the plan documents, may on a combined basis by ITC Infotech (USA), Inc. in its financial statements.
NOTE C – RELATED PARTY TRANSACTIONS
The Company has entered into various transactions with its related parties as follows:
2023 2023 2022 2022
(US $) (`) (US $) (`)
Transactions with ITC Limited
Service / Account Management fees / others recognized as revenue by Indivate 488,806 40,165,189 395,823 30,000,415
Purchase of Goods 161,771 13,292,723 21,262 1,611,500
Re-imbursement of Expenses from ITC Limited 78,588 6,457,576 – –
Trademark License fee 167,300 13,747,041 – –
Marketing expenses – – 150 11,346
The receivable/ payable amount as on 31st March, 2023 and 31st March, 2022 for related parties have been disclosed in the Balance Sheet.

NOTE D – PROPERTY AND EQUIPMENT

Property and equipment consist of the following:
As of
Estimated useful lives (Years) 31-Mar-23 31-Mar-22

(US $) (`) (US $) (`)
Computers etc. 3 2,572 211,340 3,710 281,190
Office equipment 5 639 52,507 639 48,432
Furniture and fixtures 10 2,721 223,585 2,721 206,231
5,932
487,432 7,070 535,853
Less: Accumulated depreciation (4,761) (391,211) (4,896) (371,080)
Property and equipment, net 1,171 96,221 2,174 164,773
The depreciation expense recognized in the Statement of Operations is as follows:
FY 2022-23 FY 2021-22
(US $)
(`) (US $) (`)
Depreciation expense 1,003 82,417 970 73,519

NOTE E – OTHER CURRENT ASSETS

31-Mar-23 31-Mar-22

(US $) (`) (US $) (`)
Prepaid Expenses 26,566 2,182,928 743 56,314
Security Deposit 52,500 4,313,925 52,500 3,979,106
Total 79,066 6,496,853 53,243 4,035,420

NOTE F – ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES

31-Mar-23 31-Mar-22

(US $) (`) (US $) (`)
Other Provisions and accrued liabilities 547,720 45,006,152 6,195 469,535
Advance from customers 861,916 70,823,637 – –
Total 1,409,636 115,829,789 6,195 469,535

NOTE G – SUBSEQUENT EVENTS

The Company evaluated subsequent events through May 2, 2023 which is the date on which the Financial Statements are issued. Based on this evaluation,
the Company is not aware of any other events or transactions that would require recognition or disclosure in the financial statements.

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 SURYA NEPAL PRIVATE limited

DIRECTORS REPORT Unlike most countries, cigarettes account for a relatively lower share of
Your Directors are pleased to submit their Report and the Audited Accounts total tobacco consumption in Nepal. Manufacture of smokeless tobacco
of the Company for the year ended 32nd Asadh, 2079 (16th July, 2022). products, which constitute the major share of tobacco consumption in
Nepal, is widely dispersed and is highly prone to tax evasion, leading
SOCIO-ECONOMIC AND REGULATORY ENVIRONMENT
to major challenges in revenue administration. It is relevant to note
The year under review began in the midst of the second wave of COVID-19 that most of these products escape regulatory oversight and tend to be
pandemic in Nepal. Vaccination drives and other containment measures, manufactured in unhygienic conditions with ingredients of questionable
adopted by the Government of Nepal, enabled progressive recovery in quality.
economic activities. As a result, GDP growth during the year is estimated
Excessive taxation on cigarettes over the years has created an extremely
at 5.8% compared to 4.2% during the previous year. However, new
lucrative arbitrage opportunity for trade in illicit cigarettes. This has provided
challenges have emerged in the form of rising inflation and Balance of
a fillip to illicit cigarette trade resulting in proliferation of counterfeit and
Payment (BOP) deficit.
smuggled products in the Country. Markets, particularly in Terai region
Consumer price inflation remained elevated during the year, touching and Kathmandu, have been flooded with smuggled international brands
8.1% in Asadh, 2079 (July, 2022), primarily due to higher fuel and and counterfeits of domestic brands. Multiple instances of seizure of large
commodity prices propelled by geo-political developments. quantities of smuggled cigarettes have been reported in the media during
On the external sector, Trade Deficit grew by 23% to NRs. 1,720 billion the year under review.
(Rs. 1,075 billion) owing to significant increase in imports of fuel, vehicles, Illicit trade of cigarettes and the growth of non-smoking tobacco products
machineries, and medicines. While the tourism sector has shown signs have emerged as a serious threat to the domestic legal cigarette industry
of recovery, foreign tourist arrivals are still well below the pre-pandemic which is adversely impacting revenue collections and undermining the
level. Remittances from Nepali citizens working abroad, which is a major tobacco control policies of the Government. It is estimated that the
source of Forex for the Country, increased marginally by 4.8% to NRs. revenue loss to the exchequer on account of illegal cigarettes, i.e. tax-
1,007 billion (Rs. 629 billion). Consequently, Current Account Deficit evaded/counterfeit and other tobacco products is about NRs. 950 crores
stood at NRs. 623 billion (Rs 389 billion) (NRs. 334 billion Last Year) (Rs. (Rs. 594 Crores) per annum. Your Company continues to engage with
209 billion Last Year) and the BOP also turned negative at NRs. 255 billion the revenue and enforcement authorities to highlight the rapidly growing
(Rs. 159 billion) (NRs. 1 billion surplus Last Year) (Rs. 625 million surplus menace of illegal cigarette trade in Nepal.
last year), equivalent to 12.8% and 5.3% of Nepal’s GDP, respectively. The
In addition to the discriminatory and punitive taxation regime, Nepal
Government has taken various initiatives to curb the exponential growth
has one of the most stringent tobacco regulatory frameworks in the
of imports and promote domestic production in a bid to contain the
World. The requirement under Tobacco Products (Control & Regulatory)
burgeoning deficit on the Current Account and BOP.
Act, 2068 (TOPCA) to carry extremely large Graphical Health Warnings
The proactive steps taken by the Government of Nepal to address the (GHW) on cigarette packets impedes the legal cigarette industry from
immediate concerns on the external sector have been effective in providing comprehensive brand information on the cigarette packet,
protecting foreign exchange reserves in the short term; however, policies thereby depriving consumers the opportunity of making fully informed
and reforms aimed towards encouraging Foreign Direct Investment (FDI) choices. The consequential commoditization of the product, making price
and incentivizing domestic manufacturing to substitute imports would the prime driver of consumer choice across brands, fuels the increase in
be imperative for structural improvements in the external sector and consumption of cheap smuggled cigarettes at the cost of revenue loss to
engender macroeconomic stability. Policy measures and regulations that the exchequer, besides leading to erosion in the value of your Company’s
support technology transfer, contract manufacturing, contemporary laws distinctive trademarks and pack designs that have been developed and
on intellectual property, land acquisition, and allowing set-off of losses of nurtured through substantial investments over time. Whilst the legal
one business with the profits of another business carried out by the same cigarette industry ensures scrupulous statutory compliance, smuggled
entity, etc., would go a long way in enhancing the competitiveness of international cigarette brands do not bear the GHW mandated under the
domestic manufacturing industries. laws of Nepal. Consequently, such cigarettes are perceived to be a “safer”
The domestic legal cigarette industry occupies an important place in alternative by many consumers besides being available at lower prices as
Nepal’s economy by virtue of: stated above.
• supporting the livelihoods of more than 5 lakh farmers, farm workers, Notwithstanding the requirement to print GHW on at least 75% of the total
retailers and others engaged in cultivation and trade of tobacco surface area of the cigarette packet mandated under TOPCA, the Ministry
products; of Health issued a new Directive in Kartik’71 (November, 2014) which,
• contributing around 3% of the total revenue collection and 12% of inter alia, requires manufacturers to simultaneously print multiple pictorial
the total excise duty collection of the Government; warnings and textual warnings on at least 90% of the total surface area of
• building the Country’s manufacturing competitiveness and industrial the cigarette packet. While the new Directive on GHW was challenged by
productivity – being amongst a handful of industries in which Nepal industry players, including your Company, before the Hon’ble Supreme
has sufficient domestic manufacturing capacity; Court through different Writ Petitions, the Writ Petition filed by one of the
• being a significant contributor to the manufacturing GDP of the industry players has been dismissed by the Divisional Bench of the Hon’ble
Country. Supreme Court. The detailed judgement on the same is yet to be released.
Further, the Writ Petition filed by your Company is pending for disposal at
Despite its far-reaching economic impact, the legal cigarette industry
the Constitutional Bench of the Hon’ble Supreme Court.
continues to face significant challenges from an increasingly punitive and
discriminatory taxation and regulatory regime. The operating environment It is apprehended that a further increase in size of GHW will provide an
for the legal cigarette industry in Nepal has been extremely challenging added impetus to the growth of illicit trade and counterfeit products
in view of steep increase in tax incidence in recent years. Apart from of dubious quality with consequential adverse impact on consumers,
adversely impacting the legal cigarette industry in Nepal, this has driven the Exchequer, and the legal cigarette industry. It should be noted that
consumption of tobacco to other moderately taxed/tax-evaded forms of international experience indicates that extreme regulations do not reduce
tobacco products, including illegal cigarettes, chewing tobacco, gutkha, demand for tobacco, but merely shift it from legal to illegal tobacco
zarda, khaini and snuff, thereby sub-optimizing the revenue earning products of suspect quality, thereby undermining public health objectives.
potential of the Government from this sector. In addition to the TOPCA enacted by the Federal Government of Nepal, the
As per the STEPS Survey, 2019 carried out by the Nepal Health Research Gandaki Province had, in Baishakh’76 (May, 2019), enacted the Tobacco
Council, there is a clear increase in the number of users of smokeless Products (Control & Regulatory) Act, 2076 (Provincial TOPCA), which is
tobacco products during the period 2013 to 2019, while the number applicable only in the said Province. Apart from the fact that the Provincial
of smokers of manufactured cigarettes has decreased during the same TOPCA has been enacted beyond jurisdiction, several of its provisions are
period. As per a research report1 published by Oxford University Press in inconsistent with those under Federal TOPCA. Industry players, including
2020, people have migrated to smokeless tobacco products after taxes your Company, have challenged the constitutional validity of Provincial
have been increased on cigarettes. TOPCA; the Supreme Court’s verdict on the matter is pending.
1
Burden, prevention, and control of tobacco consumption in Nepal: a narrative review of existing evidence

94
 SURYA NEPAL PRIVATE limited

Your Company continues to engage with policy makers for equitable, infrastructure. New offers of ‘Mangaldeep Treya’ and ‘Mangaldeep
non-discriminatory, pragmatic, evidence-based regulations and taxation Jasmine 100’ strengthened portfolio presence in the Popular Segment.
policies that balance the economic imperatives of the Country and The supply chain continues to be adaptive and flexible, catering to
the tobacco control objectives, having regard to the unique tobacco seasonal demand variations.
consumption pattern in Nepal.
Safety Matches
COMPANY PERFORMANCE
The financial viability of the Safety Matches Business in the Country
For the year ended 32nd Asadh, 2079, your Company posted Gross has been adversely impacted due to a secular decline in consumption
Revenue of NRs. 4,669 crores (Rs. 2,918 Crores) against NRs. 3,943 crores as reflected in declining volumes over the years along with lower
(Rs. 2,464 Crores) during the previous year. Profit for the year (after tax profitability. In view of the same, the Board of Directors have approved
expense) stood at NRs. 1,042 crores (Rs. 651 Crores) (previous year: closure of the Safety Matches Business.
NRs. 942 crores) (previous year Rs 589 Crores). Earnings per share for
Branded Packaged Food Products - Confectionery
the year stood at NRs. 517 (Rs. 323) (previous year: NRs. 467) (Previous
Year (Rs.292). Net cash flows from operations aggregated NRs. 1,284 With progressive opening of markets, post the pandemic led
crores (Rs. 803 crores) compared to NRs. 885 crores (Rs. 553 crores) in disruptions in the first half of last year, your Company launched
the previous year. two new offers ‘Toffichoo Cofitino’ and ‘Toffichoo Crème Lacto’ and
CONTRIBUTION TO THE EXCHEQUER continues to make focused investments towards strengthening its
market standing.
Your Company is the largest contributor to the Exchequer, accounting for
about 3% of the total revenues of the Government of Nepal. The Company’s facility at Biratnagar is equipped with modern
technology and has the capability of manufacturing a wide range
For the year under review, your Company contributed NRs. 3,225 crores
of innovative products which have been rolled out across the nation
(Rs. 2,016 Crores) by way of Excise Duty, Health Risk Tax, Excise Sticker
under the “Toffichoo” & “Mint-o” brands licensed from ITC Limited.
Charges, VAT, Customs Duty, Dividend Distribution Tax, Income Tax and
Contribution to National Level Welfare Fund. Your Company’s Excise Duty • LEAF TOBACCO
contribution to the Exchequer constitutes about 11% of the Government’s Your Company, in its endeavor to improve usage and marketability
total Excise Revenue while its VAT and Income Tax contributions constitute of tobacco crop and to enhance farmer returns, continues to make
nearly 2% of the Government’s aggregate revenue from these sources. focused interventions towards improving the quality and productivity
Like in the previous years, your Company, during the year under review, of domestic grades of tobacco cultivated in the Country through the
was felicitated by the Government of Nepal as the highest taxpayer in the introduction of sustainable agriculture practices. While export of leaf
Country. tobacco produced in Nepal continued during the year, efforts are
being made to scale up the business with a view to support domestic
DIVIDEND
tobacco farmers and boost the foreign exchange earnings of the
The Board of Directors declared an Interim Dividend of NRs. 86 (Rs 54) per Country.
Ordinary Share for the year ended 32nd Asadh, 2079. Your Board has also
• HOTELS
recommended a Final Dividend of NRs. 430 (Rs. 269) per Ordinary Share,
which if approved, will take the total Dividend for the year to NRs. 516 (Rs. Your Company, during the year, has received statutory approval for
323) per Ordinary Share. construction of a luxury hotel in Kathmandu. Various aspects of the
project are being further evaluated.
All Dividends declared in the previous years have been paid after obtaining
necessary statutory approvals and there are no unclaimed dividends lying ENVIRONMENT HEALTH AND SAFETY (EHS)
with your Company. Your Company continues to adopt various initiatives in Environment,
FAST MOVING CONSUMER GOODS (FMCG) BUSINESSES Health & Safety (EHS) to remain a benchmark manufacturing facility in
• Cigarettes the Country.

Pandemic-induced disruptions rendered the operating environment The Simara Manufacturing Unit was felicitated with the “Best Factory”
extremely challenging in the first quarter of the year. Nevertheless, award in the Madhesh Province by the Department of Labor &
market standing was reinforced by leveraging the Company’s robust Occupational Health for due compliance with Occupational Health &
portfolio of offerings, superior product quality, and a deep and wide Safety related regulations.
distribution network. Differentiated and innovative offering under TAX MATTERS
“Naulo” trademark launched during the year received encouraging As reported in earlier years, the Inland Revenue Department had issued
response. Show Cause Notices (“SCNs”) and raised demands related to Excise
The Company’s manufacturing systems continued to set new Duty, Income Tax and Value Added Tax (“VAT”) on the basis of alleged
benchmarks in responsiveness, quality, and productivity. Various theoretical production of cigarettes for the period prior to 16th July, 2008.
initiatives including installation of state-of-art technologies and The Hon’ble Supreme Court of Nepal (“Supreme Court”) vide its orders
process automation were implemented during the year towards dated 29th October, 2009 and 1st April, 2010 had set aside the Excise
further strengthening the manufacturing systems. Agility of the supply Duty demands for the Financial Year 1998-1999 to 2002-2003 and the
chain coupled with proactive scenario planning ensured continuity Income Tax demand for FY 2001-2002, in this matter. Subsequently, the
of manufacturing operations amidst the disturbances caused by the Inland Revenue Department has also set aside similar demands for FY
second and third wave of COVID-19 pandemic. Assessment and 2001-2002 and 2007-2008 in respect of VAT and Income Tax demand for
mitigation of supply chain risks remains a key focus area towards FY 2005-2006.
proactively addressing the heightened uncertainty in the environment
and ensuring uninterrupted supply to the market. Your attention is drawn to Note 30 (vi) (a) in the ‘Notes to the Financial
Statements’ with respect to the demands raised and SCNs issued by the
Your Company continues to make efforts to consolidate its market
Department for various financial years on similar grounds. These demands
standing by leveraging its robust portfolio of brands that have been
and a SCN on theoretical production for different years were challenged
developed and nurtured over time.
by your Company by way of Writ Petitions in the Hon’ble Supreme Court
Relentless focus on developing world-class products anchored on between the years 2007 to 2010.
innovation and benchmarked international quality standards remains
The Writ Petitions regarding various tax demands and a SCN mentioned
a key source of sustainable competitive advantage for your Company.
hereinabove were disposed of by the Hon’ble Supreme Court on 15th
• OTHER FMCG April, 2021 holding that the Company should avail the alternate remedy
Agarbatti by way of appeal to the Inland Revenue Department (IRD). The Company
Your Company continued to strengthen its market standing by is currently pursuing legal remedy in line with the observations/directions
leveraging a differentiated product portfolio, sharply focused provided in the judgements of Hon’ble Supreme Court. The Management
marketing investments and best-in-class product availability across considers that all the demands listed above have no legal and factual basis
target markets. The product range straddles all segments and price and accordingly is of the view that there is no liability that is likely to arise,
points, offering consumers a variety of fragrances and packaging particularly since the issue underlying these demands has already been
formats backed by a robust trade marketing and distribution settled by the Hon’ble Supreme Court in favour of the Company.

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 SURYA NEPAL PRIVATE limited

INTERNAL CONTROL SYSTEM AND RISK MANAGEMENT EMPLOYEES

Your Company continues to follow a systems-based approach to risk Your Company has a strong employer equity in the Country and the
management. The Corporate Governance Policy of your Company lays terms and conditions of employment offered by your Company remain
down the structure, roles, and responsibilities of the key entities in the competitive. Employee relations in the Company continued to be
governance process and mandates periodic review of critical areas of
harmonious.
operations. Robust internal control systems consisting of the following key
elements are also in place: The talent management strategy is focused on making the Company
• Organizational policies for key areas of operations e.g., Financial customer centric, performance driven and future ready. A comprehensive
Policies and Procedures, IT Policy, etc. and a Risk Management Policy. capability development program to cater to the needs of existing as well
• Comprehensive Standard Operating Procedures (SOPs) across all as new businesses is already in place. Through various interventions under
areas of operations which ensure appropriate segregation of duties, this program, the Company is building leadership pipeline, strengthening
tiered approval mechanisms and maintenance of supporting records. learning culture & building both functional and managerial capabilities.
• Maintenance of Books of Accounts through use of ERP (SAP) with Amidst intermittent disruptions in operations due to the COVID-19
appropriate transactional controls built in. pandemic during the year, employees of your Company displayed
• An independent, periodic risk based internal audit across functions extraordinary resilience and deep commitment which made it possible to
and businesses. effectively service consumer demand. Your Directors place on record their
Automation and digitalization of processes across all areas of operations sincere appreciation for the contribution made by the employees during
remained a key focus area during the year under review. the year under review.
There is a constant focus on regular reviews and continuous improvement The total number of employees as on 16th July, 2022 stood at 580.
of systems, policies, and internal controls to ensure that various risks
associated with the Company’s businesses and operations are adequately DIRECTORS
addressed and appropriate risk mitigation plans are put in place. Mr. Sandeep Kaul and Mr. Devraj Lahiri were appointed as Director and
CORPORATE SOCIAL RESPONSIBILITY (CSR) INITIATIVES Alternate Director to Mr. Sanjiv Puri, Chairman, respectively, upon their
Your Company continues to support and invest in initiatives towards nomination by ITC Limited, with effect from 6th July, 2022.
building the societal and economic capital of the Nation. Towards this
Mr. B. Sumant and Mr. Sandeep Kaul ceased to be Director and Alternate
endeavor, as part of CSR, following initiatives were undertaken during the
Director to Mr. Sanjiv Puri respectively, effective 6th July, 2022.
year under review:
• assisted farmers in areas proximate to the Company’s operating Mr. Ravi Kumar Rayavaram was appointed as the Managing Director
locations in creation of agri-infrastructure like vermicompost pits, of your Company with effect from 1st March 2022. Mr. Abhimanyu
harvesting sheds, and provided training and development towards Kumar Poddar, ceased to be the Managing Director of the company on
improvement in productivity and other income generating activities; completion of his term on 28th February 2022.
• supported the animal husbandry sector by providing extension The Directors would like to place on record their sincere appreciation for
services covering animal breeding, health, and nutrition to drive yield
the services rendered by Mr. Abhimanyu Kumar Poddar as the Managing
improvement and higher returns for farmers;
Director and Mr. B. Sumant as a Director of your Company.
• contributed towards improvement in quality of education in public
schools in the economic vicinity of the Company’s operating locations There was no other change in the composition of the Board of Directors.
through: The details of shares held by the Directors in the Company as on 32nd
3 partnership with “Teach for Nepal” in Tanahun and Parsa district. Asadh, 2079 are annexed to this Report (Annexure I).
3 development of educational infrastructure - Relocation of a
None of the Directors or their close relatives have any direct involvement
public school near Seratar at a new spacious location and
or any personal interest in any transaction of sale or purchase or any kind
commencement of infrastructure development work during the
of contract or arrangement connected with the business of your Company.
year.
No amounts are due to your Company from any of the Directors, the
3 augmenting existing educational infrastructure of public schools
Managing Director, or their close relatives.
through establishment of computer labs, libraries etc.
• assisted in development of local public infrastructure like construction The details of payments made during the year to your Directors, the
of roads, small scale irrigation projects, river embankments, sports Managing Director and other officials are also annexed to this Report
facilities, community hospital buildings in the catchment areas of (Annexure II).
operating locations.
MANAGEMENT EXPENSES
Considering the continuing need of resources in health care infrastructure,
your Company continued to provide support to the COVID-19 Unified Details of Management Expenses for the year 2078/79 (2021-22) are
Central Hospital (Bir Hospital) - national focal hospital for treatment of annexed to this Report (Annexure III).
COVID-19 patients. During the year, your Company also partnered with AUDITORS
the Nepal Army in the mountain cleaning campaign which involved
cleaning of four different mountain peaks namely the Mt. Everest, Mt. Messrs. N Amatya & Co., Chartered Accountants, Kathmandu, Nepal and
Lhotse, Mt. Kanchenjunga, and Mt. Manaslu. Various initiatives in Messrs. T R Upadhya & Co., Chartered Accountants, Kathmandu, Nepal,
environment preservation like plantation, development of watershed area, auditors of your Company, retire at the ensuing Annual General Meeting
garbage management were also undertaken during the year. and being eligible, offer themselves for re-appointment.
EMPLOYMENT GENERATION
FUTURE OUTLOOK
Your Company continues to be one of the largest employment generators
in the Country creating direct/indirect employment for more than Your Company continues to explore opportunities for profitable and
one lakh people in the Country comprising farmers, farm workers and sustainable growth and looks forward to the future with confidence and
others involved in manufacturing, distribution, and sales. Further, the stands committed to creating a brighter future for all stakeholders.
Agarbatti Business provides employment opportunities to economically
disadvantaged sections of the society, especially women. The strategy On behalf of the Board
of diversifying the business portfolio also complements the Company’s Sanjiv Puri Sandeep Kaul Ravi Kumar Rayavaram
role of a responsible corporate citizen by creating enablers for generating Chairman Director Managing Director
employment opportunities as well as sustainable economic surplus for the Date: 30th September, 2022 (14th Ashwin, 2079)
Nation.

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 SURYA NEPAL PRIVATE limited

Annexure I

Sl. No. Name of Director Number of Ordinary Shares of NRs. 100/- each held singly and / or
jointly as on 32nd Asadh, 2079 (16th July, 2022)
1. Sanjiv Puri Nil
2. Supratim Dutta Nil
3. Shashi Raj Pandey 67,212
4. Rajendra Kumar Singhi Nil
5. Sandeep Kaul Nil
6. Siddhartha SJB Rana 2,088
7. Ravi Kumar Rayavaram Nil

Annexure II

AMOUNT OF REMUNERATION AND ALLOWANCE PAID AND FACILITIES PROVIDED TO DIRECTOR, MANAGING DIRECTOR,
CHIEF EXECUTIVE AND COMPANY OFFICIALS
During the Financial Year 2078/79 (2021-22), the following amounts have been paid to the Directors:
• Board Meeting Fee - NRs. 17,647 (Rs.11,029)
• Incidental expenses - Nil

Payment to/on behalf of the Managing Director for the Financial Year 2078/79 (2021-22):
• Salary - NRs. 23,104,769 (Rs. 14,440,481)
• Allowances - NRs. 14,156,777 (Rs. 8,847,986)

The Managing Director has also been provided with the following:
• Furnished accommodation with necessary security at residence.
• Company car with driver and telephone at residence.
• Fuel for generator and reimbursement of water tanker charges for residence.
• Entrance fees and annual subscription charges for two clubs.
• Personal accident insurance.

Payment to/on behalf of Company officials for the Financial Year 2078/79 (2021-22):
• Salary - NRs. 53,134,317 (Rs. 33,208,948)
• Allowances - NRs. 31,533,458 (Rs. 19,708,411)

Some of the other Company officials, have also been provided with the following:
• Personal accident insurance.
• Company car and telephone at residence.

The Managing Director and other officials also receive benefits/facilities from your Company Level Welfare Fund under the Labour Act, 2074 and Rules made
thereunder, as may be decided by the Labour Relation Committee.
The Managing Director and some other employees of your Company have been granted stock options by the Holding Company (ITC Limited) under the
Employee Stock Option Scheme(s). Such options were granted at ‘market price’ [within the meaning of Securities and Exchange Board of India (Share
Based Employee Benefits and Sweat Equity) Regulations, 2021]. Since these options are not tradeable, no benefit is conferred upon the employee at the
time of grant of options. Your Company, however, has recorded employee benefits expense by way of share-based payments to employees in accordance
with Nepal Financial Reporting Standards-2, out of which NRs. 2,992,805 (Rs. 1,870,503) is attributable to Managing Directors and NRs. 1,929,471 (Rs.
1,205,919) is attributable to other officials. During the year, 4,300 options were granted to the Managing Director and 10,100 options were granted to
other employees of your Company.

Annexure III

MANAGEMENT EXPENSES

The expenses incurred by your Company for its management and administration for the Financial Year 2078/79 (2021-22) comprising rent, electricity,
fuel & water, rates & taxes, insurance, repairs, safety & pollution control cost, maintenance, travel & conveyance, postage, telephone, bank charges, legal
expenses, printing & stationery, consultancy charges, professional service charges & other fees, information technology services, business entertainment
expenses, board meeting fees, donations, books & periodicals, and miscellaneous expenses amounted to NRs. 1,549,830,640 (Rs. 968,644,150).

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 SURYA NEPAL PRIVATE limited

INDEPENDENT AUDITORS’ REPORT TO THE SHAREHOLDERS OF

SURYA NEPAL PRIVATE LIMITED
Report on the Audit of the Financial Statements report. We are independent of the Company in accordance with the code of
Opinion ethics for professional accountant issued by Institute of Chartered Accountants
of Nepal (ICAN) together with the ethical requirements that are relevant to our
We have audited the financial statements of Surya Nepal Private Limited (the
audit of the financial statements under the provisions of the Companies Act,
Company), which comprise the statement of financial position as at 32nd
2063 and we have fulfilled our other ethical responsibilities in accordance with
Asadh 2079 (16th July 2022), and the statement of profit or loss and other
these requirements and the ICAN’s Code of Ethics for professional accountants.
comprehensive income, the statement of changes in equity, the statement
We believe that the audit evidence obtained by us is sufficient and appropriate
of cash flows for the year then ended, and notes to the financial statements,
to provide a basis for our audit opinion on the financial statements.
including a summary of significant accounting policies.
Key audit matters
In our opinion, the accompanying financial statements present fairly, in all
material respects, the financial position of the Company as at 32nd Asadh 2079 Key audit matters are those matters that, in our professional judgement, were
(16th July 2022), and its financial performance and its cash flows for the year of most significance in our audit of the financial statements of the year ended
then ended in accordance with Nepal Financial Reporting Standards (NFRSs). on 32nd Asadh 2079 (16th July 2022). These matters were addressed in the
context of our audit of the financial statements as a whole, and in forming our
Basis for opinion
opinion thereon, and we do not provide a separate opinion on these matters.
We conducted our audit in accordance with Nepal Standards on Auditing We have determined the matters described below to be the key audit matters
(NSAs). Our responsibilities under those standards are further described in the to be communicated in our report.
auditors’ responsibilities for the audit of the financial statements section of our

Key audit matters How our audit addressed the key audit matter
Revenue recognition
(Refer Note 1 “Revenue” and Note 20 of the financial statements)
Revenue from sale of goods (hereinafter referred to as “Revenue”) is recognised Our audit procedures included the following:
when the Company transfers significant risks and rewards of ownership to l Assessed the Company’s accounting policies on revenue recognition in line
the customer, which is mainly upon delivery, the amount of revenue can be with NFRS 15 (Revenue from contract with customers) and tested thereof.
measured reliably and recovery of the consideration is probable. l Evaluated the integrity of the Company’s general information and technology
control environment and tested the operating effectiveness of IT application
The timing of revenue recognition is relevant to the reported performance of the
controls over Revenue recognition.
Company. The management considers revenue as a key measure of evaluation
l Performed detailed analysis of Revenue, analytical testing with monthly sales
of performance. There is a risk of revenue being recorded before significant risks
information filed with tax authorities, tested the timing of its recognition
and rewards of ownership are transferred. and accuracy of the amounts recognized and verification of the supporting
information of the Revenue transactions.
l
Tested the supporting documentation for selected sample of sales transactions
recorded during the period closer to the year end and subsequent to the year
end to evaluate whether Revenue was recognised in the correct period.
Related party transactions
(refer Note 30(v) of the financial statements)
The Company has undertaken transactions with its related parties which in- Our audit procedures included the following:
clude purchase of goods and services, advance payments in the ordinary course l Reviewed Company’s processes and procedures in respect of identifying
of business and dividend payments.
related parties, recording and disclosure of related party transactions in
We identified related party transactions as a key audit matter due to their signif- accordance with NAS 24.
icance and risk of such transactions remaining undisclosed. l
Verified that the transactions are approved in accordance with internal
procedures including involvement of key personnel at the appropriate level.
l
Tested, on a sample basis, related party transactions with the underlying
contracts approved by the appropriate authority, wherever necessary,
confirmation letters and other supporting documents.
l Agreed the related party information disclosed in the financial statements
with the underlying supporting documents, on a sample basis.
Litigations – Contingencies
(refer Note 1 “claims” and “provisions” and Note 30(vi) of the financial statements
Our audit procedures included the following:
The Company has ongoing litigations on Excise, Income Tax and Value Added l Obtained and read the Company’s accounting policies in respect of claims,
Tax (VAT) which could have a significant impact on results, if the potential provisions and contingent liabilities to assess compliance with the applicable
exposures were to materialize. Accounting Standard (NAS 37).
The amounts involved are significant, and the application of accounting l Assessed the design and implementation of the Company’s controls over
standards to determine the amount, if any, to be provided as a liability or the assessment of litigations and completeness of disclosures. Supporting
disclosed as a contingent liability, is inherently subjective. documentation were tested for the positions taken by the management and
Claim against the Company not acknowledged as debts are disclosed in the meetings were conducted with in-house legal team, to test the operating
Financial Statements by the Company after a careful evaluation of the facts and effectiveness of these controls.
legal aspects of the matter involved. The outcome of such litigation is uncertain l Assessed in accordance with accounting standard, the provisions in respect
and the position taken by the Company involves significant judgement and of litigations and assessed disclosures relating thereto, including those for
estimation to determine the likelihood and / or timing of the cash outflows. contingencies.

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 SURYA NEPAL PRIVATE limited

Information other than the financial statements and auditors’ report thereon
The management of the Company is responsible for the other information. The other information comprises the information included in the annual report, but does
not include the financial statements and our auditor’s report thereon.
Our opinion on the financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is
materially inconsistent with the financial statements or our knowledge obtained during the course of audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement therein, we are required to report that fact. We have nothing to report
in this regard.
Responsibilities of management and those charged with governance for the financial statements
The management of the Company is responsible for the preparation and fair presentation of the financial statements in accordance with NFRSs, and for such internal
control as management determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or
error.
In preparing the financial statements, management is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters
related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has
no realistic alternative but to do so.
Those charged with governance are responsible for overseeing the Company’s financial reporting process.
Auditors’ responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or
error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in
accordance with NSAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually
or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
As part of an audit in accordance with NSAs, we exercise professional judgement and maintain professional skepticism throughout the audit. We also:
• Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive
to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement
resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override
of internal control.
• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the
purpose of expressing an opinion on the effectiveness of the Company’s internal control.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
• Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material
uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a
material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are
inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or
conditions may cause the Company to cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the
underlying transactions and events in a manner that achieves fair presentation.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings,
including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with ethical requirements in accordance with the Code of Ethics for
professional accountants regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our
independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the financial
statements of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public
disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse
consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
Report on Other Legal and Regulatory Requirements
We have obtained information and explanations asked for, which, to the best of our knowledge and belief, were necessary for the purpose of our audit. In our opinion,
the statement of financial position as at 32nd Asadh 2079 (16th July 2022), the statement of profit or loss and other comprehensive income, statement of changes
in equity and the statement of cash flows for the year then ended have been prepared in accordance with the requirements of the Company Act, 2063 and are in
agreement with the books of account of the Company and proper books of account as required by law have been kept by the Company.
To the best of our information and according to explanations given to us and so far appeared from our examination of the books of account of the Company necessary
for the purpose of our audit, we have not come across cases where Board of Directors or any employees of the Company have acted contrary to the provisions of law
relating to the accounts or committed any misappropriation or caused loss or damage to the Company relating to the accounts in the Company.

Nem Lal Amatya Shashi Satyal

Partner Partner
N. Amatya & Co. T R Upadhya & Co.
Chartered Accountants Chartered Accountants
UDIN :221011CA00034bSsJe UDIN :221012CA00008ygH5T

Date: 14th Ashwin 2079 (September 30, 2022)

Place: Kathmandu

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 SURYA NEPAL PRIVATE limited

STATEMENT OF FINANCIAL POSITION AS AT 32nd ASADH 2079 (16TH JULY 2022)

Figures in NRs. Figures in Rs. Figures in NRs. Figures in Rs.

As at As at As at As at
32nd Asadh 2079 32nd Asadh 2079 31st Asadh 2078 31st Asadh 2078
Note (16th July 2022) (16th July 2022) (15th July 2021) (15th July 2021)
ASSETS
NON-CURRENT ASSETS
a) Property, Plant and Equipment 3A 4,054,903,049 2,534,314,408 4,173,861,600 2,608,663,500
b) Capital Work-in-Progress 3B 168,549,335 105,343,335 371,380,698 232,112,936
c) Intangible Assets 3C 22,094,465 13,809,040 24,436,551 15,272,844
d) Intangible Assets under Development 3D – – 2,119,539 1,324,712
e) Right of use assets 3E 63,287,391 39,554,620 – –
f) Financial Assets
i) Loans 4 23,920,462 14,950,289 25,909,298 16,193,311
ii) Others 5 880,825 550,516 880,825 550,516
g) Deferred Tax Assets (Net) 6 205,609,959 128,506,224 154,451,328 96,532,080
h) Other Non-Current Assets 7 1,587,513,049 992,195,656 2,995,621,602 1,872,263,501

CURRENT ASSETS
a) Inventories 8 4,673,881,096 2,921,175,693 6,409,458,559 4,005,911,599
b) Financial Assets
i) Trade Receivables 9 32,511,444 20,319,653 18,179,734 11,362,334
ii) Cash and Cash Equivalents 10 152,614,129 95,383,831 120,756,862 75,473,039
iii) Other Bank Balances 11 10,000,074,526 6,250,046,579 6,264,471,508 3,915,294,693
iv) Loans 4 4,064,522 2,540,326 5,733,332 3,583,333
v) Others 5 63,439,518 39,649,699 4,192,730 2,620,456
c) Other Current Assets 7 954,295,027 596,434,393 524,170,966 327,606,854
TOTAL ASSETS 22,007,638,797 13,754,774,262 21,095,625,132 13,184,765,708

EQUITY AND LIABILITIES

EQUITY
a) Equity Share Capital 12 2,016,000,000 1,260,000,000 2,016,000,000 1,260,000,000
b) Other Equity 13,682,220,660 8,551,387,922 12,692,242,761 7,932,651,725

LIABILITIES
NON-CURRENT LIABILITIES
a) Financial Liabilities
i) Lease Liabilities 13 31,946,405 19,966,503 – –
b) Provisions 14 187,899,455 117,437,160 188,819,553 118,012,221

CURRENT LIABILITIES
a) Financial Liabilities
i) Borrowings 15 1,347,831,417 842,394,636 1,398,557,780 874,098,613
ii) Trade Payables 16 1,157,855,928 723,659,955 1,253,442,130 783,401,331
iii) Lease Liabilities 13 32,294,985 20,184,366 – –
iv) Other Financial Liabilities 17 1,837,781,101 1,148,613,191 1,626,517,046 1,016,573,154
b) Other Liabilities 18 935,068,193 584,417,621 1,319,388,858 824,618,036
c) Provisions 14 49,205,426 30,753,391 24,328,152 15,205,095
d) Current Tax Liabilities (Net) 19 729,535,227 455,959,517 576,328,852 360,205,533

TOTAL EQUITY AND LIABILITIES 22,007,638,797 13,754,774,262 21,095,625,132 13,184,765,708

The accompanying notes 1 to 31 are an integral part of the Financial Statements.

This is the Statement of Financial Position referred to in our Report of even date.

Vikas Bhutra Ravi K Rayavaram Siddhartha SJB Rana S Dutta S Puri
Vice President, FInance Managing Director Director Director Chairman

S R Pandey S Kaul R K Singhi Nem Lal Amatya Shashi Satyal
Director Director Director Partner Partner
N. Amatya & Co. T R Upadhya & Co.
Date: 14th Ashwin 2079 (30th September 2022) Chartered Accountants Chartered Accountants

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 SURYA NEPAL PRIVATE limited

statement of PROFIT or LOSS and other comprehensive income FOR THE YEAR ENDED 32ND ASADH 2079 (16TH JULY 2022)

Figures in NRs. Figures in Rs. Figures in NRs. Figures in Rs.

As at As at As at As at
32nd Asadh 2079 32nd Asadh 2079 31st Asadh 2078 31st Asadh 2078
Note (16th July 2022) (16th July 2022) (15th July 2021) (15th July 2021)

Gross Revenue from sale of products 20 46,688,254,699 29,180,159,187 39,429,061,441 24,643,163,401

Less: Duties 21 19,702,211,299 12,313,882,062 14,983,278,656 9,364,549,160
Net Revenue from sale of products 26,986,043,400 16,866,277,125 24,445,782,785 15,278,614,241

Other Operating Revenue 22 27,834,096 17,396,310 46,607,715 29,129,822

Net Revenue from operations 27,013,877,496 16,883,673,435 24,492,390,500 15,307,744,063

Raw Materials Consumed etc. 23 6,734,498,518 4,209,061,574 6,038,224,907 3,773,890,567

Employee Benefits Expenses 24 2,455,401,520 1,534,625,950 2,255,759,356 1,409,849,598
Manufacturing, Admin, Selling Expenses etc. 25 2,865,311,986 1,790,819,994 2,495,495,423 1,559,684,643

Operating Profit 14,958,665,472 9,349,165,917 13,702,910,814 8,564,319,255

Other Income 26 687,100,535 429,437,834 492,943,496 308,089,685

Finance Cost 27 25,890,096 16,181,311 35,721,154 22,325,721
Depreciation and Amortization Expenses 618,518,836 386,574,268 613,973,451 383,733,407

Profit before Tax 15,001,357,075 9,375,848,172 13,546,159,705 8,466,349,812

Tax Expense 28 4,577,663,044 2,861,039,404 4,129,734,068 2,581,083,793

Profit for the year 10,423,694,031 6,514,808,768 9,416,425,637 5,885,266,019

Other Comprehensive Income

(i) Items that will not be reclassified to profit or loss:
- Remeasurements of defined benefit plans 29.a (27,137,332 ) (16,960,833 ) 11,027,372 6,892,108
(ii) Income tax relating to items that will not be reclassified
to profit or loss 28 8,141,200 5,088,250 (3,308,211 ) (2,067,632 )
Other Comprehensive Income (18,996,132 ) (11,872,583 ) 7,719,161 4,824,476
Total Comprehensive Income for the year 10,404,697,899 6,502,936,185 9,424,144,798 5,890,090,495

The accompanying notes 1 to 31 are an integral part of the Financial Statements.

This is the Statement of Profit or Loss and Other Comprehensive Income referred to in our Report of even date.

Vikas Bhutra Ravi K Rayavaram Siddhartha SJB Rana S Dutta S Puri
Vice President, FInance Managing Director Director Director Chairman

S R Pandey S Kaul R K Singhi Nem Lal Amatya Shashi Satyal
Director Director Director Partner Partner
N. Amatya & Co. T R Upadhya & Co.
Date: 14th Ashwin 2079 (30th September 2022) Chartered Accountants Chartered Accountants

101
 STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 32nd ASADH 2079 (16TH JULY 2022)

102
A. Equity Share Capital Figures in NRs. Figures in `

Balance at the beginning Changes in equity share Balance at the end of Balance at the beginning Changes in equity share Balance at the end of
of the reporting year capital during the year the reporting year of the reporting year capital during the year the reporting year
For the year ended 31st Asadh 2078 2,016,000,000 - 2,016,000,000 1,260,000,000 - 1,260,000,000
(15th July 2021)
For the year ended 32nd Asadh 2079 2,016,000,000 - 2,016,000,000 1,260,000,000 - 1,260,000,000
(16th July 2022)

B. Other Equity Figures in NRs. Figures in `

Items of Other Items of Other
Reserves and Surplus Comprehensive Reserves and Surplus Comprehensive
Income Total Income
Total
Remeasurement of Remeasurement
Employees’ Hous- General Employees’ Hous-
General Reserve Retained Earnings Net Defined Benefit Retained Earnings of Net Defined
ing Reserve Reserve ing Reserve
Plan Benefit Plan
Balance as at 31st Asadh 2077 (15th 108,778,401 2,556,108,099 10,474,625,483 (33,334,020) 13,106,177,963 67,986,501 1,597,567,561 6,546,640,927 (20,833,759) 8,191,361,230
July 2020)
Profit for the year - - 9,416,425,637 - 9,416,425,637 - - 5,885,266,019 - 5,885,266,019
Other Comprehensive Income (net of - - - 7,719,161 7,719,161 - - - 4,824,476 4,824,476
tax)
Total Comprehensive Income for the - - 9,416,425,637 7,719,161 9,424,144,798 - - 5,885,266,019 4,824,476 5,890,090,495
year
Interim Dividend - - (1,632,960,000) - (1,632,960,000) - - (1,020,600,000) - (1,020,600,000)
Final Dividend - - (8,205,120,000) - (8,205,120,000) - - (5,128,200,000) - (5,128,200,000)
Total - - (421,654,363) 7,719,161 (413,935,202) - - (263,533,981) 4,824,476 (258,709,505)
Balance as at 31st Asadh 2078 (15th 108,778,401 2,556,108,099 10,052,971,120 (25,614,859) 12,692,242,761 67,986,501 1,597,567,561 6,283,106,946 (16,009,283) 7,932,651,725
July 2021)
Profit for the year - - 10,423,694,031 - 10,423,694,031 - - 6,514,808,768 - 6,514,808,768
Other Comprehensive Income (net of - - - (18,996,132) (18,996,132) - - - (11,872,583) (11,872,583)
tax)
Total Comprehensive Income for the - - 10,423,694,031 (18,996,132) 10,404,697,899 - - 6,514,808,768 (11,872,583) 6,502,936,185
year
Interim Dividend - - (1,572,480,000) - (1,572,480,000) - - (982,800,000) - (982,800,000)
Final Dividend - - (7,842,240,000) - (7,842,240,000) - - (4,901,400,000) - (4,901,400,000)
Transferred from Employees' Housing - (347,423,364) 347,423,364 - - - (217,139,603) 217,139,603 - -
Reserve
Total - (347,423,364) 1,356,397,395 (18,996,132) 989,977,899 - (217,139,603) 847,748,371 (11,872,583) 618,736,185
Balance as at 32nd Asadh 2079 (16th 108,778,401 2,208,684,735 11,409,368,515 (44,610,991) 13,682,220,660 67,986,501 1,380,427,958 7,130,855,329 (27,881,866) 8,551,387,922
July 2022)
SURYA NEPAL PRIVATE limited
 STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 32nd ASADH 2079 (16TH JULY 2022)

For the year ended 32nd Asadh 2079 (16th July 2022), the Board of Directors of the Company at its meeting held on 14th Ashwin 2079 (30th September 2022) have:
a) declared interim dividend of NRs. 86/- (Rs. 53.75) per share, amounting to NRs. 1,733,760,000 (Rs. 1,083,600,000) and
b) recommended final dividend of NRs. 430/- (Rs. 268.75) per share amounting to NRs. 8,668,800,000 (Rs. 5,418,000,000).
General Reserve: The reserve is an outcome of appropriation from one component of equity to another, neither being an item of other comprehensive income. It can be distributed / utilized by the Company.
Employees’ Housing Reserve: Reserve represents the amounts set aside for providing employees’ housing as per the provisions of the erstwhile Labour Act, 2048, which has since been replaced by the Labour Act, 2074.
Retained Earnings: This reserve represents the cumulative profits of the Company and can be distributed / utilized by the Company.
The accompanying notes 1 to 31 are an integral part of the Financial Statements.
This is the Statement of Changes in Equity referred to in our Report of even date.

Vikas Bhutra Ravi K Rayavaram Siddhartha SJB Rana S Dutta S Puri

Vice President, FInance Managing Director Director Director Chairman

S R Pandey S Kaul R K Singhi Nem Lal Amatya Shashi Satyal

Director Director Director Partner Partner
N. Amatya & Co. T R Upadhya & Co.
Date: 14th Ashwin 2079 (30th September 2022) Chartered Accountants Chartered Accountants

103
SURYA NEPAL PRIVATE limited
 SURYA NEPAL PRIVATE limited

STATEMENT OF cash flows for the year ended 32nd ASADH 2079 (16TH JULY 2022)

Figures in NRs. Figures in ` Figures in NRs. Figures in `

For the year ended For the year ended For the year ended For the year ended
32nd Asadh 2079 32nd Asadh 2079 31st Asadh 2078 31st Asadh 2078
(16th July 2022) (16th July 2022) (15th July 2021) (15th July 2021)

A Cash Flow From Operating Activities

Profit Before Tax 15,001,357,075 9,375,848,172 13,546,159,705 8,466,349,812
Adjustments for :
Depreciation and amortization expenses 618,518,836 386,574,268 613,973,451 383,733,407
Finance Cost 25,890,096 16,181,311 35,721,154 22,325,721
Interest on Short Term / Call Deposits (676,674,250) (422,921,406) (497,909,221) (311,193,263)
Foreign currency translations and transactions - Net (18,753,669) (11,721,041) 8,959,045 5,599,403
Loss / (Gain) on sale of property, plant and equipment - Net (5,937,270) (3,710,794) (12,803,891) (8,002,432)
Liability no longer required written back (5,612,432) (3,507,770) (38,385,849) (23,991,156)
Doubtful and bad advances – – (340,542) (212,839)
Operating Profit Before Working Capital Changes 14,938,788,386 9,336,742,740 13,655,373,852 8,534,608,653
Adjustments for :
Trade Receivables, Loans, Advances and Other Assets 948,470,445 592,794,030 (80,244,925) (50,153,078)
Inventories 1,735,577,463 1,084,735,906 (902,290,299) (563,931,437)
Trade Payables, Other Liabilities and Provisions (299,364,141) (187,102,586) 350,722,783 219,201,739
Cash Generated From Operation 173,234,72,153 10,827,170,090 13,023,561,411 8,139,725,877
Income Tax Paid (4,481,890,440) (2,801,181,525) (4,176,599,201) (2,610,374,501)
Net Cash From Operating Activities (A) 12,841,581,713 8,025,988,565 8,846,962,210 5,529,351,376

B Cash Flow From Investing Activities

Purchase of property, plant and equipment, Intangibles etc. (248,629,886) (155,393,677) (474,656,663) (296,660,414)
Disposal of property, plant and equipment 11,268,694 7,042,936 19,549,613 12,218,508
Investment in Bank Deposits
(Original Maturity more than 3 months) (12,385,600,000) (7,741,000,000) (6,514,400,000) (4,071,500,000)
Redemption / Maturity of Bank Deposits
(Original Maturity more than 3 months) 8,650,000,000 5,406,250,000 8,072,900,000 5,045,562,500
Interest Received 646,621,349 404,138,345 530,075,152 331,296,970
Net Cash Used in Investing Activities (B) (3,326,339,843) (2,078,962,396) 1,633,468,102 1,020,917,564
C Cash Flow From Financing Activities
Interest Paid (11,723,916) (7,327,446) (15,006,841) (9,379,276)
Dividends Paid (9,414,720,000) (5,884,200,000) (9,838,080,000) (6,148,800,000)
Payment of Lease Liabilities (6,915,302) (4,322,062) – –
Net Cash Used in Financing Activities (C) (9,433,359,218) (5,895,849,508) (9,853,086,841) (6,158,179,276)
Net Increase / (Decrease) in Cash and Cash Equivalents (A+B+C) 81,882,652 51,176,661 627,343,471 392,089,664
Opening Cash and Cash Equivalents (1,281,766,035) (801,103,777) (1,909,109,506) (1,193,193,441)
Closing Cash and Cash Equivalents (1,199,883,383) (749,927,116) (1,281,766,035) (801,103,777)
Notes:
1 The above Statement of Cash Flows has been prepared under the “Indirect Method” as set out in NAS - 7 “Statement of Cash Flows ”.
2 Cash and Cash Equivalents:
Cash and Cash Equivalents as above (1,199,883,383) (749,927,116) (1,281,766,035) (801,103,777)
Unrealised gain / (Loss) on foreign currency
cash and cash equivalents 4,666,095 2,916,311 3,965,117 2,478,203
Current Borrowings (Note 15) 1,347,831,417 842,394,636 1,398,557,780 874,098,613
Cash and Cash Equivalents (Note 10) 152,614,129 95,383,831 120,756,862 75,473,039

The accompanying notes 1 to 31 are an integral part of the Financial Statements.

This is the Statement of Cash Flows referred to in our Report of even date.

Vikas Bhutra Ravi K Rayavaram Siddhartha SJB Rana S Dutta S Puri
Vice President, FInance Managing Director Director Director Chairman

S R Pandey S Kaul R K Singhi Nem Lal Amatya Shashi Satyal
Director Director Director Partner Partner
N. Amatya & Co. T R Upadhya & Co.
Date: 14th Ashwin 2079 (30th September 2022) Chartered Accountants Chartered Accountants

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 SURYA NEPAL PRIVATE limited

notes to the financial statements

1. SIGNIFICANT ACCOUNTING POLICIES The estimated useful lives of property, plant and equipment of the
Statement of Compliance Company are as follows:

These financial statements have been prepared in accordance with Buildings 3 – 60 Years
requirements of Company Act, 2063 of Nepal and applicable Nepal Plant and Equipment 9 – 15 Years
Financial Reporting Standards (NFRS) and the relevant presentation Furniture and Fixtures 10 Years
requirements thereof. The Company adopted NFRS from 1st Shrawan, Vehicles 6 – 10 Years
2073 (16th July, 2016). Office Equipment 5 Years
Basis of Preparation Computers 3 – 6 Years
These financial statements are prepared in accordance with the Property, plant and equipment’s residual values and useful lives are
historical cost convention, except for certain items that are measured reviewed at each Statement of Financial Position date and changes, if
at fair values, as explained in the accounting policies. any, are treated as changes in accounting estimate.
Fair Value is the price that would be received to sell an asset or Intangible Assets
paid to transfer a liability in an orderly transaction between market
Intangible Assets that the Company controls and from which it
participants at the measurement date, regardless of whether that
expects future economic benefits are capitalised upon acquisition and
price is directly observable or estimated using another valuation
measured at cost comprising the purchase price (including import
technique. In estimating the fair value of an asset or a liability, the
duties and non-refundable taxes) and directly attributable costs to
Company takes into account the characteristics of the asset or liability
prepare the asset for its intended use.
if market participants would take those characteristics into account
when pricing the asset or liability at the measurement date. Fair The useful life of an intangible asset is considered finite where
value for measurement and/or disclosure purposes in these financial the rights to such assets are limited to a specified period of time
statements is determined on such a basis, except for share-based by contract or law (e.g., licences) or the likelihood of technical,
payment transactions that are within the scope of NFRS 2 – Share technological obsolescence (e.g., computer software). If, there are no
Based Payment, leasing transactions that are within the scope of NFRS such limitations, the useful life is taken to be indefinite.
16 - Leases, and measurements that have some similarities to fair Intangible assets that have finite lives are amortized over their
value but are not fair value, such as net realisable value in NAS 2 – estimated useful lives by the straight line method unless it is practical
Inventories or value in use in NAS 36 - Impairment of Assets. to reliably determine the pattern of benefits arising from the asset. An
The preparation of financial statements in conformity with NFRS intangible asset with an indefinite useful life is not amortized.
requires management to make judgements, estimates and
Software is amortised over a period of five years.
assumptions that affect the application of the accounting policies
and the reported amounts of assets and liabilities, the disclosure of All intangible assets are tested for impairment. Amortization expenses
contingent assets and liabilities at the date of the financial statements, and impairment losses and reversal of impairment losses are taken to
and the reported amounts of revenues and expenses during the year. the Statement of Profit or Loss and Other Comprehensive Income.
Actual results could differ from those estimates. The estimates and Thus, after initial recognition, an intangible asset is carried at its cost
underlying assumptions are reviewed on an ongoing basis. Revisions less accumulated amortization and / or impairment losses.
to accounting estimates are recognised in the period in which the The useful lives of intangible assets are reviewed annually to determine
estimate is revised if the revision affects only that period; they are if a reset of such useful life is required for assets with finite lives and to
recognised in the period of the revision and future periods if the confirm that business circumstances continue to support an indefinite
revision affects both current and future periods. useful life assessment for assets so classified. Based on such review, the
Operating Cycle useful life may change or the useful life assessment may change from
All assets and liabilities have been classified as current or non-current indefinite to finite. The impact of such changes is accounted for as a
as per the Company’s normal operating cycle and other criteria set change in accounting estimate.
out in NAS 1 - Presentation of Financial Statements based on the Impairment of Assets
nature of products and the time between the acquisition of assets for
Impairment loss, if any, is provided to the extent the carrying amount
processing and their realisation in cash and cash equivalents.
of assets or cash generating units exceed their recoverable amount.
Property, Plant & Equipment – Tangible Assets
Recoverable amount is higher of an asset’s net selling price and its
Property, plant & equipment are stated at cost of acquisition or value in use. Value in use is the present value of estimated future cash
construction less accumulated depreciation and impairment, if any. flows expected to arise from the continuing use of an asset or cash
Cost is inclusive of inward freight, duties and taxes and incidental generating unit and from its disposal at the end of its useful life.
expenses related to acquisition. In respect of major projects involving Impairment losses recognised in prior years are reversed when there is
construction, related pre-operational expenses form part of the value an indication that the impairment losses recognised no longer exist or
of assets capitalised. Expenses capitalised also include applicable have decreased. Such reversals are recognised as an increase in carrying
borrowing costs for qualifying assets, if any. All upgradation / amounts of assets to the extent that it does not exceed the carrying
enhancements are charged off as revenue expenditure unless they
amounts that would have been determined (net of amortisation or
bring similar significant additional benefits.
depreciation) had no impairment loss been recognised in previous
An item of property, plant and equipment is derecognised upon years.
disposal or when no future economic benefits are expected to arise
Inventories
from the continued use of asset. Any gain or loss arising on the
disposal or retirement of an item of property, plant and equipment Inventories are stated at lower of cost and net realisable value. The
is determined as the difference between the sales proceeds and the cost is calculated on weighted average method. Cost comprises
carrying amount of the asset and is recognised in the Statement of expenditure incurred in the normal course of business in bringing such
Profit or Loss and Other Comprehensive Income. inventories to its present location and condition and includes, where
applicable, appropriate overheads based on normal level of activity.
Depreciation of these assets commences when the assets are ready
for their intended use which is generally on commissioning. Items Net realisable value is the estimated selling price less estimated costs
of Property, Plant and Equipment are depreciated in a manner that for completion and sale.
amortises the cost (or other amount substituted for cost) of the assets Obsolete, slow moving and defective inventories are identified from
after commissioning, less its residual value, over their useful lives on a time to time and, where necessary, a provision is made for such
straight line basis. Land is not depreciated. inventories.

105
 SURYA NEPAL PRIVATE limited

notes to the financial statements (contd.)

Foreign Currency Transactions Reclassification: When and only when the business model is changed,
The functional and presentation currency of the Company is Nepalese the Company shall reclassify all affected financial assets prospectively
Rupee. from the reclassification date as subsequently measured at amortised
cost, fair value through other comprehensive income, fair value
Transactions in foreign currency are accounted for at the exchange
through profit or loss without restating the previously recognised
rate prevailing on the transaction date. Gains/Losses arising on
gains, losses or interest and in terms of the reclassification principles
settlement as also on translation of monetary items are recognised in
laid down in the NFRS relating to Financial Instruments.
the Statement of Profit or Loss and Other Comprehensive Income.
De-recognition: Financial assets are derecognised when the right
Derivatives to receive cash flows from the assets has expired, or has been
The Company uses derivative financial instruments, such as forward transferred, and the Company has transferred substantially all of the
exchange contracts to hedge its foreign currency risks. Derivatives risks and rewards of ownership. Concomitantly, if the asset is one that
are initially recognised at fair value and are subsequently remeasured is measured at:
to their fair value at the end of each reporting period. The resulting (a) amortised cost, the gain or loss is recognised in the Statement of
gains/losses are recognised in the Statement of Profit or Loss and Profit or Loss and Other Comprehensive Income;
Other Comprehensive Income. (b) fair value through other comprehensive income, the cumulative
Financial instrument, Financial assets and Financial liabilities fair value adjustments previously taken to reserves are reclassified
Financial assets and financial liabilities are recognised when the to the Statement of Profit or Loss and Other Comprehensive
Company becomes a party to the contractual provisions of the relevant Income unless the asset represents an equity investment in which
instrument and are initially measured at fair value. Transaction costs case the cumulative fair value adjustments previously taken to
that are directly attributable to the acquisition or issue of financial reserves is reclassified within equity.
assets and financial liabilities (other than financial assets and financial Income Recognition: Interest income is recognised in the Statement
liabilities measured at fair value through profit or loss) are added to or of Profit or Loss and Other Comprehensive Income using the effective
deducted from the fair value on initial recognition of financial assets interest method.
or financial liabilities. Purchase or sale of financial assets that require Financial Liabilities
delivery of assets within a time frame established by regulation or Borrowings, trade payables and other financial liabilities are initially
convention in the market place (regular way trades) are recognised on recognised at the value of the respective contractual obligations.
the trade date, i.e., the date when the Company commits to purchase They are subsequently measured at amortised cost. Any discount or
or sell the asset. premium on redemption / settlement is recognised in the Statement
Financial assets of Profit or Loss and Other Comprehensive Income as finance cost
over the life of the liability using the effective interest method and
Recognition: Financial assets include Investments, Trade receivables,
adjusted to the liability figure disclosed in the Statement of Financial
Advances, Security Deposits, Cash and cash equivalents. Such assets
Position.
are initially recognised at transaction price when the Company
becomes party to contractual obligations. The transaction price Financial liabilities are derecognised when the liability is extinguished,
includes transaction costs unless the asset is being fair valued through that is, when the contractual obligation is discharged, cancelled and
the Statement of Profit or Loss and Other Comprehensive Income. on expiry.
Offsetting Financial Instruments
Classification: Management determines the classification of an asset
at initial recognition depending on the purpose for which the assets Financial assets and liabilities are offset and the net amount is
were acquired. The subsequent measurement of financial assets included in the Statement of Financial Position where there is a legally
depends on such classification. enforceable right to offset the recognised amounts and there is an
intention to settle on a net basis or realise the asset and settle the
Financial assets are classified as those measured at:
liability simultaneously.
(a) amortised cost, where the financial assets are held solely for Revenue
collection of cash flows arising from payments of principal and/
Revenue is measured at the fair value of the consideration received
or interest.
or receivable for goods supplied, net of returns and discounts to
(b) fair value through other comprehensive income (FVTOCI), where customers. Revenue from the sale of goods includes excise duty,
the financial assets are held not only for collection of cash flows health risk tax and sticker charges payable by the Company but
arising from payments of principal and interest but also from the excludes amounts collected on behalf of third parties, such as value
sale of such assets. Such assets are subsequently measured at fair added tax.
value, with unrealised gains and losses arising from changes in the Revenue from the sale of goods and services is recognised when the
fair value being recognised in other comprehensive income. Company performs its obligations to its customers and the amount of
(c) fair value through profit or loss (FVTPL), where the assets are revenue can be measured reliably and recovery of the consideration is
managed in accordance with an approved investment strategy probable. The timing of such recognition in case of goods is when the
that triggers purchase and sale decisions based on the fair value of control over the same is transferred to the customer, which is mainly
such assets. Such assets are subsequently measured at fair value, upon delivery and in case of services, in the periods in which such
with unrealised gains and losses arising from changes in the fair services are rendered.
value being recognised in the Statement of Profit or Loss and Dividend Distribution
Other Comprehensive Income in the period in which they arise. Dividends paid is recognised in the period in which the interim
Trade receivables, Advances, Security Deposits, Cash and cash dividends are approved by the Board of Directors, or in respect of the
equivalents etc. are classified for measurement at amortised cost while final dividend when approved by shareholders.
investments may fall under any of the aforesaid classes. Employee Benefits
Impairment: The Company assesses at each reporting date whether The Company provides for both defined benefit and defined
a financial asset (or a group of financial assets) such as investments, contribution schemes.
trade receivables, advances and security deposits held at amortised Contribution to defined contribution schemes (Provident Fund and
cost and financial assets that are measured at fair value through other Social Security Fund for certain employees) are charged as expense
comprehensive income are tested for impairment based on evidence based on the amount of contribution required to be made as and
or information that is available without undue cost or effort. Expected when services are rendered by the employee.
credit losses are assessed and loss allowances recognised if the credit The Company also provides for defined benefits in the form of Gratuity
quality of the financial asset has deteriorated significantly since initial and other retirement benefits in respect of certain employees. The cost
recognition. of providing benefits under the defined benefit obligation is calculated

106
 SURYA NEPAL PRIVATE limited

notes to the financial statements (Contd.)

by independent actuary using the projected unit credit method. Deferred tax assets and liabilities are offset when there is legally
Service costs and net interest expense or income is reflected in the enforceable right to offset current tax assets and liabilities and when
Statement of Profit or Loss and Other Comprehensive Income. Gain the deferred tax balances relate to the same taxation authority.
or Loss on account of remeasurements are recognised immediately Current tax assets and tax liabilities are offset where the entity has a
through other comprehensive income in the period in which they legally enforceable right to offset and intends either to settle on net
occur. Gratuity is funded and deposited with the designated funds as basis, or to realize the asset and settle the liability simultaneously.
per applicable laws, towards meeting the Gratuity obligation. Other Claims
retirement benefits are unfunded. Claims against the Company not acknowledged as debts are disclosed
The employees of the Company are entitled to compensated leave for after a careful evaluation of the facts and legal aspects of the matter
which the Company records the liability based on actuarial valuation involved.
computed using projected unit credit method. These benefits are Provisions
unfunded.
Provisions are recognised when, as a result of a past event, the
Employee Share Based Compensation Company has a legal or constructive obligation; it is probable that
The cost of options granted under the ITC Employee Stock Option an outflow of resources will be required to settle the obligation; and
Scheme to employees of ITC Limited (“ITC”) seconded to the the amount can be reliably estimated. The amount so recognised is
Company at its request is measured at the fair value of the options as a best estimate of the consideration required to settle the obligation
on the grant date. The fair value of awards at grant date is calculated at the reporting date, taking into account the risks and uncertainties
using the Black Scholes Option Pricing Model. The cost of stock surrounding the obligation.
options is recognised in the Statement of Profit or Loss and Other In an event when the time value of money is material, the provision
Comprehensive Income with a corresponding payable, when such is carried at the present value of the cash flows estimated to settle the
reimbursement is sought by ITC. obligation.
Leases 2. Use of Estimates
The Company assesses at contract inception whether a contract is, or The preparation of financial statements in conformity with generally
contains, a lease. A contract is, or contains, a lease if it conveys the accepted accounting principles requires management to make
right to control the use of an identified asset for a period of time in estimates and assumptions that affect the reported amounts of
exchange for consideration. assets and liabilities and the disclosure of contingent liabilities at
Company as a Lessee the date of the financial statements and the results of operations
Right-of-Use (ROU) assets are recognised at inception of a contract during the reporting period end. Although these estimates are based
or arrangement for significant lease components at cost less lease upon management’s best knowledge of current events and actions,
incentives, if any. ROU assets are subsequently measured at cost less actual results could differ from those estimates. The estimates and
accumulated depreciation and impairment losses, if any. The cost underlying assumptions are reviewed on an ongoing basis. Revisions
of ROU assets includes the amount of lease liabilities recognised, to accounting estimates are recognised in the period in which the
initial direct cost incurred and lease payments made at or before the estimate is revised if the revision affects only that period or in the
lease commencement date. ROU assets are generally depreciated period of the revision and future periods if the revision affects both
over the shorter of the lease term and estimated useful lives of the current and future periods.
underlying assets on a straight line basis. Lease term is determined
Key sources of estimation uncertainty
based on consideration of facts and circumstances that create an
economic incentive to exercise an extension option, or not to exercise The following are the key assumptions concerning the future,
a termination option. Lease payments associated with short-term and other key sources of estimation uncertainty at the end of the
leases and low value leases are charged to the Statement of Profit and reporting period that may have a significant risk of causing a material
Loss on a straight line basis over the term of the relevant lease. The adjustment to the carrying amounts of assets and liabilities within the
Company recognises lease liabilities measured at the present value of next financial year.
lease payments to be made on the date of recognition of the lease. A. Useful lives of property, plant and equipment and intangible
Such lease liabilities do not include variable lease payments (that do
assets:
not depend on an index or a rate), which are recognised as expense
in the periods in which they are incurred. Interest on lease liability is As described in the significant accounting policies, the Company
recognised using the effective interest method. reviews the estimated useful lives of property, plant and
Lease liabilities are subsequently increased to reflect the accretion equipment and intangible assets at the end of each reporting
of interest and reduced for the lease payments made. The carrying period.
amount of lease liabilities is also remeasured upon modification of B. Actuarial Valuation:
lease arrangement or upon change in the assessment of the lease
The determination of Company’s liability towards defined benefit
term. The effect of such remeasurements is adjusted to the value of
obligation to employees is made through independent actuarial
the ROU assets.
valuation including determination of amounts to be recognised
Taxes on Income in the Statement of Profit or Loss and in Other Comprehensive
Taxes on income comprises current taxes and deferred taxes. Current Income. Such valuation depend upon assumptions determined
tax in the Statement of Profit or Loss and Other Comprehensive after taking into account inflation, seniority, promotion and
Income is provided as the amount of tax payable in respect of taxable other relevant factors such as supply and demand factors in
income for the period using tax rates and tax laws enacted during the employment market. Information about such valuation is
the period, together with any adjustment to tax payable in respect of
provided in notes to the financial statements.
previous years.
C. Claims, Provisions and Contingent Liabilities:
Deferred tax is recognised on temporary differences between the
carrying amounts of assets and liabilities and the amounts used for The Company has ongoing litigations with various regulatory
taxation purposes (tax base), at the tax rates and tax laws enacted or authorities. Where an outflow of funds is believed to be probable
substantively enacted by the end of the reporting period. and a reliable estimate of the outcome of the dispute can be made
Deferred tax assets are recognised for the future tax consequences to based on management’s assessment of specific circumstances of
the extent it is probable that future taxable profits will be available each dispute and relevant external advice, management provides
against which the deductible temporary differences can be utilised. for its best estimate of the liability. Such accruals are by nature
Income tax, in so far as it relates to items disclosed under other complex and can take number of years to resolve and can involve
comprehensive income or equity, are disclosed separately under other estimation uncertainty. Information about such litigations is
comprehensive income or equity, as applicable. provided in notes to the financial statements.

107
 notes to the financial statements (Contd.) [ Amount in NRs ]

108
Particulars Gross Block Depreciation and Amortization Net Block
As at Additions Withdrawals/ As at Additions Withdrawals/ As at Upto For the On Upto For the On Upto As at As at
31.03.2077 Adjustments 32.03.2078 Adjustments 32.03.2079 31.03.2077 Year Withdrawals/ 31.03.2078 Year Withdrawals/ 32.03.2079 32.03.2079 31.03.20778
(15.07.2020) (15.07.2021) (16.07.2022) (15.07.2020) Adjustments (15.07.2021) Adjustments (16.07.2022) (16.07.2022) (15.07.2021)

3A. Property, Plant and Equipment

Land and Land Development 305,147,856 – – 305,147,856 – – 305,147,856 – – – – – – – 305,147,856 305,147,856

Buildings 2,293,630,526 12,091,054 – 2,305,721,580 292,662,419 – 2598,383,999 861,512,754 64,456,403 – 925,969,157 74,497,298 – 1,000,466,455 1,597,917,544 1,379,752,423

Plant and Equipment 7,844,720,453 182,723,917 – 8,027,444,370 81,824,800 – 8,109,269,170 5,261,500,447 487,272,369 – 5,748,772,816 469,177,237 – 6,217,950,053 1,891,319,117 2,278,671,554

Furniture and Fixtures 82,664,273 355,226 2,031,615 80,987,884 5,428,229 5,207,344 81,208,769 56,397,051 5,939,780 1,763,371 60,573,460 5,576,933 4,771,316 61,379,077 19,829,692 20,414,424

Vehicles 172,825,196 50,371,219 39,821,883 183,374,532 103,553,348 25,448,433 261,479,447 109,045,093 21,188,637 33,757,596 96,476,134 23,178,709 20,588,579 99,066,264 162,413,183 86,898,398

Computers 184,108,115 40,899,441 780,000 224,227,556 4,821,015 18,792,236 210,256,335 132,813,356 21,208,630 397,364 153,624,622 21,490,493 18,769,169 156,345,946 53,910,389 70,602,934

Office Equipment 118,454,607 3,567,250 387,287 121,634,570 2,929,714 865,573 123,698,711 78,744,069 10,873,222 356,732 89,260,559 10,925,982 853,098 99,333,443 24,365,268 32,374,011

Total 11,001,551,026 290,008,107 43,020,785 11,248,538,348 491,219,525 50,313,586 11,689,444,287 6,500,012,770 610,939,041 36,275,063 7,074,676,748 604,846,652 44,982,162 7,634,541,238 4,054,903,049 4,173,861,600

3B. Capital Work-in-Progress 167,991,140 441,132,901 237,743,343 371,380,698 181,513,955 384,345,318 168,549,335 – – – – – – – 168,549,335 371,380,698

3C. Intangible Assets

Capitalised Software 289,597,298 26,998,432 - 316,595,730 3,460,797 - 320,056,527 289,124,769 3,034,410 - 292,159,179 5,802,883 - 297,962,062 22,094,465 24,436,551

3D. Intangible assets under 18,001,979 11,115,992 26,998,432 2,119,539 1,341,258 3,460,797 - - - - - - - - - 2,119,539
development

3E. Right of Use Assets

Building – – – – 71,156,692 – 71,156,692 – – – – 7,869,301 – 7,869,301 63,287,391 –

SURYA NEPAL PRIVATE limited
 notes to the financial statements (Contd.) [ Amount in ` ]

Particulars Gross Block Depreciation and Amortization Net Block

As at Additions Withdrawals/ As at Additions Withdrawals/ As at Upto For the On Upto For the On Upto As at As at
31.03.2077 Adjustments 31.03.2078 Adjustments 32.03.2079 31.03.2077 Year Withdrawals/ 31.03.2078 Year Withdrawals/ 32.03.2079 32.03.2079 31.03.2078
(15.07.2020) (15.07.2021) (16.07.2022) (15.07.2020) Adjustments (15.07.2021) Adjustments (16.07.2022) (16.07.2022) (15.07.2021)

3A. Property, Plant and Equipment

Land and Land Development 190,717,410 - - 190,717,410 - - 190,717,410 - - - - - - - 190,717,410 190,717,410

Buildings 1,433,519,079 7,556,909 - 1,441,075,988 182,914,012 - 1,623,990,000 538,445,475 40,285,252 - 578,730,727 46,560,807 - 625,291,534 998,698,466 862,345,261

Plant and Equipment 4,902,950,284 114,202,448 - 5,017,152,732 51,140,499 - 5,068,293,231 3,288,437,778 304,545,231 - 3,592,983,009 293,235,774 - 3,886,218,783 1,182,074,448 1,424,169,723

Furniture and Fixtures 51,665,171 222,016 1,269,759 50,617,428 3,392,643 3,254,590 50,755,481 35,248,157 3,712,363 1,102,107 37,858,413 3,485,583 2,982,073 38,361,923 12,393,558 12,759,015

Vehicles 108,015,747 31,482,012 24,888,677 114,609,082 64,720,844 15,905,271 163,424,655 68,153,183 13,242,898 21,098,498 60,297,583 14,486,693 12,867,862 61,916,414 101,508,241 54,311,499

Computers 115,067,572 25,562,151 487,500 140,142,223 3,013,134 11,745,148 131,410,209 83,008,348 13,255,394 248,353 96,015,389 13,431,558 11,730,731 97,716,216 33,693,993 44,126,834

Office Equipment 74,034,131 2,229,531 242,054 76,021,608 1,831,069 540,983 77,311,694 49,215,043 6,795,763 222,956 55,787,850 6,828,738 533,186 62,083,402 15,228,292 20,233,758

Total 6,875,969,394 181,255,067 26,887,990 7,030,336,471 307,012,201 31,445,992 7,305,902,680 4,062,507,984 381,836,901 22,671,914 4,421,672,971 378,029,153 28,113,852 4,771,588,272 2,534,314,408 2,608,663,500

3B. Capital Work-in-Progress 104,994,463 275,708,063 148,589,589 232,112,936 113,446,223 240,215,824 105,343,335 - - - - - - - 105,343,335 232,112,936

3C. Intangible Assets

Capitalised Software 180,998,311 16,874,020 - 197,872,331 2,162,998 - 200,035,329 180,702,981 1,896,506 - 182,599,487 3,626,802 - 186,226,289 13,809,040 15,272,844

3D. Intangible assets under 11,251,237 6,947,495 16,874,020 1,324,712 838,286 2,162,998 - - - - - - - - - 1,324,712
development

3E. Right of Use Assets

Building - - - - 44,472,933 - 44,472,933 - - - - 4,918,313 - 4,918,313 39,554,620 -

1. The amount of expenditures recognised in the carrying amount of property, plant and equipment in the course of construction is NRs. 2,199,795 {Rs. 1,374,872} (2077/78 - NRs. 1,843,579 {Rs. 1,152,237}).

2. The amortization expense of intangible assets have been included under ‘Depreciation and Amortization expense’ in the Statement of Profit or Loss and Other Comprehensive Income.

109
SURYA NEPAL PRIVATE limited
 SURYA NEPAL PRIVATE limited

notes to the financial statements (Contd.)

Figures in NRs. Figures in ` Figures in NRs. Figures in `

As at As at As at As at
32nd Asadh 2079 32nd Asadh 2079 31st Asadh 2078 31st Asadh 2078
(16th July 2022) (16th July 2022) (15th July 2021) (15th July 2021)
4. LOANS
NON-CURRENT
Employee Loans 23,920,462 14,950,289 25,909,298 16,193,311
Total 23,920,462 14,950,289 25,909,298 16,193,311
CURRENT
Employee Loans 4,064,522 2,540,326 5,733,332 3,583,333
Total 4,064,522 2,540,326 5,733,332 3,583,333
5. OTHER FINANCIAL ASSETS
NON-CURRENT
Deposits 880,825 550,516 880,825 550,516
Total 880,825 550,516 880,825 550,516
CURRENT
Interest Accrued on
- Call and Other Deposit with Banks 30,107,481 18,817,176 95,014 59,384
- Commercial Advances 48,031 30,019 7,597 4,747
Derivative instruments not designated as hedging instruments 23,951,133 14,969,458 3,902,185 2,438,866
Recoverable from Holding Company 889,856 556,160 176,988 110,618
Claims Receivable 8,443,017 5,276,886 10,946 6,841
Total 63,439,518 39,649,699 4,192,730 2,620,456

6. DEFERRED TAX ASSETS /(LIABILITIES) (NET)

Deferred Tax Assets 233,591,921 145,994,951 183,429,787 114,643,617
Less: Deferred Tax Liabilities 27,981,962 17,488,727 28,978,459 18,111,537
Deferred Tax Assets / (Liabilities) (Net) 205,609,959 128,506,224 154,451,328 96,532,080

Movement in Deferred Tax Assets / (Liabilities) Balances Figures in NRs. Figures in ` Figures in NRs. Figures in ` Figures in NRs. Figures in ` Figures in NRs. Figures in `
Opening Balance Opening Balance Recognized in Recognized in Recognized in OCI Recognized in OCI Closing Balance Closing Balance
2078/79 Profit or Loss Profit or Loss

Deferred Tax Assets in relation to:

On Provision for Retirement and Other Employee Benefits 6,39,44,312 3,99,65,195 (9,54,047) (5,96,279) 81,41,200 50,88,250 7,11,31,465 4,44,57,166

On Provision for Doubtful Advances 6,05,128 3,78,205 (270) (169) - - 6,04,858 3,78,036

On Fiscal Allowances on Property, Plant and Equipment etc. 8,58,97,978 5,36,86,236 4,20,97,601 2,63,11,001 - - 12,79,95,579 7,99,97,237

On Provision for Inventories 1,41,37,412 88,35,883 - - - - 1,41,37,412 88,35,883

Other Timing Difference 1,88,44,957 1,17,78,098 8,77,650 5,48,531 - - 1,97,22,607 1,23,26,629

Total Deferred Tax Assets 18,34,29,787 11,46,43,617 4,20,20,934 2,62,63,084 81,41,200 50,88,250 23,35,91,921 14,59,94,951

Deferred Tax Liabilities in relation to:

On Overheads Allocation on Finished Goods 2,82,85,356 1,76,78,348 (64,05,187) (40,03,241) - - 2,18,80,169 1,36,75,107

Other Timing Difference 6,93,103 4,33,189 54,08,690 33,80,431 - - 61,01,793 38,13,620

Total Deferred Tax Liabilities 2,89,78,459 1,81,11,537 (9,96,497) (6,22,810) - - 2,79,81,962 1,74,88,727

Deferred Tax Assets / (Liabilities) (Net) 15,44,51,328 9,65,32,080 4,30,17,431 2,68,85,894 81,41,200 50,88,250 20,56,09,959 12,85,06,224

2077/78

Deferred Tax Assets in relation to:

On Provision for Retirement and Other Employee Benefits 7,02,08,287 4,38,80,181 (29,55,764) (18,47,353) (33,08,211) (20,67,632) 6,39,44,312 3,99,65,195
On Provision for Doubtful Advances 6,05,587 3,78,491 (459) (287) - - 6,05,128 3,78,205
On Fiscal allowances on Property, Plant and Equipment etc. 7,12,20,190 4,45,12,619 1,46,77,788 91,73,618 - - 8,58,97,978 5,36,86,236
On Provision for Inventories 2,06,59,112 1,29,11,944 (65,21,700) (40,76,063) - - 1,41,37,412 88,35,883
Other Timing Difference 1,88,44,957 1,17,78,098 - - - - 1,88,44,957 1,17,78,098
Total Deferred Tax Assets 18,15,38,133 11,34,61,333 51,99,865 32,49,915 (33,08,211) (20,67,632) 18,34,29,787 11,46,43,617
Deferred Tax Liabilities in relation to:
On Overheads Allocation on Finished Goods 3,21,29,724 2,00,81,077 (38,44,368) (24,02,730) - - 2,82,85,356 1,76,78,348
Other Timing Difference 32,14,412 20,09,008 (25,21,309) (15,75,818) - - 6,93,103 4,33,189
Total Deferred Tax Liabilities 3,53,44,136 2,20,90,085 (63,65,677) (39,78,548) - - 2,89,78,459 1,81,11,537
Deferred Tax Assets / (Liabilities) (Net) 14,61,93,997 9,13,71,248 1,15,65,542 72,28,463 (33,08,211) (20,67,632) 15,44,51,328 9,65,32,080

The Company has tax losses of NRs. 382,984,549 {Rs. 239,365,343} (2077/78 - NRs. 315,157,040 {Rs. 196,973,150}) for which no deferred tax assets have been recognised. These losses will expire between financial year 2079/80 (2022/23) to 2085/86
(2028/29).

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 SURYA NEPAL PRIVATE limited

notes to the financial statements (Contd.)

Figures in NRs. Figures in ` Figures in NRs. Figures in `

As at As at As at As at
32nd Asadh 2079 32nd Asadh 2079 31st Asadh 2078 31st Asadh 2078
(16th July 2022) (16th July 2022) (15th July 2021) (15th July 2021)
7. OTHER ASSETS
NON-CURRENT
Capital Advances 10,474,008 6,546,255 20,984,934 13,115,584
Advances other than Capital Advances
- Commercial Advances to Holding Company 1,266,009,108 791,255,693 2,890,930,235 1,806,831,397
- Deposits
- With Statutory Authorities 302,737,392 189,210,870 75,413,892 47,133,683
- Others 8,292,541 5,182,838 8,292,541 5,182,837
Total 1,587,513,049 992,195,656 2,995,621,602 1,872,263,501

CURRENT
Commercial Advances
- Green Leaf bought from Tobacco Farmers
(net of loan disbursed by Bank) 1,359,316 849,573 397,260 248,287
- Other Goods and Services 17,978,555 11,236,597 8,901,796 5,563,623
Advance with Statutory Authorities 421,438,188 263,398,868 41,628,476 26,017,798
Deposit with Statutory Authorities 360,297,269 225,185,793 297,073,933 185,671,208
Employee Advances 74,964 46,853 510,707 319,192
Unexpired Expenses 146,004,098 91,252,561 131,858,407 82,411,504
Margin Money Deposit 7,142,637 4,464,148 43,800,387 27,375,242
Total 954,295,027 596,434,393 524,170,966 327,606,854
8. INVENTORIES
(At lower of cost and net realisable value)
Raw Materials (including in-transit) 2,559,409,927 1,5,996,31,207 2,052,293,047 1,282,683,153
Stock - In - Process 367,658,623 2,297,86,642 242,116,699 151,322,937
Finished Goods 1,496,895,659 9,355,59,787 3,878,753,116 24,24,220,698
Stores and Supplies (including in-transit) 249,916,887 1,561,98,057 236,295,697 147,684,811
Total 4,673,881,096 29,211,75,693 6,409,458,559 4,005,911,599
The above includes goods in transit as under
Raw Materials 235,410,119 147,131,324 107,628,731 67,267,956
Stores and Supplies 866,748 541,718 2,367,012 1,479,383
Total 236,276,867 147,673,042 109,995,743 68,747,339
The cost of inventories recognised as an expense includes NRs. 5,437,505 {` 3,398,441} (2077/78: NRs. 2,639,400 {` 1,649,625}) in respect of write-downs of inventory
to net realisable value.
9. TRADE RECEIVABLES (current)
Secured, considered good 2,589,016 1,618,135 869,889 543,681
Unsecured, considered good 29,922,428 18,701,518 17,309,845 10,818,653
Total 32,511,444 20,319,653 18,179,734 11,362,334
10. CASH AND CASH EQUIVALENTS*
Cash on Hand – – 30,000 18,750
Balances with Banks
- Current Accounts 77,316,833 48,323,021 22,875,681 14,297,301
Short Term - Call Deposits 75,297,296 47,060,810 97,851,181 61,156,988
Total 152,614,129 95,383,831 120,756,862 75,473,039

* Cash and cash equivalents include cash on hand, cheques on hand, cash at bank and deposits with banks with original maturity of 3 months or less.
11. OTHER BANK BALANCES
In Deposit Accounts * 10,000,000,000 6,250,000,000 6,264,400,000 3,915,250,000
Earmarked Balance (Savings Account - Provident Fund) 74,526 46,579 71,508 44,693
Total 10,000,074,526 6,250,046,579 6,264,471,508 3,915,294,693

* Represents deposits with original maturity of more than 3 months having remaining maturity of less than 12 months from the Statement of Financial Position date.
12. EQUITY SHARE CAPITAL
Authorised
180,000,000 (2077/78 - 180,000,000) Ordinary Shares of NRs. 100/- {` 62.50} each 18,000,000,000 11,250,000,000 18,000,000,000 11,250,000,000
Issued, Subscribed & Paid up
20,160,000 (2077/78 - 20,160,000) Ordinary Shares of NRs.100/- {` 62.50} each, fully paid 2,016,000,000 1,260,000,000 2,016,000,000 1,260,000,000
2,016,000,000 1,260,000,000 2,016,000,000 1,260,000,000
Out of the above:
1. 16,800,000 Ordinary Shares were issued as fully paid up bonus shares in 2065-66 (2008-09).
2. 2,800,000 Ordinary Shares were issued as fully paid up bonus shares in 2060-61 (2003-04).
3. 280,000 Ordinary Shares were issued as fully paid up bonus shares in 2052-53 (1995-96).
4. 11,894,400 Ordinary Shares are held by the Holding Company, ITC Limited.
Reconciliation of number of Shares outstanding:
Number of Shares
At the beginning of the year 20,160,000 20,160,000 20,160,000 20,160,000
At the end of the year 20,160,000 20,160,000 20,160,000 20,160,000
Rights, preferences and restrictions attached to the Ordinary Shares
The Ordinary Shares of the Company, having par value of NRs. 100.00 {` 62.50} per share, rank pari passu in all respects including voting rights and entitlement to dividend.

111
 SURYA NEPAL PRIVATE limited

notes to the financial statements (Contd.)

Figures in NRs. Figures in ` Figures in NRs. Figures in `
As at As at As at As at
32nd Asadh 2079 32nd Asadh 2079 31st Asadh 2078 31st Asadh 2078
(16th July 2022) (16th July 2022) (15th July 2021) (15th July 2021)
13. LEASE LIABILITIES
NON-CURRENT
Lease Liabilities 31,946,405 19,966,503 - -
Total 31,946,405 19,966,503 - -

CURRENT
Lease Liabilities 32,294,985 20,184,366 - -
Total 32,294,985 20,184,366 - -
Movement of Lease Liabilities during the year:
Opening Lease Liabilities - - - -
New Leases recognised 71,156,692 44,472,933 - -
Interest expense on Lease Liabilities 2,312,254 1,445,159 - -
Payment of Lease Liabilities (9,227,556) (5,767,223 ) - -
Total 64,241,390 40,150,869 - -

14. PROVISIONS
NON-CURRENT
Provision for Retirement and Other Employee Benefits [Refer Note 29]
Retirement Benefits 65,619,929 41,012,456 78,480,358 49,050,224
Other Benefits 122,279,526 76,424,704 110,339,195 68,961,997
Total 187,899,455 117,437,160 188,819,553 118,012,221

CURRENT
Provision for Retirement and Other Employee Benefits
Retirement Benefits 41,201,647 25,751,029 4,460,186 2,787,616
Other Benefits 8,003,779 5,002,362 19,867,966 12,417,479
Total 49,205,426 30,753,391 24,328,152 15,205,095

15. BORROWINGS (CURRENT)

Secured
Overdrafts / Other Demand Loans from Banks* 1,347,831,417 842,394,636 1,398,557,780 874,098,613
Total 1,347,831,417 842,394,636 1,398,557,780 874,098,613

* Overdrafts / Other Demand Loans from Banks are secured by way of charge against certain property, plant and equipment, inventories, advances and trade receivables, both
present and future.
16. TRADE PAYABLES (CURRENT)
Trade Payables for Goods and Services
- Holding Company 665,754,110 416,096,319 855,033,506 534,395,941
- Others 492,101,818 307,563,636 398,408,624 249,005,390
Total 1,157,855,928 723,659,955 1,253,442,130 783,401,331

17. OTHER FINANCIAL LIABILITIES (CURRENT)

Payable for Property, Plant and Equipment 91,398,171 57,123,857 56,021,131 35,013,207
Retention Money
- For Property, Plant and Equipment 29,335,604 18,334,753 34,124,036 21,327,523
- Others 4,648,777 2,905,486 4,700,572 2,937,857
Payable for Employee Benefits 28,043,428 17,527,143 15,871,747 9,919,842
Provision for Employee’s Bonus under The Bonus Act, 2030
- Distribution by Company 310,774,916 194,234,323 289,454,540 180,909,088
- Deposit with Welfare Funds established under The Labour Act 949,229,776 593,268,610 850,972,021 531,857,513
- Deposit with National Level Welfare Fund established by Govt. of Nepal 406,812,761 254,257,976 364,702,295 227,938,934
Security Deposits from Customers 7,924,000 4,952,500 7,469,000 4,668,125
Interest Accrued but not due on current borrowings - - 74,378 46,486
Others (derivatives not designated as hedging instrument) 9,613,668 6,008,543 3,127,326 1,954,579
Total 1,837,781,101 1,148,613,191 1,626,517,046 1,016,573,154

18. OTHER LIABILITIES (CURRENT)

Advances received from Customers 392,804,015 245,502,509 782,803,030 489,251,894
Statutory Liabilities 213,252,833 133,283,021 215,294,435 134,559,022
Provision for Corporate Social responsibility 278,994,003 174,371,252 269,292,530 168,307,831
Others 50,017,342 31,260,839 51,998,863 32,499,289
Total 935,068,193 584,417,621 1,319,388,858 824,618,036

19. CURRENT TAX LIABILITIES (NET)

Provision for Income Tax 5,169,083,876 3,230,677,423 4,649,133,895 2,905,708,685
Less: Advance Tax paid / Withholding Tax deducted (4,439,548,649 ) (2,774,717,906) (4,072,805,043 ) (2,545,503,152 )
Total 729,535,227 455,959,517 576,328,852 360,205,533

112
 SURYA NEPAL PRIVATE limited

notes to the financial statements (Contd.)

Figures in NRs. Figures in ` Figures in NRs. Figures in `

As at As at As at As at
32nd Asadh 2079 32nd Asadh 2079 31st Asadh 2078 31st Asadh 2078
(16th July 2022) (16th July 2022) (15th July 2021) (15th July 2021)
20. GROSS REVENUE FROM SALE OF PRODUCTS
FMCG
- Cigarettes 461,29,103,000 28,830,689,375 38,917,441,344 24,323,400,840
- Branded Packaged Food Products 87,993,378 54,995,861 53,356,603 33,347,877
- Others (Agarbatti and Safety Matches) 409,523,153 255,951,971 421,817,689 263,636,056
Others
- Unmanufactured Tobacco 61,635,168 38,521,980 36,445,805 22,778,628
Total 46,688,254,699 29,180,159,187 39,429,061,441 24,643,163,401
21. DUTIES
Excise Duty 14,229,313,824 8,893,321,140 10,471,603,803 6,544,752,377
Health Risk Tax 5,356,955,440 3,348,097,150 4,401,626,000 2,751,016,250
Sticker Charges 115,942,035 72,463,772 110,048,853 68,780,533
Total 19,702,211,299 12,313,882,062 14,983,278,656 9,364,549,160
22. OTHER OPERATING REVENUE
Liability no longer required written back 5,612,432 3,507,770 38,385,849 23,991,156
Provision for doubtful advance / debts written back - - 340,542 212,839
Miscellaneous Income 22,221,664 13,888,540 7,881,324 4,925,827
Total 27,834,096 17,396,310 46,607,715 29,129,822
23. RAW MATERIALS CONSUMED ETC.
Leaf and Casing Materials 3,308,856,003 2,068,035,002 3,121,742,555 1,951,089,098
Wrapping Materials 3,021,597,542 1,888,498,464 2,545,503,955 1,590,939,972
Purchases and Contract Manufacturing Charges 323,090,254 201,931,409 340,636,911 212,898,069
Sugar, Liquid Glucose, Laminates, Jar etc. 40,387,895 25,242,434 24,631,671 15,394,794
6,693,931,694 4,183,707,309 6,032,515,092 3,770,321,933
Allocation of overheads etc. on Finished Goods (manufactured)
Opening 176,773,278 110,483,299 182,483,093 114,051,933
Closing (136,206,454 ) (85,129,034 ) (176,773,278 ) (110,483,299 )
Total 6,734,498,518 4,209,061,574 6,038,224,907 3,773,890,567
24. EMPLOYEE BENEFITS EXPENSES
Salaries, Wages and Allowances 695,778,495 434,861,559 664,770,839 415,481,774
Contribution to Provident and Other Funds 33,308,828 20,818,018 27,027,385 16,892,116
Provision for Retirement Benefits {Refer (I) of Note 29.a} 19,639,436 12,274,648 26,503,771 16,564,857
Cost of Stock Option Reimbursable 5,262,362 3,288,976 2,748,088 1,717,555
Labour and Staff Welfare 34,594,946 21,621,841 29,580,417 18,487,761
Provision for Employees’ Bonus 1,666,817,453 1,041,760,908 1,505,128,856 940,705,535
Total 2,45,54,01,520 1,534,625,950 2,255,759,356 1,409,849,598
25. MANUFACTURING, ADMIN, SELLING EXPENSES ETC.
Hired Machine Expenses 55,938,445 34,961,528 62,614,181 39,133,863
Rent 63,557,677 39,723,548 69,159,461 43,224,663
Electricity, Fuel and Water 113,061,307 70,663,317 102,918,065 64,323,791
Rates and Taxes 9,957,258 6,223,286 7,263,139 4,539,462
Insurance 125,330,788 78,331,743 118,369,773 73,981,108
Repairs- Depreciable Assets 182,263,203 113,914,502 172,214,400 107,634,000
Maintenance - Owned Properties 7,974,120 4,983,825 7,394,229 4,621,393
Maintenance - Other Properties 11,052,839 6,908,024 9,218,303 5,761,439
Safety and Pollution Control Cost 32,630,160 20,393,850 27,568,883 17,230,552
Consumption of Stores and Spare Parts * 41,203,918 25,752,449 31,307,102 19,566,939
Freight and Handling charges 65,411,520 40,882,200 60,716,332 37,947,708
Product and Packaging Development - Tools / Accessories 4,755,762 2,972,351 39,159,547 24,474,717
Product Development and License Fees 681,052,125 425,657,578 615,325,374 384,578,359
Advertising 12,835,520 8,022,200 6,657,592 4,160,995
Market Research 40,625,105 25,390,691 6,457,240 4,035,775
Trade Distribution Expenses 237,463,651 148,414,782 127,042,948 79,401,843
Information Technology Services 97,124,858 60,703,036 98,739,643 61,712,277
Travel and Conveyance 59,612,960 37,258,100 46,381,861 28,988,663
Training and Development 1,284,323 802,702 187,779 117,362
Postage, Telephone, etc. 3,809,820 2,381,138 4,404,904 2,753,065
Bank Charges and Commission 4,150,291 2,593,932 4,390,198 2,743,874
Audit Fees 1,225,000 765,625 1,225,000 765,625
Legal Fees 5,545,171 3,465,732 3,189,500 1,993,438
Printing and Stationery 7,988,214 4,992,634 7,572,308 4,732,693
Consultancy Charges 625,255,976 390,784,985 566,438,710 354,024,194
Professional Service Charges and Other Fees 171,372,431 107,107,769 138,849,988 86,781,243
Business Entertainment Expenses 7,453,101 4,658,188 5,090,052 3,181,283
Sponsorship 11,049,334 6,905,834 3,620,115 2,262,572
Board Meeting Fees 17,647 11,029 88,235 55,147
Donations 2,585,000 1,615,625 5,852,771 3,657,982
Books and Periodicals 164,325 102,703 137,680 86,050
Membership Fee 208,514 130,321 359,931 224,957
(Gain)/Loss on Property, Plant and Equipment Sold / Discarded (Net) (5,937,270 ) (3,710,794 ) (12,803,891 ) (8,002,432 )
Corporate Social Responsibility 168,365,399 105,228,374 152,033,218 95,020,761
Miscellaneous Expenses {Refer (iv) of Note 30} 18,923,494 11,827,187 6,350,852 3,969,282
Total 2,865,311,986 1,790,819,994 2,495,495,423 1,559,684,643

* Consumption of Stores and Spare Parts includes writeback of provision for obsolescence of spares- NIL {3,488,917 (` 2,180,573)}.

113
 SURYA NEPAL PRIVATE limited

notes to the financial statements (Contd.)

Figures in NRs. Figures in ` Figures in NRs. Figures in `

As at As at As at As at
32nd Asadh 2079 32nd Asadh 2079 31st Asadh 2078 31st Asadh 2078
(16th July 2022) (16th July 2022) (15th July 2021) (15th July 2021)
26. OTHER INCOME
Interest Income from:
a) Deposits with bank - carried at amortised cost 676,674,250 422,921,406 497,909,221 311,193,264
b) Employee loans - measured at amortised cost 466,761 291,726 580,453 362,783
c) Others - Interest received from customers etc. 8,189,821 5,118,638 14,350,487 8,969,054
Net foreign exchange gain / (loss) 1,769,703 1,106,064 (19,896,665 ) (12,435,416 )
Total 687,100,535 429,437,834 492,943,496 308,089,685

27. FINANCE COST

Interest expenses:
a) On financial liabilities measured at amortised cost
- Interest on Short Term Loans / Overdrafts 4,701,211 2,938,257 10,114,656 6,321,660
b) On Lease Liabilities 2,312,254 1,445,159 - -
c) Others
- Interest on Trading Debts 4,636,073 2,897,546 4,966,563 3,104,102
- Others 14,240,558 8,900,349 20,639,935 12,899,959
Total 25,890,096 16,181,311 35,721,154 22,325,721

28. TAX EXPENSE

A.Amount recognised in Profit or Loss
Current Tax 4,620,328,911 2,887,705,569 4,137,273,101 2,585,795,689
Deferred Tax (43,017,431 ) (26,885,894 ) (11,565,542 ) (7,228,464 )
Adjustments / (credits) related to previous years - Net 351,564 219,728 4,026,509 2,516,568
Total 4,577,663,044 2,861,039,403 4,129,734,068 2,581,083,793
B. Amount recognised in Other Comprehensive Income
The tax (charge) / credit arising on income and expenses recognised
in other comprehensive income is as follows:
On items that will not be reclassified to profit or loss
Remeasurements of defined benefit plans 8,141,200 5,088,250 (3,308,211 ) (2,067,632)
Total 8,141,200 5,088,250 (3,308,211 ) (2,067,632)

C.Reconciliation between tax expense and accounting profit

Profit before tax 150,01,357,075 9,375,848,172 13,546,159,705 8,466,349,812
Income Tax expense calculated at the applicable tax rate
(Cigarettes Manufacturing @ 30%, Exports @ 24%,
Other Manufacturing @ 20% and Trading @ 25%) 4,503,631,136 2,814,769,460 40,681,59,089 2,542,599,432
Factors affecting tax charge for the year
Effects of:
– Difference in tax treatment of certain expense 63,199,340 39,499,588 32,954,887 20,596,804
– Adjustments recognised in the current year in relation to previous years 351,564 219,728 4,026,509 2,516,568
– Unused tax losses not recognised (net) 10,481,004 6,550,628 11,943,792 7,464,870
– Others - - 12,649,791 7,906,119
Income Tax recognised in profit or loss 4,577,663,044 2,861,039,404 4,129,734,068 2,581,083,793

29. a. Defined Benefit Plans

The Company provides defined benefit in the form of Gratuity and other retirement benefits. Gratuity is funded and deposited with the designated funds {e.g. Citizen Investment
Trust (CIT), Social Security Fund (SSF)} as per applicable laws, towards meeting the Gratuity obligation. Other retirement benefits are unfunded.
CIT is a public financial organization established under the Citizen Investment Trust Act, 2047. Nepal Government, Nepal Rastra Bank, Nepal Stock Exchange Ltd., Rastriya Beema
Sansthan, etc. are the shareholders of CIT, which is listed on Nepal Stock Exchange. CIT operates and manages various types of retirement schemes / programs. The Gratuity Fund
Scheme is operated by a committee of CIT in accordance with terms and conditions of Gratuity Scheme Operation Procedure, 2055 as approved by Board of CIT. The Committee
managing the Gratuity Fund Scheme invests in various sectors as prescribed under Gratuity Scheme Operation Procedure, 2055. As per the CIT Act, 2047, amount deposited by
the Company and interest thereon shall be paid by the Government of Nepal in the event the same is not paid by CIT.
SSF is an autonomous statutory body established by the Government of Nepal as per the provisions of Contribution Based Social Security Act, 2074 (“Act”). The fund is managed
by a Committee formed as per the Act with investment in assets such as government bonds, debentures, mutual funds, fixed deposits of class ”A” banks or financial institutions,
shares of banks, financial institutions and other companies etc. as per the provisions of section 32 of the Act.
The liabilities arising in the Defined Benefit Schemes are determined in accordance with the advice of independent, professional qualified actuary, using the projected unit credit
method. The Company makes regular contributions to these Employee Benefit Plans. Additional contributions are made to these plans as and when required based on actuarial
valuation.
The Defined Benefit plans expose the Company to risk of actuarial deficit arising out of interest rate risk, salary cost inflation risk and investment risk. The Scheme’s accounting
liabilities are calculated using a discount rate set with reference to the yield as communicated by CIT. A decrease in yields will increase the fund liabilities, leading to accounting
deficit in the funds. Increase in salary due to adverse inflationary pressures might lead to higher liabilities. Investment risk may arise from lower earnings in the investment portfolio
which is managed by the committee of CIT as referred above.

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notes to the financial statements (Contd.)

Figures in NRs. Figures in ` Figures in NRs. Figures in `

For the year ended For the year ended For the year ended For the year ended
32nd Asadh, 2079 32nd Asadh, 2079 31st Asadh, 2078 31st Asadh, 2078
(16th July, 2022) (16th July, 2022) (15th July, 2021) (15th July, 2021)
Gratuity Other Gratuity Other Gratuity Other Gratuity Other
Retirement Retirement Retirement Retirement
Benefits Benefits Benefits Benefits
Funded Unfunded Funded Unfunded Funded Unfunded Funded Unfunded
I Components of Employer Expense
– Recognised in Profit or Loss
1 Current Service Cost 12,321,640 3,656,789 7,701,025 2,285,493 13,526,459 5,189,044 8,454,037 3,243,153
2 Past Service Cost - - - - - 2,419,485 - 1,512,178
3 Net Interest Cost (1,272,387) 4,933,393 (795,241) 3,083,371 (227,103) 5,595,886 (141,939) 3,497,429
4 Total expense recognised in the Statement of Profit or Loss 11,049,253 8,590,182 6,905,784 5,368,864 13,299,356 13,204,415 8,312,098 8,252,760
— Re-measurements recognised in Other Comprehensive Income
5 Return on Plan Assets (excluding amount included in Net Interest Cost) (15,105,081) - (9,440,676) - (11,158,711) - (6,974,194) -
6 Effect of Changes in demographic assumptions - - - - (24,247) 549,911 (15,154) 3,43,694
7 Effect of Changes in financial assumptions 12,209,813 (2,794,378) 7,631,133 (1,746,486) 6,795,459 2,257,996 4,247,162 1,411,248
8 Changes in asset ceiling (excluding interest income) - - - - - - - -
9 Effect of experience adjustments 39,276,585 (6,449,607) 24,547,866 (4,031,004) (697,083) (8,750,697) (435,677) (5,469,186)
10 Total re-measurements included in Other Comprehensive Income 36,381,317 (924,3985) 22,738,323 (5,777,490) (5,084,582) (5,942,790) (3,177,863) (3,714,244)
11 Total defined benefit cost recognised in Statement of Profit or Loss 47,430,570 (653,803) 29,644,107 (408,626) 8,214,774 7,261,625 5,134,235 4,538,516
and Other Comprehensive Income (4+10)
The current service cost, past service cost and net interest cost for the year pertaining to Gratuity and Other Retirement Benefit expenses have been recognised in “Provision for Retirement Benefits” under Note 24. The remeasurements
of the net defined benefit liability are included in Other Comprehensive Income.

Figures in NRs. Figures in ` Figures in NRs. Figures in `

For the year ended For the year ended For the year ended For the year ended
32nd Asadh, 2079 32nd Asadh, 2079 31st Asadh, 2078 31st Asadh, 2078
(16th July, 2022) (16th July, 2022) (15th July, 2021) (15th July, 2021)
Gratuity Other Gratuity Other Gratuity Other Gratuity Other
Retirement Retirement Retirement Retirement
Benefits Benefits Benefits Benefits
II Actual Returns 30,338,988 - 18,961,868 - 25,690,597 - 16,056,623 -
III Net Asset/(Liability) recognised in Statement of Financial Position
1 Present Value of Defined Benefit Obligation 283,699,981 68,732,053 177,312,488 42,957,533 223,654,814 82,410,856 139,784,259 51,506,785
2 Fair Value on Plan Assets 245,610,458 - 153,506,536 - 223,125,127 - 139,453,204 -
3 Status [Surplus/(Deficit)] (38,089,523) (68,732,053) (23,805,952) (42,957,533) (529,687) (82,410,856) (331,054) (51,506,785)
4 Restriction on Asset recognised - - - - - - - -
Figures in NRs. Figures in ` Figures in NRs. Figures in `
5 Net Asset/(Liability) recognised in For the year ended For the year ended For the year ended For the year ended
Statement of Financial Position 32nd Asadh, 2079 (16th July, 2022) 32nd Asadh, 2079 (16th July, 2022) 31st Asadh, 2078 (15th July, 2021) 31st Asadh, 2078 (15th July, 2021)
Current Non-current Current Non-current Current Non-current Current Non-current
Gratuity (38,089,523) - (23,805,952) - (529,687) - (331,054) -
Other Retirement Benefits (3,112,124) (65,619,929) (19,45,077) (41,012,456) (3,930,498) (78,480,358) (2,456,561) (49,050,224)
Figures in NRs. Figures in ` Figures in NRs. Figures in `
For the year ended For the year ended For the year ended For the year ended
32nd Asadh, 2079 32nd Asadh, 2079 31st Asadh, 2078 31st Asadh, 2078
(16th July, 2022) (16th July, 2022) (15th July, 2021) (15th July, 2021)
Gratuity Other Gratuity Other Gratuity Other Gratuity Other
Retirement Retirement Retirement Retirement
Benefits Benefits Benefits Benefits
IV Change in Defined Benefit Obligations (DBO)
1 Present Value of DBO at beginning of the year 223,654,814 82,410,856 139,784,259 51,506,785 218,958,643 84,733,231 136,849,152 52,958,269
2 Current Service Cost 12,321,640 3,656,789 7,701,025 2,285,493 13,526,459 5,189,044 8,454,037 3,243,153
3 Past service cost – – – – – 2,419,485 – 1,512,178
4 Interest Cost 13,961,520 4,933,393 8,725,950 3,083,371 14,304,783 5,595,886 8,940,489 3,497,429
5 Remeasurement gains / (losses):
a Effect of Changes in demographic assumptions – – – – (24,247) 549,911 (15,154) 343,694
b Effect of Changes in financial assumptions 12,209,813 (2,794,378) 7,631,133 (1,746,486) 6,795,459 2,257,996 4,247,162 1,411,248
c Changes in asset ceiling (excluding interest income) – – – – – – – –
d Effect of experience adjustments 39,276,585 (6,449,607) 24,547,865 (4,031,005) (697,083) (8,750,697) (435,677) (5,469,186)
6 Curtailment Cost / (Credits) – – – – – – – –
7 Settlement Cost / (Credits) – – – – – – – –
8 Liabilities assumed in business combination – – – – – – – –
9 Exchange difference on foreign plans – – – – – – – –
10 Benefits Paid (17,724,391) (13,025,000) (11,077,744) (8,140,625) (29,209,200) (9,584,000) (18,255,750) (5,990,000)
11 Present Value of DBO at the end of the year 283,699,981 68,732,053 177,312,488 42,957,533 223,654,814 82,410,856 139,784,259 51,506,785
V Best Estimate of Employer’s Figures in NRs. Figures in ` Figures in NRs. Figures in `
Expected Contribution for the
As at 32nd Asadh, 2079 As at 32nd Asadh, 2079 As at 31st Asadh, 2078 As at 31st Asadh, 2078
next year
(16th July, 2022) (16th July, 2022) (15th July, 2021) (15th July, 2021)
Gratuity 38,089,523 23,805,952 529,687 331,054

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notes to the financial statements (Contd.)

Figures in NRs. Figures in ` Figures in NRs. Figures in `
For the year ended For the year ended For the year ended For the year ended
32nd Asadh, 2079 32nd Asadh, 2079 31st Asadh, 2078 31st Asadh, 2078
(16th July, 2022) (16th July, 2022) (15th July, 2021) (15th July, 2021)
Gratuity Other Gratuity Other Gratuity Other Gratuity Other Retire-
Retirement Retirement Retirement ment Benefits
Benefits Benefits Benefits
VI Change in Fair Value of Assets
1 Plan Assets at beginning of the year 223,125,127 – 139,453,204 – 192,071,616 – 120,044,760 –

2 Asset acquired in Business Combination – – – – – – – –

3 Interest Income 15,233,907 – 9,521,192 – 14,531,886 – 9,082,429 –

4 Remeasurement Gains / (Losses) on plan assets 15,105,081 – 9,440,675 – 11,158,711 – 6,974,194 –

5 Actual Company Contributions 9,870,734 13,025,000 6,169,209 8,140,625 34,572,114 9,584,000 21,607,571 5,990,000
6 Benefits Paid (17,724,391) (13,025,000) (11,077,744) (8,140,625) (29,209,200) (9,584,000) (18,255,750) (5,990,000)
7 Plan Assets at the end of the year 245,610,458 – 153,506,536 – 223,125,127 – 139,453,204 –
In addition to the Plan Assets as on 32nd Asadh, 2079 (16th July, 2022), an amount of NRs. NIL (2077/78 - NRs. 145,876,051 (` 91,172,532) [including interest of NRs. NIL (2077/78 - NRs. 32,891,079)] (` 20,556,924), is lying with CIT
towards the erstwhile defined benefit plan relating to Gratuity for certain employees. Such amount was determined in accordance with the requirement of Labour Act, 2074, which replaced the erstwhile defined benefit plan by a defined
contribution plan.
VII Actuarial Assumptions As at As at
32nd Asadh, 2079 31st Asadh, 2078
(16th July, 2022) (15th July, 2021)
Discount Rate (%) Discount Rate (%)
Gratuity 7.50% 6.50%
Other Retirement Benefits 7.50% 6.50%

The estimates of future salary increases, considered in actuarial valuations take account of inflation, seniority, promotion and other relevant factors such as supply and demand factors in the employment market.

VIII Major Category of Plan Assets as a % of the Total Plan Assets As at As at

32nd Asadh, 2079 (16th July, 2022) 31st Asadh, 2078 (15th July, 2021)
1 Citizen Investment Trust Managed Funds* 92% 97%
2 Social Security Fund Managed Funds* 8% 3%
* In the absence of detailed information regarding plan assets which is funded with Citizen Investment Trust and Social Security Fund, the composition of each major category of plan assets, the percentage or amount for each category to
the fair value of plan assets has not been disclosed.
IX Basis used to determine the Expected Rate of Return on Plan Assets
The expected rate of return on plan assets is based on discount rate set with reference to the yield as communicated by CIT.

Figures in NRs. Figures in ` Figures in NRs. Figures in `

For the year ended For the year ended For the year ended For the year ended
32nd Asadh, 2079 32nd Asadh, 2079 31st Asadh, 2078 31st Asadh, 2078
(16th July, 2022) (16th July, 2022) (15th July, 2021) (15th July, 2021)
Gratuity Other Retirement Gratuity Other Retirement Gratuity Other Retirement Gratuity Other Retirement
Benefits Benefits Benefits Benefits
X Net Asset / (Liability) recognized in Statement of Financial Position (including experience adjustment impact)
1 Present Value of Defined Benefit Obligation 283,699,981 68,732,053 177,312,488 42,957,533 223,654,814 82,410,856 139,784,259 5,15,06,785
2 Fair Value on Plan Assets 245,610,458 – 153,506,536 – 223,125,127 – 139,453,204 -
3 Status [Surplus / (Deficit)] (38,089,523) (68,732,053) (23,805,952) (42,957,533) (529,687) (82,410,856) (331,054) (5,15,06,785)
4 Experience Adjustment of Plan Assets [ Gain 15,105,081 – 9,440,676 – 11,158,711 – 6,974,194 -
/ (loss) ]
5 Experience Adjustment of Obligation [ (Gain) 39,276,585 (6,449,607) 24,547,866 (4,031,004) (697,083) (8,750,697) (435,677) (54,69,186)
/ Loss ]

XI Sensitivity Analysis
The Sensitivity Analysis below has been determined based on reasonably possible change of the respective assumptions occurring at the end of the reporting period, while holding all other assumptions
constant. These sensitivities show the hypothetical impact of a change in each of the listed assumptions in isolation. While each of these sensitivities holds all other assumptions constant, in practice
such assumptions rarely change in isolation and the asset value changes may offset the impact to some extent. For presenting the sensitivities, the present value of the Defined Benefit Obligation has
been calculated using the projected unit credit method at the end of the reporting period, which is the same as that applied in calculating the Defined Benefit Obligation presented above. There was
no change in the methods and assumptions used in the preparation of the Sensitivity Analysis from previous year.
Figures in NRs. Figures in ` Figures in NRs. Figures in `
DBO as at 32nd Asadh, 2079 DBO as at 32nd Asadh, 2079 DBO as at 31st Asadh, 2078 DBO as at 31st Asadh, 2078
(16th July, 2022) (16th July, 2022) (15th July, 2021) (15th July, 2021)
1 Discount rate +100 basis points 333,910,816 208,694,260 288,263,672 180,164,795
2 Discount rate -100 basis points 373,027,625 233,142,266 325,910,640 203,694,150
3 Salary Increase Rate +1% 369,997,401 231,248,376 319,934,275 199,958,922
4 Salary Increase Rate -1% 336,402,650 210,251,656 293,408,095 183,380,059

Maturity Analysis Of The Benefit Payments

1 Year 1 26,395,571 16,497,232 44,714,212 27,946,383

2 Year 2 41,471,241 25,919,526 22,885,078 14,303,174
3 Year 3 50,731,443 31,707,152 30,883,623 19,302,264
4 Year 4 54,615,883 34,134,927 35,875,615 22,422,259
5 Year 5 52,832,471 33,020,294 23,154,654 14,471,659
6 Next 5 Years 249,829,403 156,143,377 108,939,413 68,087,133

b. Amounts towards Defined Contribution Plans have been recognised under “Contribution to Provident and Other Funds” in Note 24.

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notes to the financial statements (Contd.)

30. Additional Notes to the Financial Statements

(i) These financial statements were authorised for issue by the Board of Directors on 14th Ashwin, 2079 (30th September, 2022).
(ii) Estimated amount of contracts remaining to be executed on capital account and not provided for NRs. 363,307,638 (` 227,067,274) {2077/78 - NRs. 325,557,702
(` 203,473,564)}.
(iii) Remuneration to Managing Director :

Particulars For the year ended For the year ended For the year ended For the year ended
32nd Asadh, 2079 (16th July, 2022) 32nd Asadh, 2079 (16th July, 2022) 31st Asadh, 2078 (15th July, 2021) 31st Asadh, 2078 (15th July, 2021)
In NRs. In Rs. In NRs. In `
Salary & Allowances 37,261,546 23,288,466 31,897,161 19,935,726
Other Benefits * 3,502,186 2,188,866 2,785,092 1,740,683
Post Employment Benefits ** ** ** **
Total 40,763,732 25,477,332 34,682,253 21,676,409
Note:
The Managing Director and some other employees of the company have been granted stock options by the Holding Company (ITC Limited) under the Employee
Stock Option Scheme(s). Such options were granted at ‘market price’ [within the meaning of Securities and Exchange Board of India (Share Based Employee Benefits
and Sweat Equity) Regulations, 2021]. Since these options are not tradable, no benefit is conferred upon the employee at the time of grant of options. The Company,
however has recorded employee benefits expense by way of share-based payments to employees, in accordance with NFRS 2, at NRs. 5,262,362 (` 3,288,976) for
the year ended 32nd Asadh 2079 (2077/78 – NRs. 2,748,088) (` 1,717,555), out of which NRs. 2,992,805 (` 1,870,503) {2077/78 – NRs. 1,399,907 (` 874,942)} is
attributable to the Managing Director. During the year, 4,300 options (2077/78 – 3,000 options) were granted to the Managing Director.
* Other Benefits includes amounts incurred / reimbursed by the Company towards Residential Rent and Maintenance, Fuel and Driver Salary for Vehicle, Vehicle Repairs
and Maintenance etc.
** Post employment benefits are actuarially determined on overall basis for all employees.
(iv) Miscellaneous Expenses include reimbursement of expenses to statutory auditors amounting to NRs. 329,232 (` 205,770) {2077/78 - NRs. 17,766 (` 11,104)}. .
(v) Related Party Disclosures
Nature of relationship and name of the related parties:
1. Holding Company
ITC Limited, India
2. Fellow Subsidiary Companies
a) Srinivasa Resorts Limited, India
b) Fortune Park Hotels Limited, India
c) Bay Islands Hotels Limited, India
d) WelcomHotels Lanka (Private) Limited, Sri Lanka
e) Landbase India Limited, India
f) Russell Credit Limited, India and its subsidiary
Greenacre Holdings Limited, India
g) Technico Pty Limited, Australia and its subsidiaries
Technico Technologies Inc., Canada
Technico Asia Holdings Pty Limited, Australia and its subsidiary
Technico Horticultural (Kunming) Co. Limited, China
h) Technico Agri Sciences Limited, India
i) Wimco Limited, India
j) Pavan Poplar Limited, India
k) Prag Agro Farm Limited, India
l) ITC Infotech India Limited, India and its subsidiaries
ITC Infotech Limited, UK
ITC Infotech (USA), Inc. and its subsidiary
Indivate Inc., USA
m) Gold Flake Corporation Limited, India
n) ITC Investments & Holdings Limited, India and its subsidiary
MRR Trading & Investment Company Limited, India
o) North East Nutrients Private Limited, India
p) ITC IndiVision Limited, India
3. Associates of Holding Company
a) Gujarat Hotels Limited, India
b) International Travel House Limited, India
c) Delectable Technologies Private Limited, India
– being associates of the Holding Company, and
d) Tobacco Manufacturers (India) Limited, UK
– of which the Holding Company is an associate
4. Associates of Holding Company’s subsidiaries
a) Russell Investments Limited, India
b) Divya Management Limited, India
c) Antrang Finance Limited, India
– being associates of Russell Credit Limited, India and
d) ATC Limited, India
– being associate of Gold Flake Corporation Limited, India

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notes to the financial statements (Contd.)

5. Joint Ventures of Holding Company
a) Maharaja Heritage Resorts Limited, India
b) Espirit Hotels Private Limited, India
c) Logix Developers Private Limited, India
6. Joint Venture of Holding Company’s Subsidiary
a) ITC Essentra Limited, India
– being joint venture of Gold Flake Corporation Limited, India
7. Key Management Personnel:
Sanjiv Puri Chairman & Non-Executive Director
Sandeep Kaul Alternate Director to Mr. S Puri (up to 5th July 2022)
Devraj Lahiri Alternate Director to Mr. S Puri (w.e.f 6th July 2022)
Sumant Bhargavan Non-Executive Director (up to 5th July 2022)
Sandeep Kaul Non-Executive Director (w.e.f. 6th July 2022)
Supratim Dutta Non-Executive Director
Rajendra Kumar Singhi Non-Executive Director
Shashi Raj Pandey Non-Executive Director
Siddhartha SJB Rana Non-Executive Director
Abhimanyu Kumar Poddar Managing Director (up to 28th February 2022)
Ravi Kumar Rayavaram Managing Director (w.e.f 1st March 2022)
Disclosure of transactions between the Company and related parties and the status of outstanding balances as at 32nd Asadh, 2079 (16th July, 2022):
For the year ended 32nd Asadh, 2079 (16th July, 2022) In NRs. For the year ended 31st Asadh, 2078 (15th July, 2021) In NRs.
Related Party Transactions Summary Holding Company Fellow Subsidiaries Key Management Holding Fellow Subsidiaries Key Management
Personnel* Company Personnel*
Purchase of Goods/ Services 5,334,402,288 35,761,483 - 4,473,065,230 50,098,840 -
Sitting Fees/ Incidental Expenses to Other Directors - - 17,647 - - 88,235
Cost of Stock Option Reimbursable 5,262,362 - - 2,748,088 - -
Hired Machine Expenses 49,928,107 - - 56,257,492 - -
Dividend Payments 5,554,684,800 - - 5,804,467,200 - -
Expenses recovered 869,019 - - 553,076 - -
Expenses reimbursed 236,480 - - - - -
Advances Given 1,018,541,348 - - 2,393,871,593 - -

Outstanding Balances

- Advances / Other Receivables 1,266,898,963 - - 2,891,107,223 - -

- Creditors / Payables 665,754,110 17,731,738 - 855,033,506 30,721,260 -

For the year ended 32nd Asadh, 2079 (16th July, 2022) In Rs. For the year ended 31st Asadh, 2078 (15th July, 2021) In Rs.
Related Party Transactions Summary Holding Company Fellow Subsidiaries Key Management Holding Fellow Subsidiaries Key Management
Personnel* Company Personnel*
Purchase of Goods/ Services 3,334,001,430 22,350,927 - 2,795,665,769 31,311,775 -
Sitting Fees/ Incidental Expenses to Other Directors - - 11,029 - - 55,147
Cost of Stock Option Reimbursable 3,288,976 - - 1,717,555 - -
Hired Machine Expenses 31,205,067 - - 35,160,933 - -
Dividend Payments 3,471,678,000 - - 3,627,792,000 - -
Expenses recovered 543,137 - - 345,673 - -
Expenses reimbursed 147,800 - - - - -
Advances Given 636,588,343 - - 1,496,169,746 - -

Outstanding Balances

- Advances / Other Receivables 791,811,852 - - 1,806,942,014 - -

- Creditors / Payables 416,096,319 11,082,336 - 534,395,941 19,200,788 -
* also refer to Note 30(iii).

Related Party Transactions For the year ended 32nd Asadh, 2079 (16th July, 2022) In NRs. For the year ended 31st Asadh, 2078 (15th July, 2022) In NRs.
Summary Associate of Holding Company Joint Venture of Holding Compa- Associate of Holding Company Joint Venture of Holding Company’s
ny’s Subsidiary Subsidiary
Purchase of Goods/ Services 462,102 420,426 317,385 4,004,621
Outstanding Balances
- Creditors / Payables 203,938 - - 2,861,344

Related Party Transactions For the year ended 32nd Asadh, 2079 (16th July, 2022) In Rs. For the year ended 31st Asadh, 2078 (15th July, 2022) In NRs.
Summary Associate of Holding Company Joint Venture of Holding Compa- Associate of Holding Company Joint Venture of Holding Company’s
ny’s Subsidiary Subsidiary
Purchase of Goods/ Services 288,814 262,766 198,366 2,502,888
Outstanding Balances
- Creditors / Payables 127,461 - - 1,788,340

Transactions with subsidiaries of Tobacco Manufacturers (India) Limited’s ultimate parent company comprise divided payments NRs. 188,294,400 (` 117,684,000)
{2077/78 – NRs. 196,761,600 (` 122,976,000)}.

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notes to the financial statements (Contd.)

(vi) Contingent liabilities:
Claims against the Company not acknowledged as debts:
a) Demands raised by Revenue Authorities on theoretical production of cigarettes:
Excise, Income Tax and Value Added Tax (VAT) authorities issued Show Cause Notices (SCNs) and raised demands to recover taxes for different years on theo-
retical production of cigarettes. In all these proceedings, the authorities applied an input-output ratio allegedly submitted by the Company in the year 2047-48
(1990-91) and arrived at a theoretical production and demanded tax/duty on the differential production/turnover. This, despite the fact that the Company’s
cigarette factory was under ‘physical control’ of the Excise authorities and cigarettes produced were duly accounted for and certified as such by the Excise
authorities.
The Revenue Authorities for the first time raised excise demands for the financial year (“FY”) 2050-51 and 2051-52, (1993-94 and 1994-95) claiming that
the Company did not produce cigarettes according to the input-output ratio submitted in the year 1990-91. The Company challenged these excise demands
before the Hon’ble Supreme Court through a writ petition. A division bench of the Hon’ble Supreme Court decided the matter in favour of the Company (the
“Division Bench Judgment”) and rejected the above basis of theoretical production. The Ministry of Finance filed a review petition before the Full Bench of
Hon’ble Supreme Court seeking review of the judgement of Division Bench. The full bench after hearing both the sides at length upheld the judgement of
Division Bench by its order dated October 29, 2009.
Similar demands had been raised for other financial years viz., Excise Demands for FY 2055-56 to FY 2059-60 (1998-99 to 2002-03) and Income Tax Demand
for FY 2058-59 (2001-02), which were also challenged by the Company before the Hon’ble Supreme Court by way of writ petitions and the court was pleased
to allow all the writ petitions setting aside the demands.
Further, the Inland Revenue Department had decided administrative review petitions in favour of the Company setting aside Value Added Tax demands for
the financial years 2058-59 and 2064-65 (2001-02 and 2007-08) and Income Tax demand for the financial year 2062-63 (2005-06) following the aforesaid
decisions of the Hon’ble Supreme Court.
During the pendency of the aforementioned review petition before the Hon’ble Supreme Court and thereafter, the Revenue Authorities raised demands and
issued a Show Cause Notice (SCN), in the same subject matter of theoretical production for different years (as listed below), which were also challenged by
the Company by way of writ petitions before Hon’ble Supreme Court of Nepal between the years 2064 to 2066 (2007 to 2010).
1. Excise demand letters for NRs. 278,026,266 (` 173,766,416) relating to the financial years 2060-61 to 2063-64 (2003-04 to 2006-07)
2. Excise Show Cause Notice for NRs. 196,537,807 (` 122,836,129) relating to the financial year 2064-65 (2007-08)
3. Value Added Tax (VAT) demand letters for NRs. 174,923,023 (` 109,326,889) relating to financial years 2059-60 to 2063-64 (2002-03 to 2006-07)
4. Income Tax demand letters for NRs. 215,232,624 (` 134,520,390) relating to financial years 2059-60 and 2060- 2061 (2002-03 and 2003-04).
The Company’s writ petitions with regard to various tax demands and a SCN mentioned hereinabove were disposed of by the Hon’ble Supreme Court on 15th
April, 2021 holding that the Company should avail the alternate remedy by way of appeal to the Inland Revenue Department (IRD). The Company is currently
pursuing legal remedy in line with the observations/directions provided in the judgements of Hon’ble Supreme Court.
The Management considers that all the demands listed above have no legal and factual basis; accordingly, the Management is of the view that there is no
liability that is likely to arise, particularly in light of the fact that the issue underlying these demands has already been settled by the Hon’ble Supreme Court in
favour of the Company.
No legal recourse is required to be pursued in respect of a Show Cause Notice relating to the financial year 2064-65 (2007-08), since no demand has been
issued.
b) Other demands raised on account of:
1. Income Taxes for various assessment years amounting to NRs. 160,079,097 (` 100,049,436) {2077/78 - NRs 153,700,133 (` 96,062,583)} (net of pro-
vision made for the above assessment years) including interest on claims, where applicable, estimated to be NRs. 85,026,846 (` 53,141,779) {2077/78 -
NRs. 78,647,882 (` 49,154,926)} against which the Company has filed appeals with the appropriate authorities/Courts.
2. Value Added Tax matters under dispute, pertaining to various financial years amounting to NRs. 50,537,088 (` 31,585,680) {2077/78 - NRs. 47,536,047
(` 29,710,029)} including interest on claims, where applicable, estimated to be NRs. 14,322,904 (` 8,951,815) {2077/78 - NRs. 12,095,181 (Rs
7,559,488)} which are under appeal / reassessment.
3. Health Risk Tax by Customs Authorities amounting to NRs. 37,412,000 (` 23,382,500) against which Company has filed appeals with the appropriate
authority.
(vii) The Company’s significant leasing arrangements are in respect of operating leases for building premises (residential, office, godowns, etc.). These arrangements
generally range between 1 year and 6 years. The lease arrangements have extension/termination options exercisable by either parties which may make the assess-
ment of lease term uncertain. While determining the lease term, all facts and circumstances that create an economic incentive to exercise an extension option or
not exercise a termination option are considered.
The amount of ROU Assets and Lease Liabilities recognised in the Balance Sheet are disclosed Note 3E and Note 13 respectively. The total cash outflow for leases
for the year is NRs 128,473,340 (` 80,295,838) (including payments of NRs.119,245,784 (` 74,528,615) in respect of short-term/low-value leases).
The undiscounted maturities of lease liabilities over the remaining lease term is as follows;

Term As at 32nd Asadh, 2079 (16th July 2022) As at 32nd Asadh, 2079 (16th July 2022)
Amount in NRS Amount in `
Not later than three years 66,629,936 41,643,710
Later than three years and not later than six years 11,126,460 6,954,038
(viii) Impact of implementation of new standards:
a) The Company has adopted NFRS 16 “Leases” effective 1st Shrawan 2078 using the modified retrospective method. Under this simplified approach, the Com-
pany recognised equal amount of right of use asset and lease liability on the transition date, adjusted by the amount of prepayments pertaining to such leases,
carried in the Balance Sheet on such transition date. Figures for previous year have not been restated as permitted under the transition provisions in NFRS 16.
Further, following practical expedients permitted on initial application have been applied by the Company:
• The Company has utilised the exemptions provided for short-term leases (less than a year) and leases for low value assets.
• The Company has utilised hindsight in determining the lease terms where contracts contained options to extend or terminate the lease.
• The weighted average of Company’s incremental borrowing rate applied to lease liabilities at the date of initial application was 13%.
b) Effective 1st Shrawan, 2078 the Company adopted NFRS 15 ‘Revenue from Contracts with Customers’. The effect on adoption of the Standard was not
material.

119
 SURYA NEPAL PRIVATE limited

notes to the financial statements (Contd.)

(ix) Some of the employee(s) of the Company seconded from the Holding Company (ITC Limited), had been granted stock options under the ITC Employee Stock
Option Scheme (ITC ESOS). These options vest over a period of three years from the date of grant and are exercisable within a period of five years from the date of
vesting. Each option entitles the holder thereof to apply for and be allotted ten Ordinary Shares of ITC of Indian Rupee 1 each inter alia upon payment of exercise
price.
These options had been granted at ‘market price’ within the meaning of Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity)
Regulations, 2021. The fair value of the options granted is determined by ITC, using the Black Scholes Option Pricing Model, for all the options covered under the
ITC ESOS as a whole.
The Company has recognised the cost of options granted, as stated above, under the ITC Employee Stock Option Scheme (ITC ESOS) (equity - settled) in
accordance with NFRS 2 – Share Based Payment and the Company’s share of the cost of fair value of such options has been accounted for based on the advice /
on-charge by ITC. Accordingly, an amount of NRs. 5,262,362 (` 3,288,976) {2077/78 – NRs. 2,748,088 (` 1,717,555)} (Refer Note 24) which represents the on-
charge from ITC has been recognised as employee benefits expense with a corresponding payable, when such reimbursement is sought by ITC.
During the year, 14,400 options (2077/78 – 4,800 options) were granted to certain employee(s) seconded by the Holding Company. The total number of options
outstanding stood at 130,738 options (2077/78- 196,714 options).
(x) Figures have been rounded off to the nearest Nepalese Rupee / (Rupee).
(xi) Previous year’s figures have been rearranged wherever necessary.
31. Financial Instruments and Related Disclosures
1. Capital Management
The primary objective of the company’s capital management is to maximize the shareholder value. The Company aims at maintaining a strong capital base and
augments its internal generations with a judicious use of borrowing facilities to fund spikes in working capital that arise from time to time as well as requirements
to finance business growth. The Company monitors the return on capital employed based on asset turnover and profitability ratio.
The Company is not subject to any capital adequacy norms under regulations presently in force.
2. Categories of Financial Instruments Amount in NRs.

As at 32nd Asadh, 2079 As at 31st Asadh, 2078

Particulars Note
(16th July, 2022) (15th July, 2021)

Carrying Value Fair Value Carrying Value Fair Value

A. Financial assets

a) Measured at amortised cost

i) Cash and Cash Equivalents 10 152,614,129 152,614,129 120,756,862 120,756,862

ii) Other Bank Balances 11 10,000,074,526 10,000,074,526 6,264,471,508 6,264,471,508

iii) Loans 4 27,984,984 16,931,377 31,642,630 19,546,378

iv) Trade Receivables 9 32,511,444 32,511,444 18,179,734 18,179,734

v) Other Financial assets 5 40,369,210 40,248,035 1,171,370 962,802

Sub - total 10,253,554,293 10,242,379,511 6,436,222,104 6,423,917,284

b) Derivatives measured at fair value

i) Derivative instruments not designated as hedging 5 23,951,133 23,951,133 3,902,185 3,902,185

instruments

Sub - total 23,951,133 23,951,133 3,902,185 3,902,185

Total financial assets 10,277,505,426 10,266,330,644 6,440,124,289 6,427,819,469

B. Financial liabilities

a) Measured at amortised cost

i) Borrowings 15 1,347,831,417 1,347,831,417 1,398,557,780 1,398,557,780

ii) Trade Payables 16 1,157,855,928 1,157,855,928 1,253,442,130 1,253,442,130

iii) Lease Liabilities 13 64,241,390 64,241,390 - -

iv) Other Financial Liabilities 17 1,828,167,433 1,828,167,433 1,623,389,720 1,623,389,720

Sub - total 4,398,096,168 4,398,096,168 4,275,389,630 4,275,389,630

b) Derivatives measured at fair value

i) Derivative instruments not designated as hedging 17 9,613,668 9,613,668 3,127,326 3,127,326

instruments

Sub - total 9,613,668 9,613,668 3,127,326 3,127,326

Total financial liabilities 4,407,709,836 4,407,709,836 4,278,516,956 4,278,516,956

120
 SURYA NEPAL PRIVATE limited

notes to the financial statements (Contd.)

Amount in `

As at 32nd Asadh, 2079 As at 31st Asadh, 2078

Particulars Note
(16th July, 2022) (15th July, 2021)
Carrying Value Fair Value Carrying Value Fair Value
A. Financial assets
a) Measured at amortised cost
i) Cash and Cash Equivalents 10 95,383,831 95,383,831 75,473,039 75,473,039
ii) Other Bank Balances 11 6,250,046,579 6,250,046,579 3,915,294,693 3,915,294,693
iii) Loans 4 17,490,615 10,582,110 19,776,644 12,216,486
iv) Trade Receivables 9 20,319,653 20,319,653 11,362,334 11,362,334
v) Other Financial assets 5 25,230,757 25,155,022 732,106 601,751
Sub - total 6,408,471,435 6,401,487,195 4,022,638,816 4,014,948,303
b) Derivatives measured at fair value
i) Derivative instruments not designated as hedging 5 14,969,458 14,969,458 2,438,866 2,438,866
instruments
Sub - total 14,969,458 14,969,458 2,438,866 2,438,866
Total financial assets 6,423,440,893 6,416,456,653 4,025,077,682 4,017,387,169
B. Financial liabilities
a) Measured at amortised cost
i) Borrowings 15 842,394,636 842,394,636 874,098,613 874,098,613
ii) Trade Payables 16 723,659,955 723,659,955 783,401,331 783,401,331
iii) Lease Liabilities 13 40,150,869 40,150,869 - -
iv) Other Financial Liabilities 17 1,142,604,648 1,142,604,648 1,014,618,575 1,014,618,575
Sub - total 2,748,810,108 2,748,810,108 2,672,118,519 2,672,118,519
b) Derivatives measured at fair value
i) Derivative instruments not designated as hedging 17 6,008,543 6,008,543 1,954,579 1,954,579
instruments
Sub - total 6,008,543 6,008,543 1,954,579 1,954,579
Total financial liabilities 2,754,818,651 2,754,818,651 2,674,073,098 2,674,073,098
3. Financial risk management objectives
The Company’s activities expose it to a variety of financial risks, including market risk, credit risk and liquidity risk. The Company continues to focus on a
system-based approach to risk management. The Company’s financial risk management process seeks to enable the early identification, evaluation and effective
management of key risks facing the business. Backed by strong internal control systems, the current Risk Management framework is based on comprehensive
internal policies and procedures across areas of operations. The Company has a process of regular reviews / audits for monitoring of such risks.
a) Market risk
Market risk comprises of foreign currency risk and interest rate risk.
i. Foreign currency risk
The Company undertakes transactions denominated in foreign currency (mainly US Dollar, Euro and GBP) which are subject to the risk of exchange rate
fluctuations. Financial assets and liabilities denominated in foreign currency (other than Indian Rupee) are subject to reinstatement risks.
The carrying amounts of foreign currency denominated financial assets and liabilities including derivatives contracts are as follows:

(Amount in NRs.)

As at 32nd Asadh, 2079 (16th July, 2022) USD EURO GBP Total

Financial Assets 27,011,598 - - 27,011,598

Financial Liabilities 36,119,588 2,096,306 8,292 38,224,186

(Amount in NRs.)

As at 31st Asadh, 2078 (15th July, 2021) USD EURO GBP Total

Financial Assets 18,018,559 - - 18,018,559

Financial Liabilities 67,703,572 155,103 5,741 67,864,416

(Amount in `)

As at 32nd Asadh, 2079 (16th July, 2022) USD EURO GBP Total

Financial Assets 16,882,249 - - 16,882,249

Financial Liabilities 22,574,743 1,310,191 5,183 23,890,117

(Amount in `)

As at 31st Asadh, 2078 (15th July, 2021) USD EURO GBP Total

Financial Assets 11,261,599 - - 11,261,599

Financial Liabilities 42,314,733 96,939 3,588 42,415,260

121
 SURYA NEPAL PRIVATE limited

notes to the financial statements (Contd.)

The Company uses derivatives, such as forward exchange contracts, to manage the business risk arising out of the underlying foreign currency transactions,
which serves as an economic hedge. Such forward exchange contracts that were outstanding on respective reporting dates are as follows:
(Amount in Foreign Currency)
Currency Cross Currency As at As at As at As at
32nd Asadh, 2079 32nd Asadh, 2079 31st Asadh, 2078 31st Asadh, 2078
(16th July, 2022) (16th July, 2022) (15th July, 2021) (15th July, 2021)
Buy Sell Buy Sell
US Dollar NRs 4,166,831 - 1,740,960 244,800

Euro NRs 288,383 - 115,795 -

GBP NRs 2,230 - 8,450 -

Hedges of Foreign currency risk and derivative financial instruments

The Company uses derivatives to hedge its exposure to changes in movement in foreign currency. Where such derivatives are not designated under hedge
accounting, changes in the fair value of such hedges are recognised in the Statement of Profit or Loss and Other Comprehensive Income. The counter
parties in these derivative instruments are highly rated commercial banks and the Company considers the risk of non-performance by such counterparties
as not material.
Foreign currency sensitivity
As the foreign currency risk on the Statement of Financial Position date is not significant, no sensitivity disclosures have been made.
ii. Interest rate risk
The objectives of the Company’s interest rate risk management processes are to lessen the impact of adverse interest rate movements on its statement of
profit or loss and other comprehensive income and cash flows and to minimise counter party risks.
The Company is exposed to interest rate risk primarily with respect to its short terms borrowings from banks to fund spikes in working capital that arise
from time to time. Such risks arise primarily due to changes in money supply within the economy and/or liquidity in banking system. In view of the short
term nature of such borrowings, impact of such interest rate risk is insignificant.
The Company’s investments are predominantly held in Fixed Deposits. Such deposits are held with highly rated commercial banks and have a short term
tenure and are not subject to interest rate volatility. The Company ensures optimisation of cash through fund planning and robust cash management
practices.
b) Liquidity risk
The Company manages its liquidity risk by ensuring that it will always have sufficient liquidity to meet its liabilities when due. The Company’s investment
decisions relating to deployment of surplus liquidity are guided by the tenets of safety, liquidity and return. The Company also maintains adequate credit lines
with the commercial banks to fund spikes in working capital that arise from time to time.
The Company’s Current assets aggregate to NRs. 15,880,880,262 (` 9,925,550,174) {2077/78 – NRs. 13,346,963,691 (` 8,341,852,307)} including Cash
and cash equivalents and other bank balances of NRs. 10,152,688,655 (` 6,345,430,410) {2077/78 – NRs. 6,385,228,370 (` 3,990,767,731)} against an
aggregate Current liability (excluding borrowings) of NRs. 4,741,740,860 (` 2,963,588,041) {2077/78 – NRs. 4,800,005,038 (` 3,000,003,149)} on the
reporting date.
Further, while the Company’s total equity stands at NRs. 15,698,220,660 (` 9,811,387,922) {2077/78 – NRs. 14,708,242,761 (` 9,192,651,726)}, it has
borrowings of NRs. 1,347,831,417 (` 842,394,636) {2077/78 – NRs. 1,398,557,780 (` 874,098,613)}. In such circumstances, liquidity risk or the risk that the
Company may not be able to settle or meet its obligations as they become due does not exist.
c) Credit risk
The Company’s short-term surpluses are deployed in fixed and call deposits with highly rated commercial banks. The investment in fixed and call deposits
stood at NRs. 10,075,297,296 (` 6,297,060,810) {2077/78 – NRs. 6,362,251,181 (` 3,976,406,988)} at amortised cost. The commercial banks for placement
of such deposits are short listed and exposure limits are determined on the basis of their credit rating, financial statements and other relevant information
which are periodically reviewed.
The Company has policy of dealing on cash terms, to the extent practicable. Credit is extended in business interest in accordance with guidelines which takes
into account various factors such as market feedback, past trading patterns, etc. The Company during the course of its operations deals with a large number
of customers limiting the risk of credit concentration. The Company’s exposure to trade receivables on the reporting date, net of expected loss provisions
stood at NRs. 32,511,444 (` 20,319,653) {2077/78 – NRs. 18,179,734 (` 11,362,334)}. The Company’s historical experience of collecting receivables and the
level of default indicate that the credit risk is low. Loss allowances are recognized, where considered appropriate by the Management. The movement of the
expected loss provision (allowance for bad and doubtful loans and receivables etc.) made by the Company are as under:

(Amount in NRs.)
Particulars Expected Loss Provision
32nd Asadh, 2079 (16th July, 2022) 31st Asadh, 2078 (15th July, 2021)
Opening Balance – 339,012
Add: Provisions Made- Net – –
Less: Utilisation for impairment / de-recognition – (339,012)
Closing Balance – –

(Amount in `)
Particulars Expected Loss Provision
32nd Asadh, 2079 (16th July, 2022) 31st Asadh, 2078 (15th July, 2021)
Opening Balance – 211,883
Add: Provisions Made- Net – –
Less: Utilisation for impairment / de-recognition – (211,883)
Closing Balance – –

122
 SURYA NEPAL PRIVATE limited

notes to the financial statements (Contd.)

4. Fair value measurement

The following table presents the fair value hierarchy of financial assets and liabilities measured at fair value on a recurring basis:
(Amount in NRs)

Fair Value Fair Value

Fair Value
Particulars Hierarchy As at As at
(Level) 32nd Asadh, 2079 31st Asadh, 2078
(16th July, 2022) (15th July, 2021)
A. Financial Assets
a) Measured at amortised cost
i) Loans * 3 12,866,855 13,813,046
ii) Other Financial Assets * 3 759,650 672,257

Sub-Total 13,626,505 14,485,303

b) Derivatives measured at fair value
i) Derivative instruments not designated as 2 23,951,133 3,902,185
hedging instruments
Sub-Total 23,951,133 3,902,185
Total financial assets 37,577,638 18,387,488
B. Financial liabilities
a) Measured at amortised cost
i) Lease Liabilities * 3 31,946,405 –
Sub-Total 31,946,405 –
b) Derivatives measured at fair value
i) Derivative instruments not designated as 2 9,613,688 3,127,326
hedging instruments
Sub-Total 9,613,688 3,127,326
Total financial liabilities 41,560,073 3,127,326
(Amount in `)

Fair Value Fair Value

Fair Value
Particulars Hierarchy As at As at
(Level) 32nd Asadh, 2079 31st Asadh, 2078
(16th July, 2022) (15th July, 2021)

A. Financial Assets

a) Measured at amortised cost

i) Loans * 3 8,041,784 8,633,154

ii) Other Financial Assets * 3 474,781 420,161

Sub-Total 8,516,565 9,053,315

b) Derivatives measured at fair value

i) Derivative instruments not designated as 2 14,969,458 2,438,866

hedging instruments

Sub-Total 14,969,458 2,438,866

Total financial assets 23,486,023 1,492,181

B. Financial liabilities

a) Measured at amortised cost

i) Lease Liabilities * 3 19,966,503 –

Sub-Total 19,966,503 –

b) Derivatives measured at fair value

i) Derivative instruments not designated as 2 6,008,543 1,954,579

hedging instruments

Sub-Total 6,008,543 1,954,579

Total financial liabilities 25,975,046 1,954,579

* Represents Fair Value of Non-current Financial Instruments.

123
 SURYA NEPAL PRIVATE limited

notes to the financial statements (Contd.)

Fair value hierarchy

Fair value of the financial instruments is classified in various fair value hierarchies based on the following three levels:
Level 1: Quoted prices (unadjusted) in active market for identical assets or liabilities.
Level 2: Inputs other than quoted price included within level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived
from prices). The fair value of financial instruments that are not traded in an active market is determined using market approach and valuation techniques which
maximize the use of observable market data and rely as little as possible on entity-specific estimates. If significant inputs required to fair value an instrument are
observable, the instrument is included in Level 2.
Derivatives are valued using valuation techniques with market observable inputs such as foreign exchange spot rates and forward rates at the end of the reporting
period.
Level 3: Inputs for the assets or liabilities that are not based on observable market data (unobservable inputs).
The fair value of trade receivables, trade payables and other current financial assets and liabilities is considered to be equal to the carrying amounts of these items
due to their short term nature. Where such items are Non-current in nature, the same has been classified as Level 3 and fair value is determined using discounted
cash flow basis.
There has been no change in the valuation methodology for Level 3 inputs during the year. The Company has not classified any material financial instruments under
Level 3 of the fair value hierarchy. There were no transfers between Level 1 and Level 2 during the year.

Vikas Bhutra Ravi K Rayavaram Siddhartha SJB Rana S Dutta S Puri

Vice President, FInance Managing Director Director Director Chairman

S R Pandey S Kaul R K Singhi Nem Lal Amatya Shashi Satyal
Director Director Director Partner Partner
N. Amatya & Co. T R Upadhya & Co.
Date: 14th Ashwin 2079 (30th September 2022) Chartered Accountants Chartered Accountants

124
 North East Nutrients Private limited
REPORT OF THE BOARD OF DIRECTORS FOR THE FINANCIAL YEAR ENDED
31ST MARCH, 2023
Your Board of Directors hereby submit their Tenth Report for the financial year Your Company is not required to constitute any Board Committee
ended 31st March, 2023. under the Act except a Corporate Social Responsibility Committee
1. COMPANY PERFORMANCE (CSR Committee). The CSR Committee comprises following members:
Mr. Dharmarajan Ashok – Chairman of the Committee
During the year, the Company’s performance was impacted by subdued
demand in the region consequent to pricing actions taken to combat Mr. Samrat Deka – Member
inflationary pressures. Over the years the Company has consistently Mr. Neel Kingston Jasper – Member
improved operational efficiency, productivity and strengthened safety The CSR Committee met two (2) times during the financial year ended
standards. 31st March, 2023.
The Company’s Revenue from Operations for the year stood at 5. COMPLIANCE WITH SECRETARIAL STANDARDS
` 16,068.70 lakhs (previous year ` 16,390.28 lakhs), while Net Profit for the Your Company has complied with applicable Secretarial Standards issued
year increased to ` 1,598.43 lakhs (previous year ` 1,443.14 lakhs). Total by the Institute of Company Secretaries of India and approved by the
Comprehensive Income for the year stood at ` 1614.34 lakhs (previous Central Government under Section 118 (10) of the Act.
year ` 1436.79 lakhs).
6. BOARD EVALUATION
During the year, the Company redeemed entire 18,00,000 10% The Board carried out for the year under review, an evaluation of its own
Cumulative Non-Convertible Redeemable Preference Shares issued to performance and that of the individual Directors and also functioning
ITC Limited, holding company for an amount of ` 1800 lakhs. of the CSR Committee, as required under Section 134 of the Act. The
Your Company continues to constantly engage with Government evaluation was carried out, as in the previous year, through a structured
Authorities, both at Central and State level and has been able to realise evaluation process basis the parameters derived from the Board’s core
fiscal benefits of ` 1183.63 lakhs during the year, consisting of Central role of trusteeship to protect and enhance shareholder value as well as
fulfill expectations of other stakeholders through strategic supervision.
Goods & Services Tax, State Goods & Services Tax and Integrated Goods &
Performance evaluation of individual Directors was carried out in the
Services Tax benefits from State Government of Assam and Government of
context of the role played by each Director, as a member of the Board
India. in assisting the Board in realizing its role of strategic supervision of the
During the year, the Company received 2 Gold Awards at the Chapter functioning of the Company. Report on functioning of the CSR Committee
Convention on Quality Concepts, 2022, organised by the Quality Circle was placed before the Board by the Chairman of the CSR Committee after
Forum of India, Kolkata Chapter and 1 Bronze Award at the CII National discussion with the Committee members.
Kaizen Competition. 7. DIRECTORS’ RESPONSIBILITY STATEMENT
The key highlights of the financial performance of the Company are As required under Section 134(5) of the Act, the Directors confirm having:
summarised in the table below: a) followed in the preparation of the Annual Accounts, the applicable
Amount in ` lakhs Accounting Standards and there are no material departures;
Financial Year Ended b) selected such accounting policies and applied them consistently and
Particulars made judgments and estimates that are reasonable and prudent so as
31.03.2023 31.03.2022 to give a true and fair view of the state of affairs of the Company at
a) Profit Before Tax 1622.28 1512.65 the end of the financial year and of the profit of the Company for that
period;
b) Tax expense (23.85) (69.51)
c) taken proper and sufficient care for the maintenance of adequate
c) Profit After Tax 1598.43 1443.14 accounting records in accordance with the provisions of the Act for
d) Other Comprehensive Income 15.91 (6.36) safeguarding the assets of the Company and for preventing and
detecting fraud and other irregularities;
e) Total Comprehensive Income 1614.34 1436.79
d) prepared the Annual Accounts on a going concern basis, and
Retained Earnings
e) devised proper systems to ensure compliance with the provisions of
a) At the beginning of the year 2507.96 1071.18 all applicable laws and such systems were adequate and operating
b) Add: Profit for the year 1598.43 1443.14 effectively.
c) Less: Dividend Paid (219.00) 0.00 8. CORPORATE SOCIAL RESPONSIBILITY (CSR)
Your Company has formulated and adopted the CSR Policy in terms of
d) Less : Transfer of Capital Redemption Reserve (1800) 0.00
Section 135 of the Act.
e) Add : Other Comprehensive Income 15.91 (6.36)
The Annual Report on CSR activities of the Company in terms of Section
f) At the end of the year 2103.31 2507.96 134(3)(o) read with Section 135 of the Act and the Companies (Corporate
Social Responsibility Policy) Rules, 2014 is provided as Annexure 1,
2. TRANSFER TO RESERVES forming part of this Report.
The Company, in terms of the provisions of Section 55 (2) (c) of the 9. PARTICULARS OF CONSERVATION OF ENERGY, TECHNOLOGY
Companies Act, 2013 (‘the Act’) has transferred ` 1800 lakhs to Capital ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO
Redemption Reserve Account, being a sum equal to the nominal value of Conservation of Energy
the 10% Cumulative Non-Convertible Redeemable Preference Shares of `
Your Company is committed to pursue energy conservation practices
100 each, redeemed during the year.
and continues to implement eco-friendly processes for energy and water
3. DIVIDEND preservation and ensures to minimise any kind of environmental pollution
The Directors of your Company are pleased to recommend a Dividend of in course of its operations. In addition to several ongoing initiatives, a Chest
` 1.31 per Equity Share of ` 10/- each (fully paid up) for the year ended Freezer was installed at a cost of ` 1 lakh, for storage of raw material as
31st March, 2023. Total cash outflow on this account will be ` 956.30 lakhs against storage in cold room, resulting in substantial reduction of energy
(previous year ` 219 lakhs). consumption in the manufacturing operations.

4. DIRECTORS AND KEY MANAGERIAL PERSONNEL Technology absorption

a) Changes in Directors and Key Managerial Personnel during the Your Company continues to utilise the latest automation technology
to ensure adoption of different industry-wide innovations to increase
year
efficiency in operations of the Unit. The Company through its in-house
During the year under review, there were no changes in the Directors innovation developed and deployed an equipment to reduce the wastage
and Key Managerial Personnel of your Company. of laminates by ensuring zero empty pouch generation in Cream Line. This
b) Retirement by Rotation intervention has resulted in a reduction in packing material wastage by
about 30% during the year.
In accordance with the provisions of Section 152 of the Act and Article
77(d) of the Articles of Association of the Company, all the Directors Your Company has neither imported any technology nor incurred any
namely, Messrs. Dharmarajan Ashok (DIN: 02009735), Paritosh Wali expenditure on Research & Development during the year under review.
(DIN: 06767740), Neel Kingston Jasper (DIN: 07462201) and Samrat Foreign exchange earnings and outgo
Deka (DIN: 00559110) will retire by rotation at the ensuing Annual There has been no foreign exchange earnings and outgo during the year
General Meeting (AGM) and being eligible, offer themselves for under review.
re-appointment. The Board has recommended their re-election.
10. PARTICULARS OF LOAN, GUARANTEES OR INVESTMENTS
c) Board and Board Committee
During the financial year ended 31st March, 2023, the Company has
Your Board met five (5) times during the financial year ended neither given any loan, guarantee nor has made any investment in terms of
31st March, 2023. the provisions of Section 186 of the Act.

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 North East Nutrients Private limited
11. RISK MANAGEMENT Central Goods & Services Tax, Tezpur Division alleging irregularity in
Risk management is an integral part of the Company’s overall strategy and sanction of Budgetary Support Scheme under the Ministry of Commerce
straddles its planning, execution and reporting processes and systems. & Industry, Department of Industrial Policy and Promotion (DIPP)
(presently, Department of Promotion of Industry and Internal Trade -
Your Board is fully committed to developing sound and effective systems
for identification, assessment and mitigation of anticipated risks. Your DPIIT) without fulfilling the primary condition of “Eligible Unit” of the
Company believes that robust risk management systems and processes DIPP Notification issued under F. No. 10(1)/2017-DBA-II/NER dated 5th
ensure adequate controls and monitoring mechanism. October, 2017 and requiring the Company to refund the amount of
` 1852 lakhs approximately along with the interest of 15% p.a.
Your Company operates in the food processing industry and hence food
safety and hygiene are of utmost importance. In its pursuit of achieving Your Company had filed necessary replies / representations in the matter
manufacturing excellence, the manufacturing unit has been re-certified and consequently received a favorable reply from the DPIIT clarifying the
and upgraded to FSSC 22000 Version 5.1 to meet the requirements of definition of ‘Eligible Unit’ and advising the Central Board of Indirect Taxes
Global Food Safety Initiative benchmarking. and Customs to ensure withdrawal of all the Court cases filed relating to
Corporate policies are in place setting out the philosophy and principles the subject matter before the Hon’ble Courts.
under which the management needs to conduct its operations within a 18. PARTICULARS OF EMPLOYEES
control driven and risk managed environment. Risk focused audits are
carried out periodically by the Internal Auditors, which lead to identification The information required under Rules 5(2) and 5(3) of the Companies
of areas where risk management processes need to be strengthened. The (Appointment and Remuneration of Managerial Personnel) Rules, 2014
Board monitors the internal control environment and risk management relating to the names and other particulars of top ten employees in terms
systems within the Company including implementation of the action plan of remuneration drawn is provided in Annexure 4, forming part of this
emerging out of internal audit findings. Annual update is provided to the Report.
Board on the effectiveness of the Company’s risk management systems and 19. DISCLOSURE AS PER THE SEXUAL HARASSMENT OF WOMEN AT
policies. WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT,
12. INTERNAL FINANCIAL CONTROLS 2013
The Internal Financial Controls (IFC) which form the basis of the Financial Your Company provides a gender friendly workplace. In line with the
Statements are adequate and commensurate with the size and nature of provisions of the Sexual Harassment of Women at Workplace (Prevention,
business of the Company. The Company follows approved policies and Prohibition and Redressal) Act, 2013, and the Rules thereunder, the
standard operating procedures to prepare, review and report financial Company has in place an Internal Complaints Committee for conducting
performance. inquiry into the complaints received on harassments, if any at the
During the year under review, internal audit of the systems, processes and workplace.
compliances for all major areas of operations of the Company was carried
During the year under review, no case of sexual harassment was reported.
out by the Internal Audit team of ITC Limited, the holding company. The
Internal Auditors independently evaluate adequacy of design and operating 20. HUMAN RESOURCES DEVELOPMENT
effectiveness of internal controls and compliance with policies laid down by Human Resource practices in your Company are guided by the principles of
the Company. relevance, consistency and fairness. Your Company implements a purpose-
IFC system testing including Enterprise Risk Services audit for automated driven culture that aligns with the Company’s vision and value which is
control and IT General Controls were conducted during the year by the demonstrated through various people engagement programs such as
Statutory Auditors, Messrs. Deloitte Haskins & Sells. “Samahroh”, “Samvaad”, etc.,
13. COST RECORDS Your Company fosters employee engagement by organising events such
The requirement of maintenance of cost records under Section 148(1) of as Sports Month, Annual Day and Annual Picnics for its employees. The
the Act is not applicable to the Company. Company celebrates days of National importance such as Independence
14. AUDITORS Day, Republic Day and Yoga Day with its employees and had also
organized free medical health check-up camps during the year. Your
(a) Statutory Auditors
Company continued to nurture a culture in which its employees develop
The Company’s Statutory Auditors, Messrs. Deloitte Haskins & Sells competencies and skill for current and future roles through training and
(DHS), Chartered Accountants, were reappointed at the Sixth AGM development programs.
held on 5th July, 2019 for a further period of 5 years to hold such office
till the conclusion of the Eleventh AGM and the Board was authorised Industrial Relations during the year under review was generally cordial.
to fix the remuneration payable to DHS as may be mutually agreed The Board of Directors record their sincere appreciation of the efforts of the
upon to conduct the audit and permit reimbursement of actual out committed team of employees.
of pocket expenses as may be incurred in the performance of their
duties. 21. ENVIRONMENT, HEALTH AND SAFETY
There is no qualification, reservation, adverse remark or disclaimer Your Company’s Environment, Health and Safety strategies are aimed
given by the Auditors in their Report on the financial statements of the at conducting environment friendly and safe operations in its Unit and
Company. providing a safe and healthy workplace for each employee. Your Company
(b) Secretarial Auditors is committed to implement environmentally sustainable initiatives in its
operations. As part of this commitment, the Unit has installed a fire hydrant
Your Board of Directors appointed Messrs. M R & Associates, Practising test line that allows water to be reused during the testing of firefighting
Company Secretaries, Kolkata (CP No.2551), as the Secretarial Auditor
pumps. Another water conservation measure that Unit has adopted is the
of the Company for the financial year ended 31st March, 2023 in
reuse of treated wastewater from the sewage treatment plant for toilet
terms of the provisions of Section 204 of the Act read with Rule 9
of the Companies (Appointment and Remuneration of Managerial flushing purposes. These measures reduce the demand for fresh water and
Personnel) Rules, 2014 to conduct the Secretarial Audit of the enhance environmental sustainability.
Company. During the year under review, the Unit implemented various measures
There is no qualification, reservation, adverse remark or disclaimer to enhance the safety of its employees. The machines are equipped with
given by the Auditors in their Report. guards to protect the employees from hazardous parts. The Unit conducted
The Secretarial Audit Report issued by Messrs. M R & Associates is regular safety meetings with employees and management representatives
enclosed as Annexure 2, forming part of this Report. to ensure compliance with safety protocols.

15. PARTICULARS OF RELATED PARTY TRANSACTIONS The Occupational Health and Safety Management System of your
Company has been assessed and found to conform to the requirements of
All related party transactions entered into by the Company during the year
ISO 45001:2018.
were in the ordinary course of business and at arm’s length basis.
Material related party transactions entered by your Company during the ACKNOWLEDGEMENT
year under review are disclosed, as required under Section 134(3)(h) of the The Directors acknowledge the assistance and support rendered to the
Act read with Rule 8 of the Companies (Accounts) Rules, 2014, in Form Company by its members, customers and business associates, banks and
AOC - 2 and is provided in Annexure 3, forming part of this Report. various authorities under the Central and State Governments and the hard work
16. SUBSIDIARIES, JOINT VENTURES OR ASSOCIATE COMPANIES of the employees
Your Company does not have any subsidiary, joint venture or associate Your Directors look forward to the future with confidence.
company.
By order of the Board
17. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS / North East Nutrients Private Limited
COURTS / TRIBUNALS
During the year under review, the Company received a demand-cum- Dated : 17th April, 2023 (P. Wali) (N. K. Jasper)
show cause notice from the Office of the Assistant Commissioner, Place : Bengaluru Chairman Director

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 North East Nutrients Private limited
Annexure 1 to the Report of Board of Directors for the financial year ended 31st March, 2023
ANNUAL REPORT ON CSR ACTIVITIES
FOR THE FINANCIAL YEAR ENDED 31ST MARCH, 2023

1. Brief outline on CSR Policy of the Company:

North East Nutrients Private Limited, being a subsidiary of ITC Limited (‘ITC’), discharges its corporate social responsibilities by aligning itself with the CSR Policy
of ITC and by undertaking CSR activities in areas or subjects which are independent of the normal conduct of the Company’s business and are covered under the
activities listed in Schedule VII read with Section 135 of the Companies Act, 2013 and the Companies (Corporate Social Responsibility Policy) Rules, 2014.
The Company’s CSR Programmes are implemented (i) directly, or (ii) through a registered public trust or registered society or a company under Section 8 of the
Act, established by ITC or otherwise, having track record of at least 3 years in undertaking CSR activities, or (iii) through other eligible implementing agencies.
The Company may also collaborate with ITC or other companies for undertaking CSR Activities in such a manner that the respective companies are in a position
to report separately on the CSR activities being undertaken.
2. Composition of CSR Committee:

Sl. Name of Director Designation / Nature of Number of meetings of CSR Number of meetings of CSR
No. Directorship Committee held during the year Committee attended during the year
1 Mr. Dharmarajan Ashok Non-Executive Director 2 1
(Chairman of the Committee)
2 Mr. Samrat Deka Non-Executive Director 2 2
3 Mr. Neel Kingston Jasper Non-Executive Director 2 2
3. Provide the web-link where composition of CSR Committee, CSR Policy and CSR projects approved by the Board are disclosed on the website of the Company -
Not Applicable
4. Provide the executive summary along with web-link(s) of Impact Assessment of CSR Projects carried out in pursuance of sub-rule (3) of Rule 8 of the Companies
(Corporate Social Responsibility Policy) Rules, 2014, if applicable - Not Applicable
5. (a) Average net profit of the Company as per Section 135(5) - ` 1,089.23 Lakhs
(b) Two percent of average net profit of the Company as per Section 135(5) - ` 21.78 Lakhs
(c) Surplus arising out of the CSR Projects or programmes or activities of the previous financial years – NIL
(d) Amount required to be set-off for the financial year, if any - NIL
(e) Total CSR obligation for the financial year [5b+5c-5d] - ` 21.78 Lakhs
6. (a) Amount spent on CSR Projects (both Ongoing project and other than Ongoing project) - ` 21.99 Lakhs
(b) Amount spent in Administrative Overheads - ` 15,000/-
(c) Amount spent on Impact Assessment, if applicable – Not Applicable
(d) Total amount spent for the financial year [6a+6b+6c] - ` 22.14 Lakhs
(e) CSR amount spent or unspent for the financial year:
Total Amount Spent for the Amount Unspent (in `)
Financial Year (in ` )
Total Amount transferred to Unspent Amount transferred to any fund specified under
CSR Account as per Section 135(6) Schedule VII as per second proviso to Section 135(5)
Amount Date of transfer Name of the Fund Amount Date of transfer
22,14,000/- - - - - -

(f) Excess amount for set-off, if any:

Sl. No. Particular Amount (in `)

(1) (2) (3)
(i) Two percent of average net profit of the company as per section 135(5) 21,78,000
(ii) Total amount spent for the financial year 22,14,000
(iii) Excess amount spent for the financial year [(ii)-(i)] 36,000
(iv) Surplus arising out of the CSR projects or programmes or activities of the previous financial years, if any -
(v) Amount available for set off in succeeding financial years [(iii)-(iv)] 36,000*
* The total CSR spend during the FY 2022-23 amounts to ` 22.14 lakhs against an obligation of ` 21.78 lakhs. Hence there is an excess spend of ` 36,000 for
which set off is not being claimed by the Company.
7. Details of Unspent Corporate Social Responsibility amount for the preceding three financial years:

1 2 3 4 5 6 7 8
Sl. Preceding Amount Balance Amount Amount Spent in Amount transferred Amount remaining Deficiency, if
No. financial transferred to in Unspent CSR the financial year to a Fund as specified to be spent in any
year(s) Unspent CSR Account under (in `) under Schedule VII as succeeding financial
Account under sub-section (6) of per second proviso to years (in `)
sub-section (6) of section 135 (in `) sub-section (5) of section
section 135 (in `) 135, if any
Amount Date of
(in `) Transfer
1 2019-20
2 2020-21 Not Applicable
3 2021-22

8. Whether any capital assets have been created or acquired through Corporate Social Responsibility amount spent in the financial year:
Yes No
If Yes, enter the number of Capital assets created/ acquired Not Applicable

9. Specify the reason(s), if the Company has failed to spend two per cent of the average net profit as per Section 135(5) – Not Applicable

Dated: 17th April, 2023 (D. Ashok) (S. Deka)
Chairman - CSR Committee Director
Kolkata Mangaldoi

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 North East Nutrients Private limited
Annexure 2 to the Report of Board of Directors for the financial year ended 31st March, 2023
M R & AssociateS
COMPANY SECRETARIES
A Peer Reviewed Firm
pursuant to the Guidelines issued by the Institute of Company Secretaries of India
Form No. MR-3
Secretarial Audit Report
For the financial year ended 31st March, 2023
[Pursuant to Section 204(1) of the Companies Act, 2013 and Rule 9 of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014]

To
The Members
M/s. North East Nutrients Private Limited
Kanak Towers, 3rd Floor
7A, Anandilal Poddar Sarani
Kolkata – 700071

We have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate practices by M/s. NORTH EAST
NUTRIENTS PRIVATE LIMITED (hereinafter called the Company). Secretarial Audit was conducted in a manner that provided us a reasonable basis for evaluating the
corporate conducts/statutory compliances and expressing our opinion thereon.
Based on our verification of the Company’s, books, papers, minute books, forms and returns filed and other records maintained by the Company and also the
information provided by the Company, its officers, agents and authorized representatives during the conduct of secretarial audit, we hereby report that in our opinion
and to the best of our understanding, the Company has, during the audit period covering the Financial Year ended on 31st March, 2023 complied with the statutory
provisions listed hereunder and also that the Company has proper Board-processes and compliance-mechanism in place to the extent, in the manner and subject to
the reporting made hereinafter:
We have examined the books, papers, minute books, forms and returns filed and other records maintained by the Company for the Financial Year ended on 31st
March, 2023 according to the provisions of:
i) The Companies Act, 2013 (the Act), amendments thereto and the rules made thereunder;
ii) The Securities Contracts (Regulation) Act, 1956 and the rules made thereunder; (Not applicable to the Company during the audit period)
iii) The Depositories Act, 1996 and the Regulations and Bye-laws framed thereunder; (Not applicable to the Company during the audit period)
iv) Foreign Exchange Management Act, 1999 and the rules and regulations made thereunder to extent of Foreign Direct Investment, Overseas Direct Investment and
External Commercial Borrowings; (Not applicable to the Company during the audit period)
v) The Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and other applicable regulations/guidelines/
circulars as may be issued by SEBI from time to time, to the extent applicable.
vi) The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992 were not applicable to the Company during the
audit period, as the Company is an unlisted entity:-
(a) The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011;
(b) The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015;
(c) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018;
(d) The Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021;
(e) The Securities and Exchange Board of India (Issue and Listing of Non-Convertible Securities) Regulations, 2021;
(f) The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993 regarding the Companies Act and dealing
with client;
(g) The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2021;
(h) The Securities and Exchange Board of India (Buyback of Securities) Regulations, 2018;
We further report that based on the compliance certificate issued by the Management and placed before the Board of Directors, the following laws are specifically
applicable to the Company, other than general laws like factory related laws, labour laws, environment laws etc.;
(i) Food Safety & Standards Act, 2006 and Rules made thereunder;
(ii) Legal Metrology Act, 2009 and Rules made thereunder
We have also examined compliance with the applicable clauses of the following:
(i) The Listing Agreements entered into by the Company – Not applicable to the Company during the Audit period.
(ii) Secretarial Standards issued by The Institute of Company Secretaries of India and to the extent amended and notified from time to time.
During the period under review, the Company has complied with the provisions of the Act, Rules, Regulations, Guidelines, Standards, etc. mentioned above.
We further report that,
The Board of Directors of the Company is duly constituted. There had been no changes in the composition of the Board of Directors that took place during the
period under review. The Ministry of Corporate Affairs vide Notification dated 5th July, 2017 notified the Companies (Appointment and Qualification of Directors)
Amendment Rules, 2017, exempting wholly owned subsidiary, joint venture and dormant company which are unlisted public companies from the requirement of
appointing independent directors and hence, no Audit Committee, Nomination and Remuneration Committee exists as on the Financial Year ended 31st March,
2023.
Adequate notice is generally given to all Directors to schedule the Board Meetings, agendas and detailed notes on agendas were sent at least seven days in
advance or at shorter notice; and a system exists for seeking and obtaining further information and clarifications on the agenda items before the meeting and for
meaningful participation at the meeting.
Majority decision is carried through while the dissenting members’ views, if any, are captured and recorded as part of the minutes, however, there have been no
specific instances of dissent during the audit period.

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 North East Nutrients Private limited
We further report that based on review of compliance mechanism established by the Company, we are of the opinion that the management has adequate
systems and processes commensurate with the size and operations of the Company to monitor and ensure compliance with applicable laws, rules, regulations and
guidelines.
We further report that during the audit period, the Company had redeemed 18,00,000 10% Cumulative Non-Convertible Redeemable Preference Shares of `
100 each at par on 20th April, 2022.
This Report is to be read with our letter of even date which is annexed “ANNEXURE - A” and forms an integral part of this Report.

For MR & Associates

Company Secretaries
A Peer Reviewed Firm
Peer Review Certificate No.: 720/2020
Place : Kolkata
Date: 17.04.2023 [CS Mohan Ram Goenka]
Partner
FCS No.:F4515
C P No.:2551
UDIN : F004515E000115571

Annexure A
To the Secretarial Audit report for the financial year ended 31st March, 2023

To,
The Members,
M/s. North East Nutrients Private Limited
Kanak Towers, 3rd Floor,
7A, Anandilal Poddar Sarani,
Kolkata – 700071.

Our report of even date is to be read along with this letter.

1. Maintenance of secretarial records is the responsibility of the Management of the Company. Our responsibility is to express an opinion on these
secretarial records based on our audit.

2. We have followed the Audit practices and processes as were appropriate to obtain reasonable assurance about the correctness of the contents of the
secretarial records. The verification was done on test basis to ensure that correct facts are reflected in secretarial records. We believe that the processes
and practices, we followed, provide a reasonable basis for our opinion.

3. We have not verified the correctness and appropriateness of financial records and Books of Accounts of the Company.

4. Wherever required, we have obtained the Management Representation about the compliance of laws, rules and regulations and happening of events
etc.

5. The compliance of the provisions of corporate and other applicable laws, rules, regulations and standards is the responsibility of the management.
Our examination was limited to the verification of procedures on test basis.

6. As regard the books, papers, forms, reports and returns filed by the Company under the provisions referred to in our Secretarial Audit Report in Form
MR-3, the adherence and compliance to the requirements of the said provisions is the responsibility of the management. Our examination was limited
to checking the execution and timeliness of the filing of various forms, reports, returns and documents that are needed to be filed by the Company
with various authorities under the said provisions.

7. The Secretarial Audit Report is neither an assurance as to the future viability of the Company nor of the efficacy or effectiveness with which the
Management has conducted the affairs of the Company.

8. We have conducted our Audit remotely, based on the records and information made available to us through electronic platform by the Company.
For MR & Associates
Company Secretaries
A Peer Reviewed Firm
Peer Review Certificate No.: 720/2020
Place : Kolkata
Date : 17.04.2023 [CS Mohan Ram Goenka]
Partner
FCS No.:F4515
C P No.:2551
UDIN : F004515E000115571

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 North East Nutrients Private limited
Annexure 3 to the Report of Board of Directors for the financial year ended 31st March, 2023
FORM AOC – 2
for the Financial Year ended 31st March, 2023
(Pursuant to Section 134(3)(h) of the Companies Act, 2013 and Rule 8(2) of the Companies (Accounts) Rules, 2014)
Disclosure of particulars of contracts / arrangements entered into by the Company with related parties referred to in sub-section (1) of Section 188 of the
Companies Act, 2013 including certain arm’s length transactions under third proviso thereto:
1. Details of contracts or arrangements or transactions not at arm’s length basis: Nil
2. Details of material contracts or arrangement or transactions at arm’s length basis:

(a) Name(s) of the related party and nature of relationship ITC Limited, Holding Company

(b) Nature of contracts / arrangements / transactions Manufacturing & Sale Agreement

(c) Duration of the contracts / arrangements / transactions Period of 5 years effective 24th August, 2020

(d) Salient terms of the contracts or arrangements or transactions including the value, if any Value of transaction during the year ` 17,619.15
lakhs (including applicable taxes).

(e) Date(s) of approval by the Board 17th August, 2020

(f) Amount paid as advances, if any. Nil

(a) Name(s) of the related party and nature of relationship ITC Limited, Holding Company

(b) Nature of contracts / arrangements / transactions Redemption of 18,00,000 10% Cumulative

Non-convertible Redeemable Preference Shares
of ` 100/- each.

(c) Duration of the contracts / arrangements / transactions Period of 5 years effective from 21st April, 2017

(d) Salient terms of the contracts or arrangements or transactions including the value, if any Value of transaction during the year ` 1,800.00
lakhs

(e) Date(s) of approval by the Board 12th April, 2022

(f) Amount paid as advances, if any. Nil

By order of the Board

North East Nutrients Private Limited
Dated : 17th April, 2023 (p. wali) (n. k. jasper)
Place : Bengaluru Chairman Director

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 North East Nutrients Private limited
Annexure 4 to the Report of Board of Directors for the financial year ended 31st March, 2023
Information pursuant to Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014
Top 10 employees in terms of remuneration drawn during the Financial Year 2022-23

Gross Net Date of

Sl. Remunera- Remunera- Experience commencement Position held / Previous
Name Age Designation Qualifications
No. tion tion (Years) of Employment / Employment
(`) (`) Deputation
A B C D E F G H I J
1 Mr. Yanduru Giri 33 Chief Financial 54,19,123 37,23,775 A.C.A. 9 01.08.20 Category Finance Manager,
Venkata Srikanth* Officer FBD, ITC Limited
2 Mr. Saurabh Saraf* 37 Chief Operating 23,26,737 17,10,452 B. Tech in Mechanical 13 11.05.22 Manager - Manufacturing,
Officer Engineering FBD, ITC Limited
3 Ms. Savitha Bai S.* 40 Manager & 15,40,254 11,48,252 B.Com, A.C.S., MBL 20 01.03.16 Assistant Manager, Finance,
Company FBD, ITC Limited
Secretary
4 Mr. Sanjeeb Kumar 51 Assistant 15,23,617 12,70,117 M.Com 20 08.12.15 Deputy Manager -
Kanu Manager – Accounts, FENA Private
Finance Limited
5 Mr. Suresh Kannan 43 Manager - Pro- 14,01,307 9,49,390 Diploma in Mechanical 22 04.09.22 Regional Manager, South -
C.* cess Excellence Engineering and Plastic Confectionery
Mould Design
6 Mr. Mrinmoy 39 HR Manager 10,94,482 9,53,982 M.B.A. in HR 16 01.09.20 Manager HR & Admin, SRD
Koushik Nutrients Private Limited
7 Mr. Pramod Kumar 41 Executive – 8,21,944 7,62,094 B.A. 13 20.11.17 Store Manager, Unibics
Shrivastav Logistic & Foods India Private Limited
Procurement
8 Mr. Ashok Kumar 42 Maintenance 7,46,571 6,62,271 Diploma in 18 01.02.21 Deputy Manager
Hazarika Manager Instrumentation Engineering, Manjushree
Technopack Limited
9 Ms. Indu 36 Assistant 7,22,799 6,77,799 M. Com, ICWA 8 01.12.17 Assistant Manager -
Choudhury Manager - Accounts, North West
Finance Carrying Company
10 Mr. Anil Kumar 41 Executive - 6,54,271 6,09,271 B.A. 16 18.12.15 Store Manager - CMI
Mandal Logistic & Beverage
Procurement

* On deputation from ITC Limited, the Holding company (ITC).

Notes:
1. In respect of employees on deputation, gross remuneration disclosed above is the deputation cost which is borne by the Company.
2. Gross Remuneration includes salary, allowances, performance bonus, contribution to Provident Fund & approved Pension Fund and other benefits /
applicable perquisites, as the case may be, except the contribution to approved Gratuity Fund and provisions for leave encashment which are actuarially
determined on an overall Company basis. The term ‘remuneration’ has the meaning assigned to it under the Companies Act, 2013.
3. Net Remuneration comprises cash income less:
(a) income tax, surcharge (as applicable) & education cess deducted at source.
(b) Employee’s own contribution to Provident Fund.
4. All appointments (except deputed employees) are /were contractual in accordance with terms and conditions as per Company’s rules.
5. The aforesaid employees are neither relatives of any Directors of the Company nor hold any Equity share in the Company.

By order of the Board
North East Nutrients Private Limited
Dated : 17th April, 2023 (P. Wali) (N. K. Jasper)
Place : Bengaluru Chairman Director

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 North East Nutrients Private limited
INDEPENDENT AUDITOR’S REPORT whether due to fraud or error, and to issue an auditor’s report that includes
To the members of NORTH EAST NUTRIENTS PRIVATE LIMITED our opinion. Reasonable assurance is a high level of assurance but is not
a guarantee that an audit conducted in accordance with SAs will always
Report on the Audit of the Financial Statements detect a material misstatement when it exists. Misstatements can arise
Opinion from fraud or error and are considered material if, individually or in the
We have audited the accompanying financial statements of NORTH EAST aggregate, they could reasonably be expected to influence the economic
NUTRIENTS PRIVATE LIMITED (“the Company”), which comprise the decisions of users taken on the basis of these financial statements.
Balance Sheet as at March 31, 2023, and the Statement of Profit and Loss As part of an audit in accordance with SAs, we exercise professional
(including Other Comprehensive Income), the Cash Flow Statement and judgement and maintain professional skepticism throughout the audit.
the Statement of changes in equity for the year then ended, and a summary We also:
of significant accounting policies and other explanatory information. • Identify and assess the risks of material misstatement of the financial
In our opinion and to the best of our information and according to the statements, whether due to fraud or error, design and perform audit
explanations given to us, the aforesaid financial statements give the procedures responsive to those risks, and obtain audit evidence that is
information required by the Companies Act, 2013 (“the Act”) in the sufficient and appropriate to provide a basis for our opinion. The risk
manner so required and give a true and fair view in conformity with of not detecting a material misstatement resulting from fraud is higher
the Indian Accounting Standards prescribed under section 133 of the than for one resulting from error, as fraud may involve collusion,
Act read with the Companies (Indian Accounting Standards) Rules, forgery, intentional omissions, misrepresentations, or the override of
2015, as amended, (“Ind AS”) and other accounting principles generally internal control.
accepted in India, of the state of affairs of the Company as at March 31, • Obtain an understanding of internal financial control relevant to
2023, and its profit, total comprehensive income, its cash flows and the the audit in order to design audit procedures that are appropriate
changes in equity for the year ended on that date. in the circumstances. Under section 143(3)(i) of the Act, we are also
Basis for Opinion responsible for expressing our opinion on whether the Company has
We conducted our audit of the financial statements in accordance with the adequate internal financial controls system in place and the operating
Standards on Auditing specified under section 143(10) of the Act (SAs). effectiveness of such controls.
Our responsibilities under those Standards are further described in the • Evaluate the appropriateness of accounting policies used and the
Auditor’s Responsibility for the Audit of the Financial Statements section reasonableness of accounting estimates and related disclosures made
of our report. We are independent of the Company in accordance with the by the management.
Code of Ethics issued by the Institute of Chartered Accountants of India • Conclude on the appropriateness of management’s use of the going
(ICAI) together with the ethical requirements that are relevant to our audit concern basis of accounting and, based on the audit evidence
of the financial statements under the provisions of the Act and the Rules obtained, whether a material uncertainty exists related to events or
made thereunder, and we have fulfilled our other ethical responsibilities conditions that may cast significant doubt on the Company’s ability
in accordance with these requirements and the ICAI’s Code of Ethics. We to continue as a going concern. If we conclude that a material
believe that the audit evidence obtained by us is sufficient and appropriate uncertainty exists, we are required to draw attention in our auditor’s
to provide a basis for our audit opinion on the financial statements. report to the related disclosures in the financial statements or, if such
Information Other than the Financial Statements and Auditor’s Report disclosures are inadequate, to modify our opinion. Our conclusions
Thereon are based on the audit evidence obtained up to the date of our
• The Company’s Board of Directors is responsible for the other auditor’s report. However, future events or conditions may cause the
information. The other information comprises the information Company to cease to continue as a going concern.
included in the director’s report, but does not include the financial • Evaluate the overall presentation, structure and content of the
statements and our auditor’s report thereon. financial statements, including the disclosures, and whether the
• Our opinion on the financial statements does not cover the other financial statements represent the underlying transactions and events
information and we do not express any form of assurance conclusion in a manner that achieves fair presentation.
thereon. Materiality is the magnitude of misstatements in the financial statements
• In connection with our audit of the financial statements, our that, individually or in aggregate, makes it probable that the economic
responsibility is to read the other information and, in doing so, decisions of a reasonably knowledgeable user of the financial statements
consider whether the other information is materially inconsistent with may be influenced. We consider quantitative materiality and qualitative
the financial statements or our knowledge obtained during the course factors in (i) planning the scope of our audit work and in evaluating
of our audit or otherwise appears to be materially misstated. the results of our work; and (ii) to evaluate the effect of any identified
misstatements in the financial statements.
• If, based on the work we have performed, we conclude that there is
We communicate with those charged with governance regarding, among
a material misstatement of this other information, we are required to
other matters, the planned scope and timing of the audit and significant
report that fact. We have nothing to report in this regard.
audit findings, including any significant deficiencies in internal control that
Management’s Responsibility for the Financial Statements we identify during our audit.
The Company’s Board of Directors is responsible for the matters stated in We also provide those charged with governance with a statement
section 134(5) of the Act with respect to the preparation of these financial that we have complied with relevant ethical requirements regarding
statements that give a true and fair view of the financial position, financial independence, and to communicate with them all relationships and other
performance including other comprehensive income, cash flows and matters that may reasonably be thought to bear on our independence,
changes in equity of the Company in accordance with the Ind AS and and where applicable, related safeguards.
other accounting principles generally accepted in India. This responsibility Report on Other Legal and Regulatory Requirements
also includes maintenance of adequate accounting records in accordance
1. As required by Section 143(3) of the Act, based on our audit we
with the provisions of the Act for safeguarding the assets of the Company
report, that:
and for preventing and detecting frauds and other irregularities; selection
and application of appropriate accounting policies; making judgments and a) We have sought and obtained all the information and explanations
estimates that are reasonable and prudent; and design, implementation which to the best of our knowledge and belief were necessary for
and maintenance of adequate internal financial controls, that were the purposes of our audit.
operating effectively for ensuring the accuracy and completeness of the b) In our opinion, proper books of account as required by law
accounting records, relevant to the preparation and presentation of the have been kept by the Company so far as it appears from our
financial statement that give a true and fair view and are free from material examination of those books.
misstatement, whether due to fraud or error. c) The Balance Sheet, the Statement of Profit and Loss including
In preparing the financial statements, management is responsible Other Comprehensive Income, the Cash Flow Statement and
for assessing the Company’s ability to continue as a going concern, Statement of changes in equity dealt with by this Report are in
disclosing, as applicable, matters related to going concern and using the agreement with the relevant books of account.
going concern basis of accounting unless management either intends d) In our opinion, the aforesaid financial statements comply with the
to liquidate the Company or to cease operations, or has no realistic Ind AS specified under Section 133 of the Act.
alternative but to do so. e) On the basis of the written representations received from the
The Board of Directors are also responsible for overseeing the Company’s directors as on March 31, 2023 taken on record by the Board
financial reporting process. of Directors, none of the directors is disqualified as on March
Auditor’s Responsibility for the Audit of the Financial Statements 31, 2023 from being appointed as a director in terms of Section
Our objectives are to obtain reasonable assurance about whether the 164(2) of the Act.
financial statements as a whole are free from material misstatement, f) With respect to the adequacy of the internal financial controls

132
 North East Nutrients Private limited
over financial reporting of the Company and the operating by the Company from any person(s) or entity(ies),
effectiveness of such controls, refer to our separate Report in including foreign entities (“Funding Parties”), with
“Annexure A”. Our report expresses an unmodified opinion on the understanding, whether recorded in writing or
the adequacy and operating effectiveness of the Company’s otherwise, that the Company shall, directly or indirectly,
internal financial controls over financial reporting. lend or invest in other persons or entities identified in any
g) In our opinion and to the best of our information and according manner whatsoever by or on behalf of the Funding Party
to the explanations given to us, the Company being a private (“Ultimate Beneficiaries”) or provide any guarantee,
company, section 197 of the Act related to the managerial security or the like on behalf of the Ultimate Beneficiaries.
remuneration is not applicable. (c) Based on the audit procedures that have been considered
h) With respect to the other matters to be included in the Auditor’s reasonable and appropriate in the circumstances,
Report in accordance with Rule 11 of the Companies (Audit and nothing has come to our notice that has caused us to
Auditors) Rules, 2014, as amended in our opinion and to the best believe that the representations under sub-clause (i) and
of our information and according to the explanations given to us: (ii) of Rule 11(e), as provided under (a) and (b) above,
i. The Company does not have any pending litigations which contain any material misstatement.
would impact its financial position. v. As stated in note 28 to the financial statements, the Board of
Directors of the Company has proposed final dividend for the
ii. The Company did not have any long-term contracts
year which is subject to the approval of the members at the
including derivative contracts for which there were any
ensuing Annual General Meeting. The dividend proposed is
material foreseeable losses.
in accordance with section 123 of the Act, as applicable.
iii. There were no amounts which were required to be
vi. Proviso to Rule 3(1) of the Companies (Accounts) Rules,
transferred to the Investor Education and Protection Fund by
2014 for maintaining books of account using accounting
the Company.
software which has a feature of recording audit trail (edit log)
iv. (a) The Management has represented that, to the best facility is applicable to the Company w.e.f. April 1, 2023, and
of it’s knowledge and belief, no funds have been accordingly, reporting under Rule 11(g) of Companies (Audit
advanced or loaned or invested (either from borrowed and Auditors) Rules, 2014 is not applicable for the financial
funds or share premium or any other sources or kind of year ended March 31, 2023.
funds) by the Company to or in any other person(s) or
2. As required by the Companies (Auditor’s Report) Order, 2020 (“the
entity(ies), including foreign entities (“Intermediaries”),
Order”) issued by the Central Government in terms of Section
with the understanding, whether recorded in writing
143(11) of the Act, we give in “Annexure B” a statement on the
or otherwise, that the Intermediary shall, directly or
matters specified in paragraphs 3 and 4 of the Order.
indirectly lend or invest in other persons or entities
identified in any manner whatsoever by or on behalf of For DELOITTE HASKINS & SELLS
the Company (“Ultimate Beneficiaries”) or provide any Chartered Accountants
guarantee, security or the like on behalf of the Ultimate (Firm’s Registration No.302009E)
Beneficiaries. Ananthi Amarnath
(b) The Management has represented, that, to the best of (Partner)
it’s knowledge and belief, no funds have been received Date : April 17, 2023 (Membership No. 209252)
Place : Mumbai UDIN:23209252BGXMJI5886

ANNEXURE “A” TO THE INDEPENDENT AUDITOR’S REPORT We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion on the Company’s
(Referred to in paragraph “1(f)” under ‘Report on Other Legal and
internal financial controls system over financial reporting.
Regulatory Requirements’ section of our report of even date)
Meaning of Internal Financial Controls Over Financial Reporting
Report on the Internal Financial Controls Over Financial Reporting
under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, A company’s internal financial control over financial reporting is a process
2013 (“the Act”) designed to provide reasonable assurance regarding the reliability of
financial reporting and the preparation of financial statements for external
We have audited the internal financial controls over financial reporting purposes in accordance with generally accepted accounting principles.
of North East Nutrients Private Limited (“the Company”) as of March A company’s internal financial control over financial reporting includes
31, 2023 in conjunction with our audit of the financial statements of the those policies and procedures that (1) pertain to the maintenance
Company for the year ended on that date. of records that, in reasonable detail, accurately and fairly reflect the
Management’s Responsibility for Internal Financial Controls transactions and dispositions of the assets of the company; (2) provide
The Company’s management is responsible for establishing and reasonable assurance that transactions are recorded as necessary to permit
maintaining internal financial controls based on the internal control over preparation of financial statements in accordance with generally accepted
financial reporting criteria established by the Company considering the accounting principles, and that receipts and expenditures of the company
essential components of internal control stated in the Guidance Note are being made only in accordance with authorisations of management
on Audit of Internal Financial Controls Over Financial Reporting issued and directors of the company; and (3) provide reasonable assurance
by the Institute of Chartered Accountants of India. These responsibilities regarding prevention or timely detection of unauthorised acquisition, use,
include the design, implementation and maintenance of adequate internal or disposition of the company’s assets that could have a material effect on
financial controls that were operating effectively for ensuring the orderly the financial statements.
and efficient conduct of its business, including adherence to company’s Inherent Limitations of Internal Financial Controls Over Financial
policies, the safeguarding of its assets, the prevention and detection of Reporting
frauds and errors, the accuracy and completeness of the accounting Because of the inherent limitations of internal financial controls over
records, and the timely preparation of reliable financial information, as financial reporting, including the possibility of collusion or improper
required under the Act. management override of controls, material misstatements due to error or
Auditor’s Responsibility fraud may occur and not be detected. Also, projections of any evaluation
Our responsibility is to express an opinion on the Company’s internal of the internal financial controls over financial reporting to future periods
financial controls over financial reporting of the Company based on our are subject to the risk that the internal financial control over financial
audit. We conducted our audit in accordance with the Guidance Note reporting may become inadequate because of changes in conditions,
on Audit of Internal Financial Controls Over Financial Reporting (the or that the degree of compliance with the policies or procedures may
deteriorate.
“Guidance Note”) issued by the Institute of Chartered Accountants of
India and the Standards on Auditing prescribed under Section 143(10) of Opinion
the Companies Act, 2013, to the extent applicable to an audit of internal In our opinion, to the best of our information and according to the
financial controls. Those Standards and the Guidance Note require that explanations given to us, the Company has, in all material respects, an
we comply with ethical requirements and plan and perform the audit to adequate internal financial controls system over financial reporting and
obtain reasonable assurance about whether adequate internal financial such internal financial controls over financial reporting were operating
controls over financial reporting was established and maintained and if effectively as at March 31, 2023, based on the criteria for internal financial
such controls operated effectively in all material respects. control over financial reporting established by the Company considering
the essential components of internal control stated in the Guidance Note
Our audit involves performing procedures to obtain audit evidence about
on Audit of Internal Financial Controls Over Financial Reporting issued by
the adequacy of the internal financial controls system over financial
the Institute of Chartered Accountants of India.
reporting and their operating effectiveness. Our audit of internal financial
controls over financial reporting included obtaining an understanding For DELOITTE HASKINS & SELLS
of internal financial controls over financial reporting, assessing the risk Chartered Accountants
that a material weakness exists, and testing and evaluating the design (Firm’s Registration No.302009E)
and operating effectiveness of internal control based on the assessed risk. Ananthi Amarnath
The procedures selected depend on the auditor’s judgement, including (Partner)
the assessment of the risks of material misstatement of the financial Date : April 17, 2023 (Membership No. 209252)
statements, whether due to fraud or error. Place : Mumbai UDIN:23209252BGXMJI5886

133
 North East Nutrients Private limited
ANNEXURE B TO THE INDEPENDENT AUDITOR’S REPORT
(Referred to in paragraph 2 under ‘Report on Other Legal and Regulatory been used during the year for long-term purposes by the Company.
Requirements’ sect1ion of our report of even date) (e) The Company did not have any subsidiary or associate or joint
venture during the year and hence, reporting under clause (ix)(e) of
In terms of the information and explanations sought by us and given by the
the Order is not applicable.
Company and the books of account and records examined by us in the normal
(f) The Company has not raised any loans during the year and hence
course of audit and to the best of our knowledge and belief, we state that
(i) In respect of property, plant and equipment: reporting on clause (ix)(f) of the Order is not applicable.
(a) A. The Company has maintained proper records showing full (x) (a) The Company has not issued any of its securities (including debt
particulars, including quantitative details and situation of Property, instruments) during the year and hence reporting under clause (x)
Plant and Equipment and capital-work-in progress. (a) of the Order is not applicable.
B. As the Company does not hold any intangible assets, reporting (b) During the year the Company has not made any preferential
under clause 3(i) of the Order is not applicable. allotment or private placement of shares or convertible debentures
(b) The Property, Plant and Equipment and capital work-in-progress (fully or partly or optionally) and hence reporting under clause (x)(b)
were physically verified during the year by the Management which, of the Order is not applicable to the Company.
in our opinion, provides for physical verification at reasonable (xi) (a) To the best of our knowledge, no fraud by the Company and no
intervals. material fraud on the Company has been noticed or reported during
No material discrepancies were noticed on such verification. the year.
(c) Based on our examination of the registered sale deed provided to us, (b) To the best of our knowledge, no report under sub-section (12) of
we report that, the title deeds of all the immovable properties, (other section 143 of the Companies Act has been filed in Form ADT-4 as
than immovable properties where the Company is the lessee and prescribed under rule 13 of Companies (Audit and Auditors) Rules,
the lease agreements are duly executed in favour of the Company) 2014 with the Central Government, during the year and upto the
disclosed in the financial statements included in property, plant and date of this report.
equipment are held in the name of the Company as at the balance (c) As represented to us by the Management, there were no whistle
sheet date. blower complaints received by the Company during the year (and
(d) The Company has not revalued any of its property, plant and upto the date of this report).
equipment during the year. The Company does not have any (xii) The Company is not a Nidhi Company and hence reporting under
intangible assets. clause (xii) of the Order is not applicable.
(e) No proceedings have been initiated during the year or are pending (xiii) In our opinion, the Company is in compliance with section 188 of
against the Company as at 31 March, 2023 for holding any benami the Companies Act for all transactions with the related parties and
property under the Benami Transactions (Prohibition) Act, 1988 (as the details of related party transactions have been disclosed in the
amended in 2016) and rules made thereunder. financial statements etc. as required by the applicable accounting
(ii) (a) The inventories were physically verified during the year by the standards. The Company is a private company and hence the
Management at reasonable intervals. In our opinion and according provisions of section 177 of the Companies Act, 2013 are not
to the information and explanations given to us, the coverage and applicable to the Company.
procedure of such verification by the Management is appropriate (xiv)(a) In our opinion the Company has an adequate internal audit system
having regard to the size of the Company and the nature of its commensurate with the size and the nature of its business.
operations. No discrepancies of 10% or more in the aggregate for (b) We have considered, the internal audit report issued to the Company
each class of inventories were noticed on such physical verification during the year and covering the period March 2021 to February
of inventories when compared with books of account. 2022 and internal audit report issued after the balance sheet date
(b) According to the information and explanations given to us, at any covering the period March 2022 to January 2023 for the period
point of time of the year, the Company has not been sanctioned any
under audit.
working capital facility from banks or financial institutions and hence
(xv) In our opinion during the year the Company has not entered
reporting under clause (ii)(b) of the Order is not applicable.
into any non-cash transactions with its directors or directors of
(iii) The Company has not made any investments in, provided any
it’s holding company, subsidiary company, associate company or
guarantee or security, and granted any loans or advances in the
persons connected with such directors and hence provisions of
nature of loans, secured or unsecured, to companies, firms, Limited
section 192 of the Companies Act, 2013 are not applicable to the
Liability Partnerships or any other parties during the year, and hence
Company.
reporting under clause (iii) of the Order is not applicable.
(xvi) The Company is not required to be registered under Section 45-IA of
(iv) The Company has not granted any loans, made investments or
provided guarantees or securities and hence reporting under clause the Reserve Bank of India Act, 1934. Hence, reporting under clause
(iv) of the Order is not applicable. (xvi)(a), (b) and (c) of the Order is not applicable.
(v) The Company has not accepted any deposit or amounts which are (xvii) The Company has not incurred cash losses during the financial year
deemed to be deposits. Hence, reporting under clause (v) of the covered by our audit and the immediately preceding financial year.
Order is not applicable. (xviii) There has been no resignation of the statutory auditors of the
(vi) The maintenance of cost records has not been specified for the Company during the year.
activities of the Company by the Central Government under section (xix) On the basis of the financial ratios, ageing and expected dates of
148(1) of the Companies Act, 2013. realization of financial assets and payment of financial liabilities,
(vii) In respect of statutory dues: other information accompanying the financial statements and
(a) The Company has generally been regular in depositing undisputed our knowledge of the Board of Directors and Management plans
statutory dues, including Goods and Service tax, Provident Fund, and based on our examination of the evidence supporting the
Employees’ State Insurance, Income-tax, Sales Tax, Service Tax, duty assumptions, nothing has come to our attention, which causes us
of Customs, duty of Excise, Value Added Tax, cess and other material to believe that any material uncertainty exists as on the date of the
statutory dues applicable to it, to the appropriate authorities. audit report indicating that Company is not capable of meeting its
There were no undisputed amounts payable in respect of Goods and liabilities existing at the date of balance sheet as and when they fall
Service tax, Provident Fund, Employees’ State Insurance, Income- due within a period of one year from the balance sheet date. We,
tax, Sales Tax, Service Tax, duty of Customs, duty of Excise, Value however, state that this is not an assurance as to the future viability
Added Tax, cess and other material statutory dues in arrears as at of the Company. We further state that our reporting is based on
March 31, 2023 for a period of more than six months from the date the facts up to the date of the audit report and we neither give any
they became payable. guarantee nor any assurance that all liabilities falling due within a
(b) There are no statutory dues referred in sub-clause (a) above which period of one year from the balance sheet date, will get discharged
have not been deposited on account of disputes as on March 31, by the Company as and when they fall due.
2023. (xx) The Company has fully spent the required amount towards
(viii) There were no transactions relating to previously unrecorded income Corporate Social Responsibility (CSR) and there is no unspent CSR
that were surrendered or disclosed as income in the tax assessments amount for the year requiring a transfer to a Fund specified in
under the Income Tax Act,1961 (43 of 1961) during the year. Schedule VII to the Companies Act or special account in compliance
(ix) (a) The Company has not taken any loans or other borrowings from with the provisions of sub-section (6) of section 135 of the said
any lender. Hence reporting under clause (ix)(a) of the Order is not Act. Accordingly, reporting under clause (xx) of the Order is not
applicable to the Company. applicable for the year.
(b) The Company has not been declared wilful defaulter by any bank or For DELOITTE HASKINS & SELLS
financial institution or government or any government authority. Chartered Accountants
(c) The Company has not taken any term loan during the year and there
(Firm’s Registration No.302009E)
are no unutilised term loans at the beginning of the year and hence,
Ananthi Amarnath
reporting under clause (ix)(c) of the Order is not applicable.
(d) On an overall examination of the financial statements of the
(Partner)
Company, funds raised on short-term basis have, prima facie, not Date : April 17, 2023 (Membership No. 209252)
Place : Mumbai UDIN:23209252BGXMJI5886

134
 North East Nutrients Private limited
BALANCE SHEET AS AT 31ST MARCH, 2023
As at As at
Note 31st March, 2023 31st March, 2022
Amount (in Lakhs) Amount (in Lakhs)
ASSETS
Non-current assets
(a) Property, plant and equipment 2A 6,260.29 7,011.10
(b) Capital work-in-progress 2B – 7.78
(c) Deferred tax assets (net) 3 622.47 358.36
(d) Other non-current assets 4 73.96 77.46
Total non-current assets 6,956.72 7,454.70
Current assets
(a) Inventories 5 1,238.93 1,193.35
(b) Financial assets
(i) Investments 6 2,078.17 2,101.75
(ii) Trade receivables 7 383.13 647.03
(iii) Cash and cash equivalents 8A 70.99 33.31
(iv) Other Bank balances 8B 511.00 500.00
(v) Other financial assets 9 1.07 3,044.36 4.68 3,286.77
(c) Other current assets 4 489.92 649.22
Total current assets 4,773.21 5,129.34
Total assets 11,729.93 12,584.04
EQUITY AND LIABILITIES
Equity
(a) Equity share capital 10 7,300.00 7,300.00
(b) Other equity 3,903.40 11,203.40 2,507.96 9,807.96
Total Equity 11,203.40 9,807.96
Liabilities
Non-current liabilities
(a) Provisions 11 127.56 114.90
Total non-current liabilities 127.56 114.90
Current liabilities
(a) Financial Liabilities
(i) Borrowings 12 – 1,800.00
(ii) Trade payables
(A) Dues of micro, small and medium enterprises 22 (iii) 9.53 5.71
(B) Dues of creditors other than micro, small and medium enterprises 298.46 501.07
(iii) Other financial liabilities 13 22.47 330.46 206.29 2,513.07
(b) Provision for current liabilities 14 6.08 5.41
(c) Other current liabilities 15 62.43 142.70
Total current liabilities 398.97 2,661.18
Total equity and liabilities 11,729.93 12,584.04
The accompanying notes 1 to 29 are an integral part of the Financial Statements.
In terms of our report attached
For Deloitte Haskins & Sells For and on behalf of the Board of Directors
Chartered Accountants NORTH EAST NUTRIENTS PRIVATE LIMITED
(Firm’s Registration No. 302009E)
S. DEKA N. K. Jasper P. Wali
ANANTHI AMARNATH Director Director Chairman
Partner (DIN 00559110) (DIN 07462201) (DIN 06767740)
(Membership No. 209252)
S. YANDURU SAVITHA BAI S.
Chief Financial Officer Manager & Company Secretary
Mumbai, 17th April, 2023 Bengaluru, 17th April, 2023

135
 North East Nutrients Private limited
Statement of Profit and Loss for the year ended 31st March, 2023
For the year ended For the year ended
Note 31st March, 2023 31st March, 2022
Amount (in Lakhs) Amount (in Lakhs)

I Revenue from operations 16 16,068.70 16,390.28

II Other income 17 89.98 68.22

III Total Income (I+II) 16,158.68 16,458.50

IV EXPENSES

Cost of material consumed 10,349.42 10,524.92

Changes in inventories of finished goods (15.90 ) 83.89

Employee benefits expense 18 700.09 705.15

Finance costs 19 9.86 253.60

Depreciation and amortization expense 2A 749.19 758.80

Other expenses 20 2,743.74 2,619.49

Total expenses (IV) 14,536.40 14,945.85

V Profit before tax (III- IV) 1,622.28 1,512.65

VI Tax expense:

Current Tax 26 287.96 294.63

MAT credit entitlement 3 (262.19 ) (285.61 )

Deferred Tax 3 (1.92 ) 60.49

VII Profit for the year (V-VI) 1,598.43 1,443.14

VIII Other comprehensive income

Items that will not be reclassified to profit or loss:

– Remeasurements of defined benefit plans 22 (ii) 15.91 (6.36 )

VIII Total other comprehensive income 15.91 (6.36 )

IX Total comprehensive income for the period/year (VII+VIII) 1,614.34 1,436.79

X Earnings per equity share (Face Value Rs.10 per share):

Basic and Diluted (in `) 21 2.19 1.98

The accompanying notes 1 to 29 are an integral part of the Financial Statements.

In terms of our report attached

For Deloitte Haskins & Sells For and on behalf of the Board of Directors
Chartered Accountants NORTH EAST NUTRIENTS PRIVATE LIMITED
(Firm’s Registration No. 302009E)
S. DEKA N. K. Jasper P. Wali
ANANTHI AMARNATH Director Director Chairman
Partner (DIN 00559110) (DIN 07462201) (DIN 06767740)
(Membership No. 209252)
S. YANDURU SAVITHA BAI S.
Chief Financial Officer Manager & Company Secretary
Mumbai, 17th April, 2023 Bengaluru, 17th April, 2023

136
 North East Nutrients Private limited
Statement of changes in equity for the year ended 31st March, 2023
A. Equity Share Capital Amount (in Lakhs)
Balance at the Changes in Equity Restated balance Changes in equity Balance at the
beginning of the Share Capital due at the beginning share capital end of the
reporting year to prior period of the reporting during the year reporting year
items period
For the year ended 31st March, 2022 7,300.00 - 7,300.00 - 7,300.00
For the year ended 31st March, 2023 7,300.00 - 7,300.00 - 7,300.00
B. Other Equity Amount (in Lakhs)

Reserves and Surplus Items of other Total

comprehensive income
Capital redemption Retained earnings Remeasurements of
reserve defined benefit plans
Balance as at 1st April 2022 - 2,512.78 (4.81) 2,507.96
Profit for the year 1,598.43 - 1,598.43
Less: Dividend Paid (219.00) - (219.00)
Capital Redemption Reserve 1,800.00 (1,800.00) -
Other Comprehensive Income (Net of Tax) - - 15.91 15.91
Balance as at 31st March, 2023 1,800.00 2,092.21 11.10 3,903.40
Balance as at 1st April, 2021 - 1,069.64 1.55 1,071.18
Profit for the year - 1,443.14 - 1,443.14
Other Comprehensive Income (net of tax) - - (6.36) (6.36)
Balance as at 31st March 2022 - 2,512.78 (4.81) 2,507.96
The accompanying notes 1 to 29 are an integral part of the Financial Statements.
In terms of our report attached
For Deloitte Haskins & Sells For and on behalf of the Board of Directors
Chartered Accountants NORTH EAST NUTRIENTS PRIVATE LIMITED
(Firm’s Registration No. 302009E)
S. DEKA N. K. Jasper P. Wali
ANANTHI AMARNATH Director Director Chairman
Partner (DIN 00559110) (DIN 07462201) (DIN 06767740)
(Membership No. 209252)
S. YANDURU SAVITHA BAI S.
Chief Financial Officer Manager & Company Secretary
Mumbai, 17th April, 2023 Bengaluru, 17th April, 2023

137
 North East Nutrients Private limited
Cash Flow Statement for the year ended 31st March, 2023
For the year ended For the year ended
31st March, 2023 31st March, 2022
Amount (in Lakhs) Amount (in Lakhs)
A. Cash flow from operating activities
Profit before tax 1,622.28 1,512.65
Adjustments for:
Depreciation and amortisation expense 749.19 758.80
Finance costs 9.86 253.60
Profit on sale of fixed assets (6.20)
Income from investments in mutual funds (78.24) (41.08 )
Interest income (5.55) 669.06 (17.08 ) 954.24
Operating profit before working capital changes 2,291.34 2,466.89
Changes in working capital:
Adjustments for :
Trade receivables and other current assets 408.00 376.62
Inventories (45.58) 156.28
Adjustment for:
Trade payables, other liabilities and provisions (253.55) 108.87 (264.68 ) 268.22

Cash generated from operations 2,400.21 2,735.11

Net income tax paid (269.26 ) (230.79 )
Net cash from operating activities (A) 2,130.95 2,504.32
B. Cash flow from investing activities
Purchase of fixed assets (84.74) (106.95 )
Proceeds from sale of fixed assets 100.34
Interest income received 9.16 16.40
Investment in Mutual Funds (3,562.82) (2,439.92 )
Proceeds from redemption of Mutual Funds 3,664.65 2,011.42
Maturity of fixed deposit with Bank 500.00 -
Fixed deposit in bank (511.00) 115.59 (500.00 ) (1,019.05 )
Net cash used in investing activities (B) 115.59 (1,019.05 )
C. Cash flow from financing activities
Dividend paid (408.86) (180.00 )
Repayment of borrowings - (1,220.00 )
Redemption of Preference Share Capital (1,800.00) -
Interest paid on borrowings - (2,208.86 ) (73.60 ) (1,473.60 )
Net cash from/(used in) financing activities (C) (2,208.86 ) (1,473.60 )
Net increase/(decrease) in cash and cash equivalents (A+B+C) 37.68 11.67
Cash and cash equivalents at the beginning of the year 33.31 21.64
Cash and cash equivalents at the end of the year 70.99 33.31

Note:
The above cash flow statement has been prepared under the “Indirect Method” as set out in IND AS-7 “Statement of Cash Flow”
The accompanying notes 1 to 29 are an integral part of the Financial Statements.

In terms of our report attached

For Deloitte Haskins & Sells For and on behalf of the Board of Directors
Chartered Accountants NORTH EAST NUTRIENTS PRIVATE LIMITED
(Firm’s Registration No. 302009E)
S. DEKA N. K. Jasper P. Wali
ANANTHI AMARNATH Director Director Chairman
Partner (DIN 00559110) (DIN 07462201) (DIN 06767740)
(Membership No. 209252)
S. YANDURU SAVITHA BAI S.
Chief Financial Officer Manager & Company Secretary
Mumbai, 17th April, 2023 Bengaluru, 17th April, 2023

138
 North East Nutrients Private limited
Notes to the Financial Statements

1. COMPANY OVERVIEW AND SIGNIFICANT ACCOUNTING POLICIES the assets after commissioning (or other amount substituted for cost), less
its residual value, over their useful lives as specified in Schedule II of the
A. COMPANY OVERVIEW
Companies Act, 2013 on a straight line basis. Land is not depreciated.
North East Nutrients Private Limited (the Company) is a Company
The estimated useful lives of property, plant and equipment of the
incorporated on 5th August, 2013 with its registered office at Kolkata. The
Company are as follows:
Company has a biscuits manufacturing facility at Mangaldai, Assam.

B. STATEMENT OF COMPLIANCE Buildings 30 – 60 years

Plant and Equipment 10 – 15 years
The financial statements have been prepared in accordance with Indian
Furniture and Fixtures 10 years
Accounting Standards notified under section 133 read with Rule 3 of
Vehicles 8 years
the Companies (Indian Accounting Standards) Rules, 2015 and other
Office Equipments 5 years
relevant provisions of the Companies Act, 2013, (collectively “Ind AS”).
The financial statements have also been prepared in accordance with the Property, plant and equipments’ residual values and useful lives are
relevant presentation requirements of the Companies Act, 2013. reviewed, and are treated as changes in accounting estimates, at each
balance sheet date.
C. BASIS OF PREPARATION
F. IMPAIRMENT OF ASSETS
The financial statements are prepared in accordance with the historical cost
convention, except for certain items that are measured at fair values, as Impairment loss, if any, is provided, to the extent, the carrying amount of
explained in the accounting policies below. assets or cash generating units exceed their recoverable amount.

Fair Value is the price that would be received to sell an asset or paid to Recoverable amount is higher of an asset’s net selling price and its value
transfer a liability in an orderly transaction between market participants in use. Value in use is the present value of estimated future cash flows
at the measurement date, regardless of whether that price is directly expected to arise from the continuing use of an asset or cash generating
observable or estimated using another valuation technique. In estimating unit and from its disposal at the end of its useful life.
the fair value of an asset or a liability, the Company takes into account Impairment losses recognised in prior years are reversed when there is an
the characteristics of the asset or liability if market participants would take indication that the impairment losses recognised no longer exist or have
those characteristics into account when pricing the asset or liability at the decreased. Such reversals are recognised as an increase in carrying amounts
measurement date. Fair value for measurement and/or disclosure purposes of assets to the extent that it does not exceed the carrying amounts that
in the financial statements is determined on such a basis. would have been determined (net of amortisation or depreciation) had no
The preparation of financial statements in conformity with Ind AS requires impairment loss been recognised in previous years.
management to make judgements, estimates and assumptions that affect Changes in the expected useful life or the expected pattern of consumption
the application of the accounting policies and the reported amounts of of future economic benefits embodied in the asset are considered to
assets and liabilities, the disclosure of contingent assets and liabilities at the modify the amortisation period or method, as appropriate, and are treated
date of the financial statements, and the reported amounts of revenues and as changes in accounting estimates.
expenses during the year. Actual results could differ from those estimates.
G. INVENTORIES
The estimates and underlying assumptions are reviewed on an ongoing
basis. Revisions to accounting estimates are recognised in the period in Inventories are stated at lower of cost and net realisable value. The cost
which the estimate is revised if the revision affects only that period; they are of inventories is calculated on weighted average method. Cost comprises
recognised in the period of the revision and future periods if the revision expenditure incurred in the normal course of business in bringing such
affects both current and future periods. inventories to its present location and condition and includes, where
applicable, appropriate overheads based on normal level of activity. Net
D. OPERATING CYCLE
realisable value is the estimated selling price less estimated costs for
All assets and liabilities have been classified as current or non-current as completion and sale.
per the Company’s normal operating cycle and other criteria set out in
Cost of purchased inventories are determined after deducting rebates and
the Schedule III to the Companies Act, 2013 and Ind AS 1 – Presentation
discounts.
of Financial Statements based on the nature of products and the time
between the acquisition of assets for processing and their realisation in Obsolete, slow moving and defective inventories are identified at the time
cash and cash equivalents. of periodic physical verification of inventories and, where necessary, a
markdown is made for such inventories.
E. PROPERTY, PLANT AND EQUIPMENT AND DEPRECIATION
H. FINANCIAL INSTRUMENTS, FINANCIAL ASSETS, FINANCIAL
Property, plant and equipment are stated at cost of acquisition or
LIABILITIES AND EQUITY INSTRUMENTS
construction less accumulated depreciation and impairment, if any. For this
purpose, cost includes deemed cost which represents the carrying value of Financial assets and financial liabilities are recognised when the Company
property, plant and equipment recognised as at 1st April, 2015 measured becomes a party to the contractual provisions of the relevant instrument
as per the previous GAAP. and are initially measured at fair value except for trade receivables that
do not contain a significant financing component, which are measured
Cost is inclusive of inward freight, duties and taxes and incidental expenses
at transaction price. Transaction costs that are directly attributable to the
related to acquisition. In respect of major projects involving construction,
acquisition or issue of financial assets and financial liabilities (other than
related pre-operational expenses form part of the value of assets capitalised.
financial assets and financial liabilities measured at fair value through profit
Expenses capitalised also include applicable borrowing costs for qualifying
or loss) are added to or deducted from the fair value on initial recognition
assets, if any. Subsequent costs are included in the asset’s carrying amount
of financial assets or financial liabilities. Purchase or sale of financial assets
only when it is probable that future economic benefits associated with the
that require delivery of assets within a time frame established by regulation
item will be realized. All other repairs and maintenance are charged to the
or convention in the market place (regular way trades) are recognised on
Statement of Profit and Loss.
the trade date, i.e., the date when the Company commits to purchase or
An item of property, plant and equipment is derecognised upon disposal or sell the asset.
when no future economic benefits are expected to arise from the continued
Financial Assets
use of asset. Any gain or loss arising on the disposal or retirement of an
item of property, plant and equipment is determined as the difference Recognition: Financial assets include investments, Trade receivable,
between the sales proceeds and the carrying amount of the asset and is Advances, Security Deposits, Cash & Cash equivalents. Such assets are
recognised in Statement of Profit and Loss. initially recognised at fair value or transaction price, as applicable, when the
Company becomes party to contractual obligations. The transaction price
Depreciation of these assets commences when the assets are ready for their
includes transaction costs unless the assets is being fair valued through the
intended use which is generally on commissioning. Items of Property, plant
statement of Profit and Loss.
and equipment are depreciated in a manner that amortises the cost of

139
 North East Nutrients Private limited
Notes to the Financial Statements

Classification: Management determines the classification of an asset at K. EMPLOYEE BENEFITS

initial recognition depending on the purpose of which the assets were
The Company makes contributions to both defined benefit and defined
acquired. The subsequent measurement of financial assets depends on
contribution schemes. Provident Fund contributions are in the nature of
such classification.
defined contribution scheme. They are deposited with the Government
Financial assets are classified as those measured at : and recognised as expense.

(a) Amortised cost, where the financial assets are held solely for collection The Company’s defined benefit gratuity plan is unfunded. The cost of
of cash flows arising from payments of principle and/or interest. providing benefits under the defined benefit obligation is calculated by
independent actuary using the projected unit credit method. Service costs
(b) Fair value through profit or loss (FVTPL), where the assets are managed
and net interest expense or income is reflected in the statement of profit
in accordance with an approved investment strategy that trigger
and loss. Gain or Loss on account of re-measurements are recognised
purchase and sale decisions based on the fair value of such assets.
immediately through Other Comprehensive Income in the period in which
Such assets are subsequently measured at fair value, with unrealised
they occur.
gain or losses arising from changes in the fair value being recognised
in the statement of profit and loss in the period in which they arise. A liability recognised for benefits accruing to employee in respect of wages
and salaries, annual leave and sick leave in the period, the related service is
Trade receivable, Advances, Security Deposits, Cash and Cash equivalents
rendered at the undiscounted amount of the benefit expected to be paid
etc are classified for measurement at amortised cost while investment may
in exchange for that service.
fall under any of aforesaid classes.
M. DIVIDEND DISTRIBUTION
FINANCIAL LIABILITIES
Dividends paid (including income tax thereon) are recognised in the period
Borrowings, trade payables and other financial liabilities are initially
in which the interim dividends are approved by the Board of Directors, or
recognised at fair value and are subsequently measured at amortised cost.
in respect of the final dividend when approved by shareholders.
Financial liabilities are derecognised when the liability is extinguished, that
N. LEASES
is, when contractual obligation is discharged, cancelled and on expiry.
A contract is, or contains, a lease if the contract conveys the right to
Offsetting Financial Instruments
control the use of an identified asset for a period of time in exchange for
Financial assets and liabilities are offset and the net amount is included in consideration.
the Balance Sheet where there is a legally enforceable right to offset the
The Company recognizes right-of-use asset representing its right to use
recognised amounts and there is an intention to settle on a net basis or
the underlying asset for the lease term at the lease commencement date.
realise the asset and settle the liability simultaneously.
The cost of the right-of-use asset measured at inception shall comprise
Equity Instruments of the amount of the initial measurement of the lease liability adjusted
Equity instruments are recognised at the value of the proceeds, net of for any lease payments made at or before the commencement date less
direct costs of the capital issue. any lease incentives received, plus any initial direct costs incurred. The
right-of -use assets is subsequently measured at cost less any accumulated
I. REVENUE RECOGNITION depreciation, accumulated impairment losses, if any and adjusted for any
Revenue is measured at the transaction price that the Company receives remeasurement of the lease liability. The right- of-use asset is depreciated
or expects to receive as consideration for goods supplied and services from the commencement date on a straight-line basis over the shorter of
rendered, net of returns and discounts to customers. Revenue from the the lease term and useful life of the underlying asset. Right-of-use assets are
sale of goods include Excise Duties and National Calamity Contingent Duty tested for impairment whenever there is any indication that their carrying
which are payable on manufacture of goods but excludes taxes such as VAT amounts may not be recoverable. Impairment loss, if any, is recognised in
and Goods and Services Tax which are payable in respect of sale of goods the Statement of Profit and Loss.
and services. The Company measures the lease liability at the present value of the lease
Revenue from the sale of goods is recognised when the Company payments that are not paid at the commencement date of the lease.
performs its obligations to its customers and the amount of revenue can The lease payments are discounted using the interest rate implicit in
be measured reliably and recovery of the consideration is probable. The the lease, if that rate can be readily determined. If that rate cannot be
timing of such recognition in case of goods is when the control over the readily determined, the Company uses incremental borrowing rate. For
same is transferred to the customer, which is mainly upon delivery. leases with reasonably similar characteristics, the Company may adopt
the incremental borrowing rate for the entire portfolio of leases as a
J. GOVERNMENT GRANT
whole. The lease payments shall include fixed payments, variable lease
The Company may receive government grants that require compliance payments, residual value guarantees, exercise price of a purchase option
with certain conditions related to the Company’s operating activities or where the Company is reasonably certain to exercise that option and
are provided to the Company by way of financial assistance on the basis of payments of penalties for terminating the lease, if the lease term reflects
certain qualifying criteria. the lessee exercising an option to terminate the lease. The lease liability
Government grants are recognised when there is reasonable assurance is subsequently remeasured by increasing the carrying amount to reflect
that the grant will be received, and the Company will comply with the interest on the lease liability, reducing the carrying amount to reflect the
conditions attached to the grant. lease payments made and remeasuring the carrying amount to reflect any
reassessment or lease modifications or to reflect revised in-substance fixed
Accordingly, government grants: lease payments.
(a) related to or used for assets are included in the Balance Sheet and The Company recognises the amount of the re-measurement of lease
deducted from the carrying amount of the asset. liability as an adjustment to the right-of-use asset. Where the carrying
(b) related to incurring specific expenditures are taken to the Statement amount of the right-of-use asset is reduced to zero and there is a further
of Profit and Loss on the same basis and in the same periods as the reduction in the measurement of the lease liability, the Company recognizes
expenditures incurred. any remaining amount of the remeasurement in the statement of Profit
and Loss.
(c) by way of financial assistance on the basis of certain qualifying criteria
are recognised as income when they become receivable. Short-term leases and leases of low-value assets: The Company has elected
not to recognise right-of-use assets and lease liabilities for short-term
In the unlikely event that a grant previously recognised is ultimately not
leases of properties that have a lease term of 12 months. The Company
received, it is treated as a change in estimate and the amount cumulatively
recognises the lease payments associated with these leases as an expense
recognised is expensed in the Statement of Profit and Loss.
on a straight-line basis over the lease term.

140
 North East Nutrients Private limited
Notes to the Financial Statements (contd.)

L. BORROWING COSTS O. PROVISIONS AND CLAIMS

Borrowing costs include interest, amortisation of ancillary costs incurred Provisions are recognised when the Company has a present obligation
and exchange differences arising from foreign currency borrowings to the (legal or constructive) as a result of a past event, it is probable that the
extent they are regarded as an adjustment to the interest cost. Costs in Company will be required to settle the obligation, and a reliable estimate
connection with the borrowing of funds to the extent not directly related can be made of the amount of the obligation. The amount recognised as
to the acquisition of qualifying assets are charged to the Statement of Profit a provision is the best estimate of the consideration required to settle the
and Loss over the tenure of the loan. Borrowing costs, allocated to and present obligation at the end of the reporting period, taking into account
utilised for qualifying assets, pertaining to the period from commencement the risks and uncertainties surrounding the obligation.
of activities relating to construction / development of the qualifying asset In respect of claims against the Company not acknowledged as debts, a
upto the date of capitalisation of such asset are added to the cost of the careful evaluation of the facts and legal aspects of the matter involved is
assets. undertaken and appropriately disclosed.
M. TAXES ON INCOME P. USE OF ESTIMATES AND JUDGEMENTS
Taxes on income comprises of current taxes and deferred taxes. Current The preparation of financial statement in conformity with generally
tax in the Statement of Profit and Loss is provided as the amount of tax accepted accounting principles requires managements to make estimates
payable in respect of taxable income for the period using tax rates enacted and assumptions that affect the reported amount of assets and liabilities and
or substantively enacted during the period, together with any adjustment disclosures of contingent liabilities at the date of the financial statements
to tax payable in respect of previous years. Income tax, in so far as it and the results of operations during the reporting period end. Although
relates to items disclosed under Other Comprehensive Income or Equity, these estimates are based upon management’s best knowledge of current
are disclosed separately under Other Comprehensive Income or Equity, as event and actions, actual results could differ from these estimates.
applicable.
The estimates and underlying assumptions are reviewed on an ongoing
Deferred tax is recognized on temporary differences between the carrying basis. Revisions to accounting estimates are recognised in the periods in
amounts of assets and liabilities for financial reporting purposes and the which the estimate is revised if the revision affects only that period, or in
amounts used for taxation purposes. the period of the revision and future periods if the revision affects both
Deferred tax assets are recognized for the future tax consequences to the current and future periods.
extent it is probable that future taxable profits will be available against (a) Key sources of estimation uncertainty
which the deductible temporary differences can be utilised.
The following are the key assumptions concerning the future,
Deferred tax assets and liabilities are offset when there is legally enforceable and other key sources of estimation uncertainty at the end of the
right to offset current tax assets and liabilities and when the deferred tax reporting period that may have a significant risk of causing a material
balances relate to the same taxation authority. Current tax assets and tax adjustment to the carrying amounts of assets and liabilities within the
liabilities are offset where the entity has a legally enforceable right to offset next financial year.
and intends either to settle on net basis, or to realize the asset and settle i. Useful lives of Property, Plant and equipment:
the liability simultaneously.
As described in the significant accounting policies, the Company
Minimum Alternate Tax (MAT): reviews the estimated useful lives of Property, Plant and equipment
MAT paid in accordance with the tax laws in India, which is likely to give at the end of reporting period.
future economic benefits in the form of availability of set off against future ii. Fair Value measurements and valuation processes:
income tax liability is recognised as an asset in the balance sheet when the
Some of the Company’s assets are measured at fair value for
asset can be measured reliably, and it is probable that the future economic
financial reporting purpose. In estimating the fair value of an
benefit associated with the asset will be realised.
asset, the Company uses market-observable data to the extent it
N. OPERATING SEGMENTS is available.
Operating Segments are reported in a manner consistent with internal iii. Actuarial Valuation:
reporting provided to the Chief Operating Decision Maker (CODM). The determination of Company’s liability towards defined benefit
The CODM who is responsible for allocating resources and assessing obligation to employees is made through independent actuarial
performance of the operating segments, has been identified as the Board valuation including determination of amounts to be recognised
of Directors. in the Statement of Profit and Loss and in other comprehensive
Segments are organized based on business which have similar economic income. Such valuation depends upon the assumption determined
characteristics as well as exhibit similarities in nature of products and after taking into account inflation, seniority, promotion and other
services offered, the nature of production processes, the type and class of relevant factors. Information about such valuation is provided in
customer and distribution methods. the notes to the financial statements.

All figures in Lakhs

Gross Block
Particulars As at Withdrawals As at Withdrawals As at
1st April, Additions and 31st March, Additions and 31st March,
2021 adjustments 2022 adjustments 2023
2A. Property, plant and equipment
Land 397.35 - - 397.35 - - 397.35
Buildings 5,593.85 35.15 - 5,628.99 9.79 - 5,638.78
Plant and Equipment 6,191.45 304.23 - 6,495.68 78.72 103.20 6,471.20
Furniture and Fixtures 86.62 6.87 - 93.49 - - 93.49
Vehicles 43.04 - - 43.04 - - 43.04
Office Equipment 56.05 9.52 - 65.57 4.01 - 69.58
Total 12,368.35 355.76 - 12,724.12 92.52 103.20 12,713.44
2B. Capital work-in-progress 256.59 106.95 355.76 7.78 84.74 92.52 -
[Refer note 2(c)]
Total 12,624.94 462.71 355.76 12,731.90 177.26 195.72 12,713.44

141
 North East Nutrients Private limited
Notes to the Financial Statements (contd.)

Depreciation and Amortisation Net Book Value

Particulars
Upto For the Withdraw- Upto For the Withdrawals & Upto As at As at
1st April, year als & ad- 31st March, year adjustments 31st March, 31st March, 31st March,
2021 justments 2022 2023 2023 2022
2A. Property, plant and equipment
Land - - - - - - - 397.35 397.35
Buildings 1,149.02 166.37 - 1,315.39 184.02 - 1,499.41 4,139.37 4,313.60
Plant and Equipment 3,719.63 570.13 - 4,289.75 543.80 9.06 4,824.49 1,646.71 2,205.92
Furniture and Fixtures 28.96 8.64 - 37.59 8.89 - 46.48 47.01 55.90
Vehicles 24.28 5.11 - 29.39 5.11 - 34.50 8.54 13.65
Office Equipment 32.34 8.56 - 40.90 7.37 - 48.27 21.31 24.67
Total 4,954.22 758.80 - 5,713.02 749.19 9.06 6,453.15 6,260.29 7,011.10
2B. Capital work-in-progress - - - - - - - 7.78
[Refer note 2(c)]
Total 4,954.22 758.80
- 5,713.02 749.19 9.06 6,453.15 6,260.29 7,018.88

Note 2(c) Capital Work in progress ageing analysis

As at 31st March, 2023 Amount in CWIP for a period of
Less than 1 year 1-2 years 2-3 years More than 3 years Total
Project in Progress - - - - -
Project temporarily suspended - - - - -
Total - - - - -

As at 31st March, 2022 Amount in CWIP for a period of

Less than 1 year 1-2 years 2-3 years More than 3 years Total
Project in Progress 7.78 - - - 7.78
Project temporarily suspended - - - - -
Total 7.78 - - - 7.78

2D. The Company does not have any Capital-work-in progress whose completion is overdue or has exceeded its cost compared to its original plan.
Intangibles under development as at 31st March, 2023 is Nil (31st March, 2022 : Nil)
As at As at
31st March, 2023 31st March, 2022
Amount (in lakhs) Amount (in lakhs)
Current Non-Current Current Non-Current
3. Deferred Tax Assets (net) – 622.47 – 358.36
TOTAL – 622.47 – 358.36

Particulars As at Current year credit/ Adjustment of MAT As at

1st April, (charge) to profit Credit pertaining to 31st Mar,
2022 and loss account previous year 2023
MAT credit entitlement ( A) 788.95 262.19 - 1,051.14
Deferred tax assets/(liabilities) in relation to:
Provision for expenses (i) 57.85 (15.64) - 42.21
Provision for employee benefit expenses(ii) 30.18 14.16 - 44.34
Impact of difference in carrying amount of property, plant and equipment as per tax accounts and books (iii) (518.62) 3.40 - (515.22)
Deferred tax credit/(charge) as per profit and loss statement (B)=(i+ii+iii) (430.59) 1.92 - (428.67)
Net Deferred Tax Asset ( A+B) 358.36 264.11 - 622.47

Particulars As at 1st Current year credit/ Adjustment of MAT As at
April, (charge) to profit Credit pertaining to 31st Mar,
2021 and loss account previous year 2022
MAT credit entitlement ( A) 513.14 285.61 - 788.95
Deferred tax assets/(liabilities) in relation to:
Provision for expenses (i) 107.69 (49.84) - 57.85
Provision for employee benefit expenses(ii) 30.84 (0.66) - 30.18
Impact of difference in carrying amount of property, plant and equipment as per tax accounts and books (iii) (508.64) (9.98) - (518.62)
Deferred tax credit/(charge) as per profit and loss statement (B)=(i+ii+iii) (370.11) (60.49) - (430.59)
Net Deferred Tax Asset ( A+B) 143.04 225.12 358.36
As at As at
31st March, 2023 31st March, 2022
Amount (in lakhs) Amount (in lakhs)
Current Non-Current Current Non-Current
4. Other Non-Current & Current Assets
Unsecured, considered good
i) Security Deposits
1) With statutory authorities - 51.45 - 51.45
ii) Advance Tax - 22.51 - 26.01
iii) Advance with Government authorities 454.27 - 564.30 -
iv) Prepaid expenses 18.32 - 20.15 -
v) Other advances 17.33 - 64.77 -
TOTAL 489.92 73.96 649.22 77.46

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 North East Nutrients Private limited
Notes to the Financial Statements (contd.)
As at As at
31st March, 2023 31st March, 2022
Amount (in lakhs) Amount (in lakhs)
Current Non-Current Current Non-Current
5. Inventories
(At lower of cost or net realisable value)
Raw materials (including packing materials) 709.19 - 623.80 -
Finished goods (manufactured) 152.96 - 137.05 -
Stores and spares 376.78 - 432.50 -
TOTAL 1,238.93 - 1,193.35 -
The cost of inventories recognised as an expense includes ` 25.98 lakhs (2022 - ` 7.75 lakhs) in respect of write-downs of inventory to net realisable value.

As at As at
31st March, 2023 31st March, 2022
Amount (in lakhs) Amount (in lakhs)
6. Investments - Current
Investment in Mutual Fund (mandatorily measured at FVTPL) - Unquoted 2,078.17
2,101.75
TOTAL 2,078.17
2,101.75
6.1. Details of Investment in mutual funds
Aditya Birla Sun Life Liquid Fund - Growth-Regular Plan
NIL (2022 - 59,162.32) Units of ` 100 each” - 201.41
Axis Liquid Fund - Regular Growth
13,899.96 (2022 - 31,041.41) Units of ` 1,000 each” 345.30 729.45
Nippon India Liquid Fund - Growth Plan - Growth Option
NIL (2022 - 3,920.27 ) Units of ` 1,000 each” - 202.46
UTI Liquid Cash Plan - Direct Plan - Growth
NIL (2022 - 5,902.36) Units of ` 1,000 each” - 205.88
UTI Liquid Cash Plan - Regular Plan - Growth
31,444.19 (2022 - 21,032.62) Units of ` 1,000 each” 1,151.96 729.14
SBI Liquid Fund Regular Growth
16,616.01 (2022 - 1,009.06) Units of ` 1,000 each” 580.91 33.41
TOTAL 2,078.17 2,101.75
7. Trade Receivables - Current
Unsecured, considered good (Refer note 24) 383.13 647.03
TOTAL 383.13 647.03
8A. Cash and cash equivalents
Balances with Banks
Current account 70.99 33.31
TOTAL 70.99 33.31
8B. Other Bank balance #
In deposit accounts 511.00 500.00
TOTAL 511.00 500.00
9. Other Financial Assets
Interest accrued but not due on fixed deposits with a bank 1.07 4.68
TOTAL 1.07 4.68
# Represents deposits with original maturity of more than 3 months
As at As at As at As at
31st March, 2023 31st March,2023 31st March,2022 31st March,2022
(No. of Shares) Amount (in lakhs) (No. of Shares) Amount (in lakhs)
10. Equity Share capital
Authorised
Equity shares of ` 10.00 each 7,50,00,000 7,500.00 7,50,00,000 7,500.00
Preference shares of ` 100.00 each 20,00,000 2,000.00 20,00,000 2,000.00
Issued, Subscribed and paid up
Equity Shares of ` 10 each, fully paid 7,30,00,000 7,300.00 7,30,00,000 7,300.00
A) Reconciliation of number of Equity Shares outstanding
As at beginning of the year 7,30,00,000 7,300.00 7,30,00,000 7,300.00
Add: Issue of Shares – – – –
As at end of the year 7,30,00,000 7,300.00 7,30,00,000 7,300.00
B) Shareholders holding more than 5% of the Equity Shares in the Company and Promoters Holding
As at As at As at As at
31st March, 2023 31st March, 2023 31st March, 2022 31st March,2022
(No. of Shares) % (No. of Shares) %
ITC Limited (Holding Company) 5,54,80,000 76.00 5,54,80,000 76.00
Mukul Chandra Deka 43,80,000 6.00 43,80,000 6.00
Rajib Kumar Deka 43,80,000 6.00 43,80,000 6.00
Anupam Deka 43,80,000 6.00 43,80,000 6.00
Samrat Deka 43,80,000 6.00 43,80,000 6.00

C) Rights, preferences and restrictions attached to the Equity Shares

The Equity Shares of the Company, having par value of ` 10 per share, rank pari passu in all respects including voting rights and entitlement to dividend.
D) No shares are bought back by the Company during the period of five years immediately preceding the Balance Sheet date.
e) No shares are allotted without payment being received in cash during the five years immediately preceding the Balance Sheet date.
f) No bonus shares are allotted during five years immediately preceding the Balance Sheet date.

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 North East Nutrients Private limited
Notes to the Financial Statements (contd.)

As at As at
31st March, 2023
31st March, 2022
Amount (in lakhs)
Amount (in lakhs)
11. Provisions -non current
Provision for employee benefits [Refer note 22(ii)(a)]
Retirement benefits 127.56 114.90
TOTAL 127.56 114.90

12. Current - borrowings

10%, Cumulative non-convertible redeemable preference share capital of ` 100.00 each – 1,800.00

TOTAL –
1,800.00

13. Other Financial liabilities

Provision for preference share dividend – 180.00
Other payables 22.47 26.29
TOTAL 22.47 206.29

14. Provisions - Current

Provision for employee benefits [Refer Note 22(ii)(a)]
Retirement benefits 6.08 5.41
TOTAL 6.08 5.41

15. Other current liabilities

Statutory liabilities 62.43 142.70
TOTAL 62.43 142.70

For the year ended For the year ended

31st March, 2023 31st March, 2022
Amount (in lakhs) Amount (in lakhs)
16. Revenue from operations
Sale of products 14,884.13 14,520.29
Revenue from sale of products 14,884.13 14,520.29
Other operating revenues
Subsidies - GST, Insurance & Freight 1,088.35 1,694.76
Income from scrap sale 96.22 96.09
Income from insurance claim – 67.59
Others – 11.55
TOTAL 16,068.70 16,390.28

For the year ended For the year ended

31st March, 2023 31st March, 2022
Amount (in lakhs) Amount (in lakhs)
17. Other income
Interest income from bank deposits measured at amortised cost 1.91 17.08
Income from Investments in Mutual Fund* 78.24 41.08
Income from Security Deposit 3.63 4.00
Interest on income tax refund – 6.06
Profit on sale of fixed assets 6.20 -
TOTAL 89.98 68.22
*Income from investment in mutual fund comprises
a) Financial assets mandatorily measured at FVTPL `37.33 Lakhs (2022 - ` 29.20 Lakhs)
b) Net gain on sale of investments ` 40.90 Lakhs (2022 - ` 11.88 Lakhs)

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 North East Nutrients Private limited
Notes to the Financial Statements (contd.)
For the year ended For the year ended
31st March, 2023 31st March, 2022
Amount (in lakhs) Amount (in lakhs)
18. Employee benefits expense
Salaries and wages 513.10 514.04
Contribution to provident and other funds [refer Note 22(ii)(b)] 31.88 34.28
Gratuity expenses [refer Note 22(ii)(a)] 33.33 36.09
Staff welfare expenses 121.78 120.74
TOTAL 700.09 705.15

19. Finance cost

Interest expense on borrowing measured at amortised cost - 73.60
Preference dividend 9.86 180.00
TOTAL 9.86 253.60

20. Other Expenses

Power and fuel 759.80 676.55
Consumption of stores and spare parts 188.56 200.71
Rent 72.40 74.45
Rates and taxes 11.50 11.39
Insurance 39.98 39.16
Repairs
- Machinery 17.05 14.43
- Building 21.49 2.52
- Others 21.20 49.54
Outward freight and handling charges 318.48 300.59
Contractual charges 939.93 912.33
Information technology services 48.44 45.54
Travelling and conveyance 14.92 11.35
Consultancy / professional fees (refer Note below) 245.80 222.02
Corporate social responsibility expenses [refer Note 22 (vii)] 22.14 18.00
Miscellaneous expenses 22.05 40.91
TOTAL 2,743.74 2,619.49

Consultancy / professional fees include :

Auditors’ remuneration and expenses *
statutory audit fees 8.00 8.00
tax audit fees 1.25 1.25
fee for limited review 0.50 2.00
reimbursement of expenses 0.30 0.30
10.05 11.55
* Excluding taxes
21. Earnings per equity share has been computed as under:
(a) Profit for the year (`) 1,598.43 1,443.14
(b) Weighted average number of Equity shares outstanding 7,30,00,000 7,30,00,000
(c) Earnings per equity share on profit for the year (Face value ` 10.00 per share) 10.00 10.00
– Basic and diluted [(a)/(b)] 2.19 1.98

22. Additional Notes to the Financial Statements

(i) Contingent liabilities and commitments :

(a) Contingent liabilities: Nil (2022 - Nil)

(b) Commitments

• Estimated amount of contracts remaining to be executed on capital accounts (net of advances) and not provided for:
` 10.38 lakhs (2022 - 46.63 lakhs).

(ii) (a) Defined Benefit Plans - As per Actuarial Valuations as on 31st March, 2023 and recognized in the financial statements in respect of gratuity:

Description of Plans
The liabilities arising in the defined benefit scheme of gratuity are determined in accordance with the advice of independent, professionally qualified actuaries,
using the projected unit credit method.

Risk Management

The defined benefit plan of gratuity exposes the Company to actuarial deficit arising out of interest rate risk, salary cost inflation risk, longevity risk. These
plans are not exposed to any unusual, entity specific or scheme specific risks but there are general risks. The Scheme’s accounting liabilities are calculated
using a discount rate set with reference to the Government security yields. A decrease in yields will increase the liabilities, leading to accounting deficit in the
funds. Increase in salary due to adverse inflationary pressures might lead to higher liabilities. The present value of the defined benefit plan liability is calculated
by reference to the best estimate of the mortality of plan participants both during and after their employment. An increase in the life expectancy of the plan
participants will increase the plan’s liability.

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 North East Nutrients Private limited
Notes to the Financial Statements (contd.)

For the year ended For the year ended

31st March, 2023 31st March, 2022
in lakhs in lakhs
Particulars
Gratuity Gratuity
Unfunded Unfunded
I Components of Employer Expense
- Recognised in Profit or Loss
1 Current service cost 25.34 23.73
2 Past service cost – –
3 Net interest cost 7.99 5.31
4 Total expense recognised in the Statement of Profit and Loss 33.33 29.04
Re-measurements recognised in other comprehensive income
5 (Return) on plan assets (excluding amounts included in Net interest cost) – –
6 Effect of changes in demographic assumptions (0.00) (0.00)
7 Effect of changes in financial assumptions (12.99) (6.83)
8 Changes in asset ceiling (excluding interest income) – –
9 Effect of experience adjustments (2.92) 13.19
10 Total re-measurements included in Other Comprehensive Income (15.91) 6.36
11 Total defined benefit cost recognised in Profit and Loss and Other 17.42 35.40
Comprehensive Income (4+10)
Particulars Gratuity Gratuity

II Actual returns – –

III Net Asset/(Liability) recognised in Balance Sheet

1 Present value of Defined Benefit Obligation 133.64 120.30
2 Fair value of plan assets – –
3 Status [Surplus/(Deficit)] (133.64) (120.30)

Net Asset/(Liability) recognised in Balance Sheet As at 31st March, 2023 As at 31st March, 2022
Current Non-current Current Non-current
Gratuity 6.08 127.56 5.41 114.90

As at 31st March, 2023 As at 31st March, 2022

Particulars in lakhs in lakhs
Gratuity Gratuity
IV Change in Defined Benefit Obligation (DBO)
1 Present value of DBO at the beginning of the year 120.30 84.90
2 Current service cost 25.34 23.73
3 Interest cost 7.99 5.31
4 Cash flows (4.08) -
5 Remeasurement losses / (gains): - -
Effect of changes in demographic assumptions - -
Effect of changes in financial assumptions (12.99) (6.83)
Effect of experience adjustments (2.92) 13.19
6 Present Value of DBO at the end of the year 133.64 120.30

V Actuarial Assumption As at 31st March, 2023 As at 31st March, 2022

Discount Rate (%) Discount Rate (%)
1 Discount rate 7.50% 6.75%
2 Weighted expected rate of salary increase 12% 12%
3 Retirement age 60 60
4 Attrition rate 8% 8%
5 Mortality table IALM 2012-14 Ultimate IALM 2012-14 Ultimate
The estimates of future salary increase, considered in actuarial valuations take account of inflation, seniority, promotion and other relevant factors such
as supply and demand factors in the employment market.
Sensitivity analysis

Particulars As at 31st March, 2023 As at 31st March, 2022

1 Discount rate +100 basis points 118.88 106.18
2 Discount rate -100 basis points 151.39 137.50
3 Salary Increase Rate +1% 149.95 134.42
4 Salary Increase Rate -1% 119.74 107.48
5 Attrition Rate +1% 128.15 114.59
6 Attrition Rate -1% 140.03 127.05

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 North East Nutrients Private limited
Notes to the Financial Statements (contd.)
The sensitivity analysis presented above may not be representative of the actual change in the defined benefit obligation as it is unlikely that the change in assumptions
would occur in isolation of one another as some of the assumptions may be correlated. Furthermore, in presenting the above sensitivity analysis, the present value
of the defined benefit obligation has been calculated using the projected unit credit method at the end of the reporting period, which is the same as that applied
in calculating the defined benefit obligation liability recognised in the balance sheet. There was no change in the methods and assumptions used in preparing the
sensitivity analysis from prior years.
(b) Provident Fund contributions are in the nature of defined contribution scheme. They are deposited with the Government and recognised as expense.
Amounts towards Defined Contribution Plans have been recognised under “Contribution to Provident and other funds” in Note 18 ` 31.88 Lakhs (2022 - ` 34.28
Lakhs).
(c) Leave is paid on a yearly basis and is not considered to be a long-term retirement benefit.
(iii) Micro, Small and Medium scale business entities:
Payable to Micro and Small Enterprises as at 31st March 2023 is ` 9.53 Lakhs (2022 - ` 5.71 Lakhs) on account of trade payables and Nil (2022 - Nil) on account
of other current liabilities. There are no Micro, Small and Medium Enterprises, to whom the Company owes dues, which are outstanding for more than 45 days
during the year and also as at 31st March 2023. This information as required to be disclosed under the Micro, Small and Medium Enterprises Development Act,
2006 has been determined to the extent such parties have been identified on the basis of information available with the Company.

Particulars For the year ended For the year ended

31st March 2023 31st March 2022
The principal amount and the interest due thereon remaining unpaid to any supplier as at the end of each accounting year; Principal - Principal -
- Principal Rs.9.53* Rs.5.71*
- Interest Interest – Nil Interest – Nil
The amount of interest paid by the buyer in terms of Section 16 of the Micro, small, and medium enterprises Development Act, 2006 – –
(the Act) along with the amount of the payment made to the supplier beyond the appointed day during each accounting year;
The amount of interest due and payable for the period of delay in making payment (which have been paid but beyond the appointed – –
day during the year) but without adding the interest specified under the said Act;
The amount of interest accrued and remaining unpaid at the end of each year; and – –
The amount of further interest remaining due and payable even in the succeeding years, until such date when the interest dues as – –
above are actually paid to the small enterprise.

*Dues not outstanding for more than 45 days.

(iv) The Company has entered into cancellable operating lease arrangement for office space, residential accommodation and plant & equipment. The lease rentals
payable is charged as ‘Rent’ under Note 20.
(v) The Company operates in a single business segment of manufacturing biscuits and the principal geographical segment is India. The chief operating decision maker
(CODM) is the Board of Directors. The entire sales of finished goods of the Company are to ITC Limited (Holding Company).
(vi) Financial instruments and related disclosures
1. Capital Management
The Company funds its operations through a mix of equity and borrowings. The gearing ratio of the Company as on 31st March 2023 is 0:1
(2022 – 0.18:1). The Company aims to maintain adequate supply of funds towards future growth of its business as a going concern.
The capital structure of the Company consists of equity ` 11,203.40 Lakhs and debt of ` Nil. The Company is not subject to any externally imposed
capital requirement.
2. Categories of Financial Instruments

As at 31st March, 2023 As at 31st March, 2022

Particulars Note
Carrying Value Fair Value Carrying Value Fair Value
A. Financial assets
a) Measured at amortised cost
i) Cash and Cash Equivalents 8A 70.99 70.99 33.31 33.31
ii) Other Bank Balances 8B 511.00 511.00 500.00 500.00
iii) Trade Receivables 7 383.13 383.13 647.03 647.03
b) Measured at Fair Value Through Profit or loss
i) Investment in Mutual Funds 6 2,078.17 2,078.17 2,101.75 2,101.75
Total financial assets 3,043.29 3,043.29 3,282.09 3,282.09
B. Financial liabilities
a) Measured at amortised cost
i) Borrowings 12 - - 1,800.00 1,800.00
ii) Trade Payables 307.99 307.99 506.78 506.78
iii) Other financial liabilities 13 22.47 22.47 206.29 206.29
Total financial liabilities 330.46 330.46 2,513.07 2,513.07

3. Financial risk management objectives

The Company’s activities expose it to a variety of financial risks, including market risk, credit risk and liquidity risk. The Company is striving to develop
a system-based approach to business risk management. The Company’s financial risk management process seeks to enable the early identification,
evaluation and effective management of key risks facing the business. Backed by strong internal control systems, the current Risk Management
Framework rests on policies and procedures issued by appropriate authorities; process of regular reviews / audits to set appropriate risk limits and
controls; monitoring of such risks and compliance confirmation for the same.
Market risk
The Company is not an active investor in Equity market. The Company’s investments are predominantly held in debt mutual funds. The Company also

147
 North East Nutrients Private limited
Notes to the Financial Statements (contd.)

invest in mutual fund schemes of leading fund houses. However, given the relatively short tenure of underlying portfolio of the mutual fund schemes
in which the Company has invested such price risk are not significant. Commodity price risk arising out of movement of prices of raw materials,
packing materials, consumables etc. are transferred to customers. Derivative transactions are not undertaken.
i. Interest rate risk
Interest rate risk refers to the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market
interest rates. As majority of the financial assets and liabilities of the Company are either short term or fixed interest-bearing instruments, the
Company’s net exposure to interest risk is negligible.
ii. Commodity Price risk
The Company’s exposure to commodity price risk price is negligible as it follows the policy of passing on such risk to its customers and maintain
adequate inventory cover for its operations.
a) Liquidity risk
Liquidity risk is defined as the risk that the Company will not be able to settle or meet its obligations as they become due. The Company
manages its liquidity risk by ensuring that it will always have sufficient liquidity to meet its liabilities when due.
The table below provides details regarding the remaining contractual maturities of significant financial liabilities at the reporting date.

As at 31st March, 2023

Contractual Cash flows* (Figures in lakhs)

Particulars
Less than 3 More than 3 months More than 6 More than 1 year
Carrying value Beyond 3 years Total
months upto 6 months months upto 1 year upto 3 years

Borrowings - - - - - - -

Trade Payables 307.99 307.99 - - - - 307.99

Other Financial Liabilities 22.47 22.47 - - - - 22.47

330.46 330.46 - - - - 330.46

As at 31st March, 2022

Contractual Cash flows* (Figures in lakhs)

Particulars
More than 6
Less than 3 More than 3 months More than 1 year
Carrying value months upto Beyond 3 years Total
months upto 6 months upto 3 years
1 year
Borrowings 1,800.00 1,800.00 - - - - 1,800.00
Trade Payables 506.78 506.78 - - - - 506.78

Other Financial Liabilities 206.29 206.29 - - - - 206.29

2,513.07 2,513.07 - - - - 2,513.07

* The table has been drawn up based on undiscounted cash flows of financial liabilities based on the earliest date on which the Company is required to
pay. The table includes principal cash flows.
b) Credit risk
Credit risk is the risk that counterparty will not meet its obligations under a financial instrument which may lead to a financial loss to the
Company.
The Company has sales to a single customer which is also the holding Company. Hence, there is no credit risk to the Company.
4. Fair value measurement
Fair value hierarchy
Fair value of the financial instruments is classified in various fair value hierarchies based on the following three levels:
Level 1: Quoted prices (unadjusted) in active market for identical assets or liabilities.
Level 2: Inputs other than quoted price included within level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e.
derived from prices).
The fair value of financial instruments that are not traded in an active market is determined using market approach and valuation techniques which
maximize the use of observable market data and rely as little as possible on entity-specific estimates. If significant inputs required to fair value an
instrument are observable, the instrument is included in Level 2.
Derivatives are valued using valuation techniques with market observable inputs such as foreign exchange spot rates and forward rates at the end of the
reporting period, yield curves, risk free rate of returns, volatility etc., as applicable.
Level 3: Inputs for the assets or liabilities that are not based on observable market data (unobservable inputs).
If one or more of the significant inputs is not based on observable market data, the fair value is determined using generally accepted pricing models based
on a discounted cash flow analysis, with the most significant inputs being the discount rate that reflects the credit risk of counterparty.
The fair value of trade receivables and payables and other current financial assets and liabilities are equal to the carrying amounts of these items due to
their short – term nature.
There has been no change in the fair valuation methodology as compared to previous year.
The following table presents the fair value hierarchy of assets and liabilities measured at fair value on a recurring basis.

Fair Fair Value

Particulars
Value Hierarchy (Level) As at 31st March, 2023 As at 31st March, 2022
A. Financial assets
Measured at Fair Value Through Profit or Loss
Investment in Mutual Funds 1 2,078.17 2,101.75
Total financial assets 2,078.17 2,101.75
B. Financial liabilities
Measured at amortised cost
Borrowings 2 – 1,800.00
Total financial liabilities – 1,800.00

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 North East Nutrients Private limited
Notes to the Financial Statements (contd.)
(vii) Expenditure incurred under Section 135 of the Companies Act, 2013 on Corporate Social Responsibility (CSR) activities :

Particulars For the year ended 31st For the year ended 31st
March, 2023 March, 2022
(i) Amount required to be spent by the company during the year 21.78 17.74
(ii) Amount of expenditure incurred 22.14 18.00
(iii)Shortfall at the end of the year Nil Nil
(iv)Total of previous years shortfall Nil Nil
(v) Reason for shortfall NA NA
(vi) Nature of CSR activities Promoting education among Promoting education among children
children through digital means; through digital means
contribution to Clean Ganga
Fund
(vii) Details of related party transactions NA NA
(viii) Where a provision is made with respect to a liability incurred by NA NA
entering a contractual obligation

(viii) The Ministry of Corporate Affairs (MCA) has issued the Companies (Indian Accounting Standards) (Amendment) Rules, 2023 on 31st March, 2023
amending:
- Ind AS 1, ‘Presentation of Financial Statements’ - The amendments require companies to disclose their material accounting policies rather than their
significant accounting policies.
- Ind AS 12 ‘Income Taxes’ - This amendment has narrowed the scope of the initial recognition exemption so that it does not apply to transactions
that give rise to equal and offsetting temporary differences. The amendments clarify how companies account for deferred tax on transactions such
as leases.
- Ind AS 8 ‘Accounting Policies, Changes in Accounting Estimates and Errors’ – This amendment has introduced a definition of ‘accounting estimates’
and included amendments to help distinguish changes in accounting policies from changes in accounting estimates.
The same are applicable for financial statements pertaining to annual periods beginning on or after 1st April, 2023. The Company expects that there
will be no material impact on the financial statements resulting from the implementation of these amendments.
23. Trade payables
Aging of trade payables: (` in Lakhs)

Trade Payable as on 31.03.2023 Outstanding for the following periods from due date
Not Due Unbilled Less than 1 1-2 years 2-3 years More than 3 Total
Payable Year years
MSME 9.53 - - - - - 9.53
Others 124.32 174.14 - - - - 298.46
Disputed dues – MSME - - - - - - -
Disputed dues-Others - - - - - - -
Total 133.85 174.14 - - - - 307.99

Trade Payable as on 31.03.2022 Outstanding for the following periods from due date
Not Due Unbilled Less than 1 1-2 years 2-3 years More than 3 Total
Payable Year years
MSME 5.71 - - - - - 5.71
Others 69.47 278.90 152.70 - - - 501.07
Disputed dues – MSME - - - - - - -
Disputed dues-Others - - - - - - -
Total 75.18 278.90 152.70 - - - 506.78

24. Trade receivables

Aging for trade receivables: (` in Lakhs)

Trade Receivables as on 31.03.2023 Not Due Less than 6 6 months 1-2 years 2-3 years More than 3 Total
months -1 year years
Undisputed Trade Receivables
- considered good 383.13 - - - - - 383.13
- which have significant increase in credit risk - - - - - - -
- credit impaired - - - - - - -
Disputed Trade Receivables - - - - - - -
- considered good - - - - - - -
- which have significant increase in credit risk - - - - - - -
- credit impaired - - - - - - -
Total Receivable 383.13 - - - - - 383.13

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 North East Nutrients Private limited
Notes to the Financial Statements (contd.)

Trade Receivables as on 31.03.2022 Unbilled Less than 6 6 months 1-2 years 2-3 years More than 3 Total
Receivable months -1 year years
Undisputed Trade Receivables
- considered good 647.03 - - - - - 647.03
- which have significant increase in credit risk - - - - - - -
- credit impaired - - - - - - -
Disputed Trade Receivables
- considered good - - - - - - -
- which have significant increase in credit risk - - - - - - -
- credit impaired - - - - - - -
Total Receivable 647.03 - - - - - 647.03
25. Financial Ratios

Ratio (numerator/denominator) For the period For the period % Reason for variance
ended 31st ended 31st Variance
March 2023 March 2022
Current Ratio 11.96 1.93 521% Reduction in Current Liabilities due
(Current Assets/Current Liabilities) to redemption of Preference Share
Capital
Debt-Equity Ratio 0.00 0.18 -100% Redemption of Preference Share
(Debt/Equity) Capital during current year
Debt Service Coverage Ratio 1.18 1.67 -28% Redemption of Preference Share
(Earnings for Debt Service*/Debt Service#) Capital during current year
Return on Equity 14% 15% -2% -
(PAT/Closing Net Worth)
Inventory Turnover Ratio 12.0 12.2 -1% -
(Sales/Closing Inventory)
Trade Receivables turnover ratio 38.8 22.4 73% Lower trade receivables at the year
(Sale/Closing Trade Receivables) end
Trade Payables turnover ratio 48.3 28.7 69% Lower trade payables at the year
(Sale/Closing Trade Payables) end
Net Capital turnover Ratio 3.4 5.9 -42% Higher working capital on account
(Sale /Working Capital**) of surplus generated during the year
Net Profit Ratio 10.7% 9.9% 9% -
(Net Profit/Sales)
Return on Capital employed 14.0% 14.7% -4% -
(PBIT/Capital Employed)
Return on Investment 5.96% 3.59% 67% Higher yields in Mutual Funds
(Income from Treasury Surplus/Average Treasury Surplus)
*Earnings for Debt Service: Profit for the year + Depreciation + Finance Cost
# Debt service includes redemption of preference shares and principal repayment of loan
**Working Capital: Current Assets - Current Liabilities
26. Tax Expense
(a) Income Tax recognised in statement of Profit & Loss
Particulars For the year ended For the year ended
31st Mar, 2023 31st Mar, 2022
Current tax
In respect of the current year
Provision for MAT 262.19 285.61
Add: Tax as per normal Income tax provisions 25.77 9.02
Total 287.96 294.63
Less : MAT credit (262.19) (285.61 )
25.77 9.02
Deferred Tax
In respect of the current year (1.92) 60.49
23.85 69.51
(b) Income Tax recognised in other comprehensive income
Particulars For the year ended For the year ended
31st Mar, 2023 31st Mar, 2022
Deferred Tax
Reimbursement of defined benefit obligation – –
Total Income Tax recognised in other comprehensive income – –
Particulars For the year ended For the year ended
31st Mar, 2023 31st Mar, 2022
(c) Reconciliation of Tax expense and accounting profit
Profit before tax
Applicable Tax Rate (Current Tax) 1,622.28 1,512.65
26.00% 29.12%
Income Tax calculated at applicable rate A 421.79 440.48
Adjustment on account of :
Incentive U/s 80IE, unabsorbed depreciation and timing difference (412.32) (404.53 )
Adjustments related to previous year 6.10 –
Permanent differences 8.28 33.56
B (397.94) (370.97 )
Income tax expense recognised in statement of profit and loss(A+B) 23.85 69.51

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 North East Nutrients Private limited
Notes to the Financial Statements (contd.)

27. Related Party Disclosures

1 The company has the following related parties
Holding Company
ITC Limited

Key Management Personnel
Paritosh Wali Non- Executive Director
Neel Kingston Jasper Non- Executive Director
Dharmarajan Ashok Non- Executive Director
Samrat Deka Non- Executive Director
K. Raghavaiah Non- Executive Director and Independent director (till 19th July, 2021)
Members- Management Committee:
Srikanth Yanduru Chief Financial Officer
Savitha Bai Manager & Company Secretary
2 Related Parties with whom the Company had transactions
ITC Limited Holding Company
ITC Infotech India Limited Fellow Subsidiary
Russell Credit Limited Fellow Subsidiary
M/s Sunandaram Deka Partnership firm in which one of the directors is a partner
M/s Repose Partnership firm in which one of the directors is a partner
M/s Repose Highway Private Limited Partnership firm in which one of the directors is a partner
Key Management Personnel
K. Raghavaiah Non- Executive Director and Independent director (till 19th July, 2021)
Savitha Bai Manager & Company Secretary

151
 27. Related Party Disclosures (contd.) (All Figure in Lakhs)

152
3. DISCLOSURE OF TRANSACTIONS BETWEEN THE COMPANY AND RELATED PARTIES AND THE STATUS OF OUTSTANDING BALANCES

RELATED PARTY TRANSACTIONS SUMMARY Holding Company Fellow Subsidiaries Firm in which Director is interested
ITC Limited ITC Infotech India Limited Russell Credit Limited M/s Sunandaram Deka M/s Repose M/s Repose Highway Private KMP Total
Limited
2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022
1 Sale of goods (incl GST) 17,619.15 17,159.99 - - - - - - - - - - - 17,619.15 17,159.99
2 Sale of capital goods (incl GST) 118.51 - - - - - - - - - - - - 118.51 -
3 Purchase of goods/ services (incl GST) 131.91 392.40 - - - - 0.39 0.28 8.90 3.47 1.12 0.14 - - 142.32 396.29
4 Leasing or rental services (incl GST) 41.50 40.94 - - - - - - - - - - - - 41.50 40.94
5 Management services (incl GST) - - 8.78 8.35 - - 218.06 218.06 - - - - - - 226.84 226.42
6 Labour contract services (incl GST) - - - - - - 1,061.86 1,020.79 - - - - - - 1,061.86 1,020.79
7 Internal Audit fees (incl GST) 2.54 2.07 - - - - - - - - - - - - 2.54 2.07
8 Preference dividend / interest 9.86 180.00 - - - 73.60 - - - - - - - - 9.86 253.60
9 Repayment of Preference Share Capital 1,800.00 - - - - - - - - - - - - - 1,800.00 -
10 Dividend Paid 166.44 - - - - - - - - - - - 13.14 - 179.58 -
11 Remuneration to Directors & other KMPs
Notes to the Financial Statements (contd.)

- K. Raghavaiah (Sitting Fees) - - - - - - - - - - - - - 0.60 - 0.60

12 Reimbursement to Directors & other KMPs

- Savitha Bai - - - - - - - - - - - - 0.05 - 0.05 -

13 Remuneration of managers on deputation reimbursed 109.00 140.85 - - - - - - - - - - - - 109.00 140.85
14 Repayment of Loans - - - - 1,220.00 - - - - - - - - - 1,220.00

RELATED PARTY BALANCES Holding Company Fellow Subsidiaries Firm in which Director is interested KMP Total

ITC Limited ITC Infotech India Limited Russell Credit Limited M/s Sunandaram Deka M/s Repose M/s Repose Highway Private
Limited

2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2021 2023 2022 2023 2022

Balances as at 31st March, 2023

(unsecured unless otherwise stated)

1 Receivables* 383.13 678.49 - - - - - - - - - - - - 383.13 678.49

2 Payables* - 31.63 - - - - - - - - - - - - - 31.63
3 Preference Share Capital - 1,800.00 - - - - - - - - - - - - - 1,800.00

* The amount of receivable from ITC Limited will be settled in cash. ` 383.13 lakhs (PY ` 646.86 lakhs)

28. The Board of Directors at their meeting held on 17th April, 2023 recommended a dividend of Rs. 1.31 per equity share for the financial year ended 31st March, 2023 aggregating to Rs. 956.3 Lakhs, for the approval of shareholders
at the ensuing Annual General Meeting.
29. The financial statements were approved for issue by the board of directors on 17th April, 2023.
For and on behalf of the Board of Directors
S. DEKA N. K. Jasper P. Wali
Director Director Director
(DIN 00559110) (DIN 07462201) (DIN 06767740)
S. Yanduru SAVITHA BAI S.
Chief Financial Officer Manager & Company Secretary
Bengaluru, 17th April, 2023
North East Nutrients Private limited
 RUSSELL CREDIT LIMITED

REPORT OF THE BOARD OF DIRECTORS & MANAGEMENT DISCUSSION AND

ANALYSIS FOR THE FINANCIAL YEAR ENDED 31ST MARCH, 2023

1. Your Directors submit their 29th Report for the financial year ended with effect from 22nd July, 2022 and 1st October, 2022, respectively.
31st March, 2023. In accordance with Section 161 of the Companies Act, 2013
2. ECONOMIC ENVIRONMENT (‘the Act’) and Article 130 of the Articles of Association of the Company,
The year under review witnessed tightening of financial conditions, both Messrs. Singh and Suresh Kumar will vacate office at the ensuing Annual
domestic and global, due to aggressive contraction of monetary policy General Meeting (‘AGM’) and are eligible for appointment as Directors
by Central Banks to contain elevated inflation. Policy tightening by of the Company.
the U.S. Federal Reserve during the year was unprecedented and as other The Board at the meeting held on 25th April, 2023, on the
Central Banks lagged the Federal Reserve in rising interest rates, recommendation of the Nomination and Remuneration Committee,
the US Dollar strengthened against most currencies. However, towards the
has recommended for the approval of the Members, the appointment
later part of the year, financial conditions globally started to ease, inflation
of Messrs. Singh and Suresh Kumar as Non-Executive Directors of
moderated, and Central Banks in developed markets stepped in to infuse
your Company, liable to retire by rotation. Requisite Notices under
liquidity to avoid systematic banking crisis which increased the likelihood of
pause in interest rate hikes. Section 160 of the Act have been received by the Company for the
appointments of Messrs. Singh and Suresh Kumar, who have filed their
Amidst a challenging global macro-economic environment, Indian economy consents to act as Directors of your Company, if appointed.
depicted resilience and is likely to close fiscal year 2023 with GDP growth
of around 7.0%. The post pandemic recovery turned broad-based during Appropriate resolutions seeking your approval to the aforesaid
the year. Uptick in private consumption gave a boost to production activity appointments are appearing in the Notice convening the ensuing AGM
resulting in increase in capacity utilisation. Towards the later part of the of the Company.
year under review, external sector balances which remained stressed in the Mr. Rajiv Tandon (DIN: 00042227), consequent to his retirement from
first half on the back of high commodity prices and capital outflows started the services of ITC Limited, the Holding Company, stepped down as
to improve on account of higher surplus in service trade, moderation in the Chairman and Non-Executive Director of your Company with effect
commodity prices and decline in imports due to fading of festive demand.
from 22nd July, 2022. Your Directors place on record their appreciation
The current account deficit for FY 2022-23 is estimated to be around 1.8%,
for the valuable contribution made by Mr. Tandon during his tenure
as against 3.0% projected in the first half of the year.
with the Company. The Board appointed Mr. Supratim Dutta as the
Market interest rates increased sharply during the year as the Reserve Bank Chairman of the Company with effect from 22nd July, 2022.
of India (‘RBI’) prioritised ‘inflation control’ and front-loaded Policy interest
rate hikes, in line with the policy response of global Central Banks to surging (b) Changes in Key Managerial Personnel
inflation. During FY 2022-23, the RBI increased Repo rate by aggregate During the year, there were no changes in the Key Managerial Personnel
250 bps. Market yield on short tenure securities rose more than the
of the Company.
long tenure ones resulting in flattening of the yield curve.
3. FINANCIAL PERFORMANCE (c) Attributes, qualifications and appointment of Directors

Your Company delivered another year of good performance across In terms of the Corporate Governance Policy of your Company, the
all financial parameters. Revenue from operations for the year was Board will comprise such number of Directors as it may deem fit within
` 4,456.26 lakhs (previous year: ` 3,998.32 lakhs) and Net Profit for the year the limits prescribed by the statute. In terms of the Articles of Association
was ` 3,829.80 lakhs (previous year: ` 3,346.38 lakhs), driven by increase in of your Company, the strength of the Board shall not be fewer than
the yield of financial instruments. Total Comprehensive Income for the year three nor more than twelve.
stood at ` 5,523.75 lakhs (previous year: ` 12,079.29 lakhs). Your Company
continues to closely monitor its investments in line with market interest rate As reported in earlier years, the attributes and qualifications of the
movements and explore opportunities to make strategic investments for the Directors provided in Section 149 of the Act and the Companies
ITC Group. Temporary surplus liquidity of your Company is mainly deployed (Appointment and Qualification of Directors) Rules, 2014 were
in debt mutual funds, bonds and bank fixed deposits. adopted by the Nomination and Remuneration Committee. In terms
The financial results of your Company, summarised, are as under: of the Non-Banking Financial Company - Systemically Important
Non-Deposit taking Company and Deposit taking Company
For the year ended For the year ended
31st March, 2023 31st March, 2022 (Reserve Bank) Directions, 2016, the Company has a Policy for
(` in lakhs) (` in lakhs) ascertaining ‘fit and proper criteria’ of Directors, approved by the
Board. All the Directors of the Company fulfil the said fit and proper
Profits
criteria for appointment as Directors. Due diligence for this purpose is
a. Profit Before Tax 4,367.70 3,686.05 undertaken by the Nomination and Remuneration Committee at the
b. Less : Tax Expense 537.90 339.67 time of appointment of Directors.
c. Profit After Tax 3,829.80 3,346.38
(d) Retirement by Rotation
d. Add : Other Comprehensive Income 1,693.95 8,732.91
e. Total Comprehensive Income 5,523.75 12,079.29 All the Directors of the Company are liable to retire by rotation and
one-third of them retire every year and are eligible for re-election. In
Retained Earnings
accordance with the provisions of Section 152 of the Act read with
a. At the beginning of the year 7,274.84 5,825.50
the Articles of Association of the Company, Mr. Rajendra Kumar Singhi
b. Add : Profit for the year 3,829.80 3,346.38
(DIN: 00009931), Director, will retire by rotation at the ensuing AGM
c. Add : Other Comprehensive Income (0.57) 0.55 of the Company, and being eligible, offers himself for re-election.
d. Less : Transfer from Retained Your Board has recommended his re-election.
Earnings to Special Reserve 765.96 669.28
(e) Board evaluation
e. Less : Dividend paid 387.89 1,228.31
f. At the end of the year 9,950.22 7,274.84 The Board carried out annual performance evaluation of its own
4. DIVIDEND performance and that of the individual Directors as also functioning
of the Board Committees, in terms of Section 134 of the Act. The
The Directors of your Company are pleased to recommend a Final Dividend
performance evaluation of the Board and the Directors, as in the
at the rate of ` 0.29 per Equity Share (previous year ` 0.25 per Equity Share)
previous year, was based on criteria approved by the Nomination
of ` 10/- each (to be paid in proportion to the amount paid-up on each
Equity Share) for the financial year ended 31st March, 2023. Total cash and Remuneration Committee. Reports on functioning of the Board
outflow on account of Dividend will be ` 1,874.79 lakhs on 67,28,76,577 Committees were placed before the Board.
Equity Shares of ` 10/- each. (f) Remuneration Policy
5. DIRECTORS AND KEY MANAGERIAL PERSONNEL The Remuneration Policy of the Company for the Key Managerial
(a) Changes in Directors Personnel, Senior Management and other employees, as amended from
Mr. Trasi Sadashiva Madhava Shenoy (DIN: 09476476) was appointed, time to time with the approval of the Board, is enclosed as Annexure 1
with your approval, as a Non-Executive Director of the Company with to this Report.
effect from 20th June, 2022. 6. BOARD AND BOARD COMMITTEES
The Board of Directors of your Company (‘the Board’), on the During the year ended 31st March, 2023, six Board meetings were held.
recommendation of the Nomination and Remuneration Committee, The Company has five Board Committees, details of which are given in the
appointed Messrs. Jagdish Singh (DIN: 00042258) and Subramani Report and Accounts under the section ‘Report on Corporate Governance’.
Suresh Kumar (DIN: 09746199) as Additional Directors of the Company

153
 RUSSELL CREDIT LIMITED

7. DIRECTORS’ RESPONSIBILITY STATEMENT of the Company, that could adversely impact the Company’s operations,
As required under Section 134 of the Act, your Directors confirm having: business performance and / or reputation. The Policy requires the Company
to investigate such incidents, when reported, in an impartial manner and
i) followed in the preparation of the Annual Accounts for the financial year take appropriate action to ensure that the requisite standards of professional
ended 31st March, 2023, the applicable Accounting Standards with and ethical conduct are always upheld. During the year under review, no
proper explanation relating to material departures, if any;
complaint under the Whistleblower Policy was received.
ii) selected such accounting policies and applied them consistently and
12. RISK MANAGEMENT
made judgements and estimates that are reasonable and prudent so
as to give a true and fair view of the state of affairs of the Company at The Company’s risk management framework addresses risks intrinsic to
the end of the financial year and of the profit of the Company for that operations, financials and compliances arising out of the overall strategy of
period; the Company. Management of risks vests with the executive management
iii) taken proper and sufficient care for the maintenance of adequate which is responsible for the day-to-day conduct of the affairs of the Company,
accounting records in accordance with the provisions of the Act for within the overall framework approved by the Board. The Internal Auditor of
safeguarding the assets of the Company and for preventing and the Company periodically carries out risk focused audits with the objective of
detecting fraud and other irregularities; identifying areas where risk management processes could be strengthened.
iv) prepared the Annual Accounts on a going concern basis; and The Risk Management Committee of the Board constituted in terms
of the Non-Banking Financial Company - Systemically Important
v) devised proper systems to ensure compliance with the provisions of
Non-Deposit taking Company and Deposit taking Company (Reserve Bank)
all applicable laws and that such systems are adequate and operating
effectively. Directions, 2016 periodically reviews the risk management framework of
the Company, with the objective of addressing the existing and emerging
8. DISCLOSURES UNDER RBI REGULATIONS
challenges in a dynamic business environment. The Company has a
The disclosures as required under the Non-Banking Financial Company Liquidity Risk Management Policy in terms of which the overall responsibility
- Systemically Important Non-Deposit taking Company and Deposit for management of liquidity risk vests with the Board. The Asset Liability
taking Company (Reserve Bank) Directions, 2016, Scale Based Regulatory Management Committee of the Board monitors the liquidity risks, if any, of
Framework for NBFCs, and other applicable RBI Directions are provided in the Company at periodic intervals. The IT Strategy Committee constituted in
the Notes to the Financial Statements of the Company, and the Schedule terms of the RBI’s Master Direction on Information Technology Framework
required in terms of Para 19 of the aforesaid Directions is appended to the for NBFCs reviews and monitors the cyber security risks in the Company.
Balance Sheet.
In addition, the Audit Committee and the Board annually review the
9. SUBSIDIARY AND ASSOCIATES effectiveness of the Company’s risk management systems and policies.
The statement in Form AOC-1 containing the salient features of the A combination of policies and processes as outlined above adequately
financial statements of the Company’s subsidiary and associates is attached addresses the various risks associated with the Company’s business.
to the Financial Statements of the Company.
13. INTERNAL CONTROL SYSTEMS
The Company, being an intermediate wholly owned subsidiary, is not
required to prepare Consolidated Financial Statements. However, brief Your Company has in place adequate internal control systems in connection
details of the performance and financial position of the Company’s subsidiary with its operations, compliances as also internal financial controls with
and associates are given below: respect to the financial statements, commensurate with its size and scale
of operations. The Internal Auditor periodically evaluates the adequacy
Name of Subsidiary / Total Income / Revenue Net Profit / (Loss) and effectiveness of internal control systems in the Company. The Audit
Associates Committee which provides guidance on internal controls, also reviews internal
FY 2022-23 FY 2021-22 FY 2022-23 FY 2021-22
(` in lakhs) (` in lakhs) (` in lakhs) (` in lakhs) audit findings and implementation of internal audit recommendations.
During the year, the internal financial controls in the Company with respect to
Subsidiary company
the financial statements were tested and no material weakness in the design
Greenacre Holdings Limited 829.95 808.62 199.35 178.61 or operation of such controls was observed. Nonetheless, your Company
Associate companies recognises that any internal financial control framework, no matter how well
designed, has inherent limitations and accordingly, regular audit and review
International Travel House 18,690.25 9,651.10 2,838.59 (1,069.65)
processes are undertaken to ensure that such systems are reinforced on an
Limited
ongoing basis.
Divya Management Limited 74.16 40.18 42.14 27.98 14. CORPORATE SOCIAL RESPONSIBILITY (CSR)
Antrang Finance Limited 53.55 21.76 31.85 4.85 The Annual Report on CSR Activities of the Company in terms of Section 135
Russell Investments Limited 354.77 282.60 251.99 338.43 of the Act read with the Companies (Corporate Social Responsibility Policy)
Rules, 2014 is enclosed as Annexure 3 to this Report.
Maharaja Heritage Resorts 720.05 470.08 50.73 28.34
Limited 15. PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS
The requirements of Section 186 of the Act relating to loans, guarantees and
10. HUMAN RESOURCES
investments are not applicable to the Company.
Human Resource Development practices in your Company are aligned
16. RELATED PARTY TRANSACTIONS
with those of ITC Limited and are guided by the principles of relevance,
consistency and fairness. A productive workplace has been and remains The Policy on dealing with Related Party Transactions of the Company, as
a key requirement for successful business performance of your Company. approved by the Board, is enclosed as Annexure 4 to this Report.
The Company had 9 (nine) employees as on 31st March, 2023, including The details of material related party transaction(s) of the Company in the
three employees on deputation from ITC Limited.
prescribed Form No. AOC-2 are enclosed under Annexure 5 to this Report.
The details of employees of the Company as required under Rule 5(2) of the
17. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS /
Companies (Appointment and Remuneration of Managerial Personnel)
COURTS / TRIBUNALS
Rules, 2014, including details of employees who had drawn remuneration
more than the limit specified in the said Rule, are provided in Annexure 2 to During the year under review, no significant or material orders were passed
this Report. by the Regulators / Courts / Tribunals impacting the going concern status of
The Company seeks to create equal opportunities for men and women and the Company and its future operations.
is committed to a gender-friendly workplace. Your Company has an Internal 18. COST RECORDS
Complaints Committee in line with the provisions of the Sexual Harassment The Company is not required to maintain cost records in terms of
of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. Section 148 of the Act read with the Companies (Cost Records and Audit)
During the year under review, no complaint for sexual harassment was Rules, 2014.
received.
19. AUDITORS
11. WHISTLEBLOWER MECHANISM
(a) Statutory Auditors
The Company has formulated a Whistleblower Policy in compliance

Messrs. Maheshwari & Associates, Chartered Accountants, were
with the Scale Based Regulatory Framework for NBFCs prescribed by the
RBI. The said Policy encourages Directors and employees to bring to the appointed as the Auditors of your Company at the Twenty Eighth AGM
Company’s attention, instances of illegal or unethical conduct, actual or held on 20th June, 2022 to hold such office till the conclusion of the
suspected incidents of fraud, or actions that affect the financial integrity Thirty Third AGM. On the recommendation of the Audit Committee

154
 RUSSELL CREDIT LIMITED

and pursuant to Section 142 of the Act, the Board has recommended 20. COMPLIANCE WITH SECRETARIAL STANDARDS
for the approval of the Members, remuneration of Messrs. Maheshwari The Company has complied with the Secretarial Standards issued by
& Associates for the financial year 2023-24. Appropriate resolution in the Institute of Company Secretaries of India and approved by the
respect of the above is appearing in the Notice convening the ensuing Central Government under Section 118(10) of the Act.
AGM of the Company.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN
21.
(b) Secretarial Auditors EXCHANGE EARNINGS AND OUTGO
Your Board appointed Messrs. S. M. Gupta & Co., Company Secretaries, Considering the nature of business of your Company, no comment is
to conduct secretarial audit of the Company for the financial year ended required on conservation of energy and technology absorption.
31st March, 2023. The Secretarial Auditors have confirmed that your
During the year under review, there has been no foreign exchange earnings
Company has complied with the applicable laws and that there are
or outflow.
adequate systems and processes in your Company commensurate with
its size and scale of operations to monitor and ensure compliance with On behalf of the Board
the applicable laws. The Report of Messrs. S. M. Gupta & Co., in terms S. DUTTA Chairman
of Section 204 of the Act, is enclosed as Annexure 6 to this Report.
Dated: 25th April, 2023 T.S.M. SHENOY Director

Annexure 1 to the Report of the Board of Directors &

Management Discussion and Analysis for the financial year ended 31st March, 2023
Remuneration Policy
This Remuneration Policy has been framed in terms of the Companies Act, 2013 and the ‘Scale Based Regulatory Framework for NBFCs’ prescribed by the
Reserve Bank of India, as amended from time to time.
The Company’s Remuneration Strategy is designed to attract and retain quality talent that gives its business a competitive advantage and enables the
Company to achieve its objectives.
The Company’s Remuneration Strategy, whilst focusing on remuneration and related aspects of performance management, reinforces the employee value
proposition of an enabling work environment, an empowering and engaging work culture, and opportunities to learn and grow.
The Compensation approach endeavours to align each employee with the Company’s goals.
POLICY
It is the Company’s Policy:
1. To ensure that its Remuneration practices support and encourage meritocracy.
2. To ensure that Remuneration is reasonable and takes into account the competitive context of the Company’s business.
3. To leverage Remuneration as an effective instrument to enhance performance.
4. To adopt a comprehensive approach to Remuneration in order to support a superior quality of personal and work life, in a manner so as to judiciously
balance short term with long term priorities.
5. To design Remuneration practices such that they reinforce the Company’s values and culture and to implement them in a manner that complies with
all relevant regulatory requirements.
Constitution and Role of Nomination and Remuneration Committee
The Nomination and Remuneration Committee of the Board (the Committee) will have the constitution, powers, functions and duties as laid down under
the Companies Act, 2013 and the RBI Regulations. The Committee, in particular, will:
n formulate the Remuneration Policy of the Company and recommend the same for the approval of the Board;
n work in close coordination with the Risk Management Committee of the Company, as necessary, to achieve effective alignment between compensation
and risks; and
n ensure that the compensation levels are, inter alia, supported by the need to retain earnings of the Company.
Remuneration of Key Managerial Personnel (KMP) and Senior Management
1. Remuneration of the KMP and Senior Management of the Company is determined and recommended by the Committee and approved by the Board.
Remuneration of the Managing Director / Wholetime Director / Manager, if any, is also subject to the approval of the shareholders of the Company.
2. Remuneration of the KMP and Senior Management who are on deputation from the Holding Company or other group company may also be aligned
to the Remuneration Policy of that company.
3. Remuneration is reviewed and revised periodically, as and when such revision is warranted by the market. The quantum of revision is linked to market
trends, the competitive context of the Company’s business, as well as the performance and potential of the individual employee.
4. The KMP and Senior Management of the Company are eligible for Fixed Pay and Variable Pay in order to facilitate alignment of their priorities with the
long-term interests of stakeholders.
• Fixed Pay comprises all fixed elements of remuneration, perquisites (including both monetary and non-monetary perquisites) and contribution
towards retirement benefits, as applicable.
• Variable Pay is in the form of cash, and linked to the individual performance of the KMP and Senior Management and the overall performance of
the Company.
5. Deferred compensation of the KMP and Senior Management, if any, may be subject to malus / claw back arrangements, inter alia, in the event of
any fraud, malfeasance, breach of trust, wilful misrepresentation / misreporting of financial performance of the Company or wilful, reckless or grossly
negligent conduct, as may be determined by the Committee and the Board.
Remuneration of employees other than KMP
1. Remuneration of employees other than KMP is approved by the Board.
2. Remuneration is reviewed and revised periodically, as and when such revision is warranted by the market. The quantum of revision is linked to market
trends, the competitive context of the Company’s business, as well as the performance and potential of the individual employee.
3. Variable Pay is based on the performance rating of the individual employee.
This Policy will be effective from 1st April, 2023 and will be reviewed as and when deemed necessary.
Notes:
1. The terms ‘Key Managerial Personnel’ and ‘Senior Management’ shall have the meaning assigned to them under Sections 2(51) and 178 of the Companies Act, 2013,
respectively.
2. ‘Malus’ arrangement will permit the Company to prevent payment of all or part of the amount of unpaid deferred compensation. Under ‘clawback’ arrangement, the
Company can recover all or part of the previously paid deferred compensation, as may be determined by the Committee and the Board.

155
 Annexure 2 to the Report of the Board of Directors & Management Discussion and Analysis for the financial year ended 31st March, 2023
[Information pursuant to Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014]

156
Name Age Designation Gross Net Qualifications Experience Date of Previous Employment / Position held
(Years) Remuneration Remuneration (Years) commencement
(`) (`) of employment /
deputation
1 2 3 4 5 6 7 8 9

A. Marodia * 40 Chief Financial Officer 1,22,42,460/- 59,46,363/- B.Com. (Hons.), A.C.A. 18 01.01.2022 ITC Limited - Manager (Domestic Treasury)

N. Bajaj * 39 Manager and Company 1,15,76,167/- 71,71,273/- B. Com. (Hons.), A.C.S., M.B.L. 15 01.10.2019 ITC Limited - Deputy Company Secretary
Secretary

J. Banerjee * 55 Internal Auditor 44,25,979/- 17,75,306/- B.Com. (Hons.), F.C.A., C.M.A. 30 01.10.2022 ITC Limited - General Manager (Corporate Audit)

S. Bose 57 Office Associate 11,23,360/- 8,26,586/- B.Sc., Post Graduate Diploma 28 01.02.1999 Sage Investments Limited - Secretarial Assistant
in Computers

U. Choudhury 30 Assistant Manager 10,50,845/- 8,60,658/- B.Com. (Hons.), C.M.A. 8 01.03.2021 Hindustan Unilever Limited - Finance Executive

D. K. Das 51 Accounts Supervisor 8,08,034/- 7,05,548/- B.Com. 28 01.04.2015 Russell Investments Limited - Junior Assistant

J. V. Rao 46 Accounts Supervisor 7,56,794/- 6,52,611/- B.Com. 18 01.04.2015 Divya Management Limited - Junior Assistant

A. Bose 33 Account Assistant 6,30,436/- 5,27,755/- B.Com (Hons.) 10 01.04.2015 Russell Investments Limited - Junior Assistant

A. Pandey 27 Junior Assistant - 3,02,656/- 2,45,054/- M. Com., Diploma in Accounts 4 24.02.2022 Manor Floatel Limited – Accounts Executive
Accounts & Finance

A. Kumar # 41 Accounts Supervisor 98,941/- 82,356/- B.A. (Hons.), M.B.A. (Finance) 17 01.08.2015 Centre for Monitoring Indian Economy Private Limited - Information Analyst

* On deputation from ITC Limited, the Holding Company (‘ITC’).

#
Passed away on 16th May, 2022.
Notes:
a. Gross remuneration includes salary, performance bonus / variable pay, long-term incentives, allowances, contribution to provident fund and other benefits / applicable perquisites borne by the Company, except provisions for gratuity fund and leave
encashment which are actuarially determined on an overall Company basis. The term ‘remuneration’ has the meaning assigned to it under the Companies Act, 2013.
b. Net remuneration comprises cash income less tax deducted at source and employee’s own contribution to provident fund.
c. Employees who are on deputation have been granted Stock Options by ITC under its Employee Stock Option Schemes at ‘market price’ [within the meaning of the Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity)
Regulations, 2021]. Since these Stock Options are not tradeable, no perquisite or benefit is immediately conferred upon the employee by grant of such Options and accordingly, the said grant has not been considered as remuneration.
d. All appointments (except deputed employees) are / were contractual in accordance with terms and conditions as per the Company’s rules.
e. The aforesaid employees are / were neither relative of any Director / Manager of the Company nor hold any equity share in the Company in their individual capacity.

On behalf of the Board

S. DUTTA Chairman
Dated: 25th April, 2023 T.S.M. SHENOY Director
RUSSELL CREDIT LIMITED
 RUSSELL CREDIT LIMITED

Annexure 3 to the Report of the Board of Directors & Management Discussion and Analysis
ANNUAL REPORT ON CSR ACTIVITIES OF THE COMPANY FOR THE FINANCIAL YEAR ENDED 31ST MARCH, 2023
1. A brief outline on CSR Policy of the Company:
The Company, a wholly owned subsidiary of ITC Limited (‘ITC’), discharges its corporate social responsibilities (‘CSR’) by aligning itself with the
CSR Policy of ITC, and by undertaking CSR activities in areas or subjects which are independent of the normal conduct of the Company’s business
and are covered under the activities listed in Schedule VII read with Section 135 of the Companies Act, 2013 and the Companies (Corporate Social
Responsibility Policy) Rules, 2014.
The Company undertakes CSR activities (a) directly, or (b) through a registered public trust or a registered society or a company incorporated under
Section 8 of the Companies Act, 2013, established by ITC or otherwise, having track record of at least three years in undertaking CSR activities, or
(c) through other eligible implementing agencies.
The Company may also collaborate with ITC or other companies for undertaking CSR activities in such a manner that the respective companies are in
a position to report separately on the CSR activities being undertaken.
2. Composition of the CSR Committee as on 31st March, 2023:

Sl. Name of Director Designation / Nature of Number of meetings of Number of meetings of

No. Directorship CSR Committee held CSR Committee attended
during the year during the year
1. Mr. S. Dutta * Chairman &
1
(Chairman of the Committee) Non-Executive Director
2
2. Mr. T.S.M. Shenoy Non-Executive Director 2
3. Mr. R. K. Singhi Non-Executive Director 2

* Appointed as Member and Chairman of the Committee w.e.f. 22.07.2022.

3. The web-link where composition of CSR Committee, CSR Policy and CSR projects approved by the Board are disclosed on the website of the Company:
Not Applicable
4. The executive summary along with web-link(s) of Impact Assessment of CSR Projects carried out in pursuance of sub-rule (3) of Rule 8 of the Companies
(Corporate Social Responsibility Policy) Rules, 2014, if applicable: Not Applicable
5.
(a) Average net profits of the Company as per Section 135(5) ` 3,993.59 lakhs
(b) Two percent of average net profits of the Company as per Section 135(5) ` 79.87 lakhs
(c) Surplus arising out of the CSR projects or programmes or activities of the previous Financial Years Nil
(d) Amount required to be set off for the Financial Year, if any Nil
(e) Total CSR obligation for the Financial Year [(b)+(c)-(d)] ` 79.87 lakhs
6. (a) Amount spent on CSR Projects (both Ongoing Project and other than Ongoing Project): ` 80 lakhs
(b) Amount spent in Administrative Overheads: Nil
(c) Amount spent on Impact Assessment, if applicable: Not Applicable
(d) Total amount spent for the Financial Year [(a)+(b)+(c)]: ` 80 lakhs
(e) CSR amount spent or unspent for the Financial Year:

Total Amount Spent Amount Unspent (in `)

for the Financial Year
Total Amount transferred to Unspent Amount transferred to any fund specified under
(in `)
CSR Account as per Section 135(6) Schedule VII as per second proviso to Section 135(5)
Amount Date of transfer Name of the Fund Amount Date of transfer
` 80.00 lakhs Not Applicable

(f) Excess amount for set off, if any: Not Applicable

Sl. No. Particular Amount

(in `)

(i) Two percent of average net profits of the Company as per Section 135(5)
(ii) Total amount spent for the Financial Year
(iii) Excess amount spent for the Financial Year [(ii)-(i)] Not Applicable
(iv) Surplus arising out of the CSR projects or programmes or activities of the previous Financial Years, if any
(v) Amount available for set off in succeeding Financial Years [(iii)-(iv)]
7. Details of Unspent CSR amount for the preceding three Financial Years:

Sl. Preceding Amount Balance Amount Amount Amount transferred to a fund as Amount Deficiency,
No. Financial transferred to in Unspent CSR spent in specified under Schedule VII as remaining if any
Year Unspent CSR Account under the Financial per second proviso to to be spent in
Account under Section 135(6) Year (in `) Section 135(5), if any succeeding
Section 135(6) (in `) Financial Years
Amount (in `) Date of transfer
(in `) (in `)
Not Applicable

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8. Whether any capital assets have been created or acquired through Corporate Social Responsibility amount spent in the Financial Year:
Yes No
If Yes, enter the number of Capital assets created / acquired Not Applicable
Furnish the details relating to such asset(s) so created or acquired through Corporate Social Responsibility amount spent in the Financial Year:

Sl. No. Short particulars of the Pincode of the Date of creation Amount of CSR amount Details of entity / Authority / beneficiary of the registered owner
property or asset(s) property or spent
CSR Registration Number, if Name Registered
[including complete asset(s)
applicable address
address and location of
the property]
Not Applicable

9. Specify the reason(s), if the Company has failed to spend two per cent of the average net profit as per Section 135(5): Not Applicable.

On behalf of the Board

S. DUTTA Chairman – CSR Committee
Dated: 25th April, 2023 T.S.M. SHENOY Director

Annexure 4 to the Report of the Board of Directors &

Management Discussion and Analysis for the financial year ended 31st March, 2023
Policy on dealing with Related Party Transactions

1. The Company shall not enter into any contract or arrangement with its related party (other than the Holding Company or the Company’s wholly owned
subsidiary) without the approval of the Audit Committee.
Further, the Company shall not enter into any contract or arrangement with its related party, or that of the Holding Company, or any of the Company’s
subsidiary or fellow subsidiary companies (other than transactions with the Holding Company, Company’s wholly owned subsidiary or with any
wholly owned fellow subsidiary), exceeding the threshold prescribed under the applicable laws / regulations, without the prior approval of its
Audit Committee and the Holding Company’s Audit Committee; this requirement shall not apply to such transactions as may be specified under the
applicable laws / regulations.
2. The Audit Committee may, in the interest of the conduct of affairs of the Company, grant omnibus approval for related party transactions that are
repetitive in nature, provided that the aggregate value of transactions which can be approved by the Committee in a financial year under the omnibus
route shall not exceed 5% of the revenue of operations of the Company as per its last audited financial statements, with the value of each such
transaction not exceeding 1% of the revenue of operations.
3. While assessing a proposal for approval under the omnibus route, the Audit Committee shall satisfy itself on the need for such approval and that the
same is in the interest of the Company. For this purpose, the following shall be placed before the Audit Committee while seeking omnibus approval:
(a) Name and nature of relationship of the related party with the Company, including type of its concern or interest (financial or otherwise);
(b) Nature, duration and material terms of the proposed transaction;
(c) Maximum amount that can be transacted;
(d) Indicative base price / current contracted price and the formula for variation of the price, if any; For this purpose, (i) price will mean the estimated
money consideration under a contract for sale or purchase of goods or services, net of applicable taxes, and (ii) the formula for variation of the
price to be based on one of the globally accepted methods of establishing arm’s length pricing such as Comparable Uncontrolled Price, Cost Plus,
Transactional Net Margin and Profit Split method.
(e) The percentage of the Company’s standalone turnover for the immediately preceding financial year, that is represented by the value of the
proposed transaction;
(f) A copy of the valuation or other external party report, if any such report has been relied upon;
(g) Any other information relevant or considered important by the Audit Committee for taking a decision on the proposed transaction.
4. The details of the related party transactions of the Company pursuant to each omnibus approval shall be placed for review by the Audit Committee (and
the Audit Committee of the Holding Company, where applicable) at least on a quarterly basis; such omnibus approval shall be valid for the financial
year.
5. Where the need for related party transactions cannot be foreseen and the details mentioned in (3) above are not available, the Audit Committee may
grant omnibus approval for such transactions subject to their value not exceeding ` 50 lakhs per transaction.
6. Transactions of the following nature shall be outside the purview of the omnibus approval mechanism:
(a) Transactions which are not in the ordinary course of business or not at arm’s length;
(b) Transactions which are not repetitive or unforeseen in nature;
(c) Transactions exceeding the threshold limits specified in (2) and (5) above;
(d) Inter-corporate loans given / taken to / from related parties and purchase / sale of investments from / to related parties;
(e) Transactions in respect of sale or disposal of any undertaking;
(f) Any other transaction which the Audit Committee may deem not fit for omnibus approval.

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 RUSSELL CREDIT LIMITED

7. As the term ‘transaction’ has not been defined in the Companies Act, 2013 and the Rules framed thereunder, it will mean a single transaction or a group
of transactions under a single contract or arrangement in line with the definition prescribed for listed companies under the SEBI Regulations.
8. In the event any contract or arrangement with a related party is not in the ordinary course of business or not at arm’s length, the Company shall comply
with the provisions of the Companies Act, 2013 and the Rules framed thereunder and obtain approval of the Board and / or shareholders, as applicable,
for such contract or arrangement.
9. (a) All subsequent modifications to the transactions entered into by the Company with its related party, shall require approval of the Company’s
Audit Committee.
(b) All ‘material modifications’ to the related party transactions entered into by the Company on one hand and related party of the Holding Company,
or the Company’s subsidiary or fellow subsidiary companies on the other hand, shall require approval of the Company’s Audit Committee.
(c) Where any related party transaction entered into by the Company has been approved by the Audit Committee of the Holding Company, any
‘material modification’ of such transactions shall also require approval of the Audit Committee of the Holding Company.
Material modification(s), for this purpose, are those modifications that result in an increase of more than ten percent of the amount approved by
the Audit Committee.
10. With effect from 1st April, 2023, the approval requirements mentioned hereinabove shall also apply to those transactions undertaken by the Company
on the one hand and any other person or entity on the other hand, the purpose and effect of which is to benefit a related party of the Company or
related party of the Holding Company, or the Company’s subsidiary or fellow subsidiary companies.
11. The requisite details of (a) material related party transactions and (b) related party transactions which are not at arm’s length, shall be disclosed in the
Annual Report in terms of the Companies Act, 2013 & the Rules framed thereunder and the RBI Regulations.
For this purpose, a transaction with a related party shall be considered material if the transaction(s) to be entered into individually or taken together
with previous transactions during a financial year, exceeds 10% of the revenue of operations of the Company as per its last audited financial statements.
In the event of any inconsistency between this Policy and the applicable laws, the applicable laws will prevail.

Annexure 5 to the Report of the Board of Directors &

Management Discussion and Analysis for the financial year ended 31st March, 2023
FORM NO. AOC-2
[Pursuant to Section 134(3)(h) of the Companies Act, 2013 and Rule 8(2) of the Companies (Accounts) Rules, 2014]
Form for disclosure of particulars of contracts / arrangements entered into by the Company with related parties referred to in sub-section (1) of
Section 188 of the Companies Act, 2013 including certain arm’s length transactions under third proviso thereto
1. Details of contracts or arrangements or transactions not at arm’s length basis

a) Name(s) of the related party and nature of relationship

b) Nature of contracts / arrangements / transactions

c) Duration of the contracts / arrangements / transactions

d) Salient terms of the contracts or arrangements or transactions including the value,

if any
NIL
e) Justification for entering into such contracts or arrangements or transactions

f) Date(s) of approval by the Board

g) Amount paid as advances, if any

h) Date on which the special resolution was passed in general meeting as required
under first proviso to Section 188

2. Details of material contracts or arrangements or transactions at arm’s length basis

a) Name(s) of the related party and nature of relationship ITC IndiVision Limited (IIVL), fellow subsidiary
b) Nature of contracts / arrangements / transactions Unsecured inter-corporate loan of ` 4,500 lakhs to IIVL
c) Duration of the contracts / arrangements / transactions 21st February, 2023 to 20th February, 2025
d) Salient terms of the contracts or arrangements or transactions • Interest payable on quarterly basis @ 8.00% per annum
including the value, if any
• Loan disbursed during the year and outstanding as on 31st March,
2023: ` 1,250 lakhs
e) Date(s) of approval by the Board, if any The Board of Directors of the Company at the meeting held on
17th January, 2023 delegated the power to two Directors to grant
inter-corporate loans to fellow Indian subsidiaries.
f) Amount paid as advances, if any Nil

On behalf of the Board

S. DUTTA Chairman
Dated: 25th April, 2023 T.S.M. SHENOY Director

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 RUSSELL CREDIT LIMITED

Annexure 6 to the Report of the Board of Directors & Management Discussion and Analysis
Form No. MR-3
SECRETARIAL AUDIT REPORT
FOR THE FINANCIAL YEAR ENDED 31.03.2023
[Pursuant to Section 204(1) of the Companies Act, 2013 and Rule 9 of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014]
To,
The Members,
RUSSELL CREDIT LIMITED
CIN: U65993WB1994PLC061684
Virginia House
37, J. L. Nehru Road
Kolkata - 700 071

1. We have conducted the Secretarial Audit of the compliance of applicable statutory provisions and the adherence to good corporate practices
by Russell Credit Limited (hereinafter called the ‘Company’) for the financial year ended 31st March, 2023. Secretarial Audit was conducted in
accordance with the Guidance Note issued by the Institute of Company Secretaries of India (A statutory body constituted under the Company
Secretaries Act, 1980) read with the Company Secretaries Auditing Standards (CSAS) and in a manner that provided us a reasonable basis for
evaluating the corporate conduct / statutory compliances and expressing our opinion thereon.
2. On the basis of verification of the secretarial compliance and on the basis of secretarial audit of the Company’s books, papers, minute books, forms
and returns filed and other records maintained by the Company, as shown to us during the said audit and also based on the information provided
by the Company, its officers, agents and authorised representatives during the conduct of our audit, we hereby report that in our opinion and to
the best of our understanding, the Company has, during the audit period covering the financial year ended on 31st March, 2023, complied with
the statutory provisions listed hereunder and also that the Company has adequate Board processes and compliance mechanism in place to the
extent, in the manner and subject to the reporting made hereinafter.
3. a. We have examined the secretarial compliance based on the books, papers, minute books, forms and returns filed and other records maintained by
the Company for the financial year ended on 31st March, 2023 and as shown to us during our audit, according to the provisions of the following
laws:
(i) The Companies Act, 2013 (the Act) and the Rules made thereunder;
(ii) The Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992 viz:
a) The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, as amended.
b. We have also examined the secretarial compliance based on the books, papers, forms and returns filed and other records maintained by the
Company for the financial year ended on 31st March, 2023 according to the provisions of the following laws specifically applicable to the Company
and as shown to us during our audit:
(i) Non-Banking Financial Company - Systemically Important Non-Deposit taking Company and Deposit taking Company (Reserve Bank)
Directions, 2016 and other Directions issued by RBI as applicable to Systematically Important Non-Deposit taking NBFCs, including ‘Scale
Based Regulation: Revised Regulatory Framework for NBFCs’.
(ii) Information Technology Framework for the NBFC Sector.
(iii) Reserve Bank of India and Securities and Exchange Board of India Guidelines relating to Mutual Fund Advisor.
l The Company is registered with the Reserve Bank of India as a NBFC under the relevant provisions of the Reserve Bank of India
Act, 1934 under Registration Certificate No. B.05.05246.
l The Company is registered with the Association of Mutual Funds in India (AMFI) as an Intermediary of Mutual Funds and the
Registration Certificate is valid upto 21st October, 2024.
4. We have also examined compliance with the applicable clauses of the following:
(a) Secretarial Standards issued by the Institute of Company Secretaries of India under Section 118 of the Companies Act, 2013.
5. On the basis of the audit as referred above and to the best of our knowledge, understanding and belief, we are of the view that during the period
under review, the Company has complied with the provisions of the Act, Rules, Regulations, Guidelines, Standards, etc. mentioned above in
paragraphs 3(a), 3(b) and paragraph 4 of this Report.
6. We further report that:
(a) The Board of Directors of the Company is duly constituted in compliance with the applicable provisions of law.
(b) Adequate notice is given to all Directors to schedule the Board Meetings. Agenda and detailed notes on agenda were generally sent at least
seven days in advance and a system exists for seeking and obtaining further information and clarifications on the agenda items before the
meeting and for meaningful participation at the meeting.
(c) The total amount required to be spent by the Company on CSR was Rs. 79.87 Lakhs and the amount actually spent during the year under
report was Rs. 80 Lakhs which was disbursed to ITC Rural Development Trust, an implementation agency, towards implementation of a
project on rural development, as approved by the Board, on the recommendation of the CSR Committee.
7. We further report that there are adequate systems and processes in the Company commensurate with the size and operations of the Company to
monitor and ensure compliance with the applicable Laws, Rules, Regulations and Guidelines.
8. This Report is to be read with our letter of even date which is annexed as Annexure A and forms an integral part of this Report.
Place: Kolkata (S. M. Gupta)
Date: 25.04.2023 Proprietor
Enclo.: Annexure A S. M. GUPTA & CO.
Company Secretaries
Firm Registration No.: S1993WB816800
Membership No: FCS – 896
CP No.: 2053
Peer Review No: 2464/2022
UDIN:F000896E000187863

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 RUSSELL CREDIT LIMITED

‘ANNEXURE A’
(To the Secretarial Audit Report of Russell Credit Limited for the Financial Year ended 31/03/2023)

The Members,
RUSSELL CREDIT LIMITED
Virginia House
37, J. L. Nehru Road
Kolkata - 700 071

Our Secretarial Audit Report for the Financial Year ended 31/03/2023 of even date is to be read along with this letter.

1. Maintenance of secretarial records is the responsibility of the management of the Company. Our responsibility is to express an opinion on such
secretarial records based on our audit.

2. We have followed the audit practices and processes as were appropriate to obtain reasonable assurance about the correctness of the contents of the
secretarial records. The verification was done on test check basis to ensure that correct facts are reflected in the secretarial records. We believe that
the processes and practices we followed provide a reasonable basis for our opinion.

3. We have not verified the correctness and appropriateness of financial records and Books of Accounts of the Company.

4. Wherever required, we have obtained Management representation about the compliance of laws, rules and regulations and happening of events etc.

5. The compliance with the provisions of corporate and other applicable laws, rules, regulations and standards is the responsibility of management. Our
examination was limited to the verification of procedures on test check basis.

6. The Secretarial Audit Report is neither an assurance as to the future viability of the company nor of the efficacy or effectiveness with which the
management has conducted the affairs of the Company.

Place: Kolkata (S. M. Gupta)

Date: 25.04.2023 Proprietor
S. M. GUPTA & CO.
Company Secretaries
Firm Registration No.: S1993WB816800
Membership No: FCS – 896
CP No.: 2053
Peer Review No: 2464/2022
UDIN: F000896E000187863

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 RUSSELL CREDIT LIMITED

REPORT ON CORPORATE GOVERNANCE

FOR THE FINANCIAL YEAR ENDED 31ST MARCH, 2023
The Directors present the Company’s Report on Corporate Governance pursuant to the Scale Based Regulatory Framework for NBFCs prescribed by the
Reserve Bank of India (‘RBI’).
THE COMPANY’S PHILOSOPHY ON CORPORATE GOVERNANCE
Corporate Governance is a systemic process by which a company is directed and controlled to enhance its wealth generating capacity. The Company being
a wholly owned subsidiary of ITC Limited draws its Governance philosophy from that company.
GOVERNANCE STRUCTURE
The Governance structure of the Company presently comprises the Board of Directors, the Board Committees, and the Non-Executive Chairman, aided by
the Manager & Company Secretary, Chief Financial Officer and the Internal Auditor who are responsible for management of the affairs of the Company,
operating under the superintendence, control and direction of the Board of Directors.
COMPOSITION OF THE BOARD (AS ON 31ST MARCH, 2023)
The Board of Directors of the Company (‘the Board’) presently comprises six Non-Executive Directors. The names of the Directors, including number of their
other directorships, and the details of Board Meetings held during the year are provided below.

During the year ended 31st March, 2023, six meetings of the Board were held on 29th April, 2022, 16th July, 2022, 28th September, 2022,
12th October, 2022, 7th December, 2022, and 17th January, 2023.

Sl. No. Name of the Director Director since Designation Number of No. of other
Board Meetings Directorships*
Held Attended
1. Supratim Dutta #
29.03.2013 Chairman & Non-Executive Director 6 6 9
(DIN: 01804345)
2. Priti Balaji 22.10.2020 Non-Executive Director 6 5 1
(DIN: 08900013)
3. Trasi Sadashiva Madhava Shenoy 22.01.2022 Non-Executive Director 6 6 2
(DIN: 09476476)
4. Jagdish Singh 22.07.2022 Additional Non-Executive Director 4 4 5
(DIN: 00042258)
5. Rajendra Kumar Singhi 27.03.2018 Non-Executive Director 6 5 6
(DIN: 00009931)
6. Subramani Suresh Kumar 01.10.2022 Additional Non-Executive Director 3 3 Nil
(DIN: 09746199)

* Represents directorships in Indian and foreign companies

#
Appointed as the Chairman of the Board w.e.f. 22.07.2022
Note: None of the Directors hold any share in the Company in their individual capacity.

Details of changes in the composition of the Board during the current and previous financial years:
Sl. No. Name of Director Capacity Nature of change Effective date
1. Trasi Sadashiva Madhava Shenoy Non-Executive Director Appointment 22.01.2022
2. Saradindu Dutta Non-Executive Director Resignation 19.02.2022
3. Rajiv Tandon Chairman & Non-Executive Director Resignation 22.07.2022
4. Jagdish Singh Non-Executive Director Appointment 22.07.2022
5. Subramani Suresh Kumar Non-Executive Director Appointment 01.10.2022

COMMITTEES OF THE BOARD

Currently, there are five Board Committees in the Company – the Audit Committee, the Nomination and Remuneration Committee, the CSR Committee,
the Asset Liability Management Committee and the Risk Management Committee. The terms of reference of the Board Committees are determined by the
Board from time to time. The role and composition of these Committees, including the number of meetings held during the financial year and the related
attendance, are provided below.

I. AUDIT COMMITTEE:
The role of the Audit Committee includes the following:
(a) To oversee the Company’s financial reporting process and the disclosure of its financial information to ensure that the financial statements are
correct, sufficient and credible;
(b) To recommend the appointment, remuneration and removal of the Statutory Auditors;
(c) To approve transactions of the Company with related parties, including modifications thereto;
(d) To evaluate the Company’s internal financial controls and risk management systems;
(e) To scrutinise inter-corporate loans and investments;
(f) To review with the management the Annual Financial Statements and Auditor’s Report thereon before submission to the Board for approval;
(g) To review the following:
(i) ‘Fit for Consolidation’ Financial Results / Financial Statements of the Company;
(ii) Adequacy of internal control systems and the Company’s statement on the same prior to endorsement by the Board, such review to be done
in consultation with the management and Statutory Auditors;
(iii) Reports of internal audit and discussion with the Internal Auditor on any significant findings and follow-up thereon;
(iv) System for storage, retrieval, security etc. of books of accounts maintained in the electronic form;
(v) Functioning of Whistleblower mechanism in the Company.

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 RUSSELL CREDIT LIMITED

Composition, Meetings and Attendance

The Audit Committee presently comprises the Chairman of the Company and three Non-Executive Directors. The Chief Financial Officer and the
Internal Auditor are invited to attend the meetings of the Audit Committee. The Company Secretary is the Secretary to the Committee.
The names of the members of the Audit Committee, including its Chairman, and the details of meetings held during the year are provided below.
During the year ended 31st March, 2023, five meetings of the Audit Committee were held on 29th April, 2022, 16th July, 2022, 28th September, 2022,
12th October, 2022, and 17th January, 2023.

Sl. No. Name of the Director Member of the Committee Designation Number of
since Meetings of the Committee
Held Attended
1. S. Dutta 22.07.2022 Chairman & Non-Executive Director 3 3
(Chairman of the Committee)
2. T.S.M. Shenoy 22.01.2022 Non-Executive Director 5 5
3. R. K. Singhi 27.08.2020 Non-Executive Director 5 4
4. S. Suresh Kumar 12.10.2022 Non-Executive Director 1 1
5. R. Tandon 1 03.01.2011 Chairman & Non-Executive Director 2 2

1. Ceased to be Member and Chairman of the Committee w.e.f. 22.07.2022

II. NOMINATION AND REMUNERATION COMMITTEE

The Nomination and Remuneration Committee of the Board, inter alia, identifies persons qualified to become Directors, and recommends to the Board
the appointment and removal of the Directors and Key Managerial Personnel of the Company. The Committee’s role also includes formulation of criteria
for evaluation of performance of the Directors & the Board as a whole, and review of the ‘fit and proper status’ of the Directors of the Company.

Composition, Meetings and Attendance

The Nomination and Remuneration Committee presently comprises two Non-Executive Directors and the Chairman of the Company. The Company
Secretary is the Secretary to the Committee.
The names of the members of the Nomination and Remuneration Committee, including its Chairman, and the details of meetings held during the year
are provided below.
During the year ended 31st March, 2023, four meetings of the Nomination and Remuneration Committee were held on 29th April, 2022,
16th July, 2022, 28th September, 2022, and 17th January, 2023.

Sl. Name of the Director Member of the Designation Number of Meetings of

No. Committee since the Committee
Held Attended
1. R. K. Singhi 27.03.2018 Non-Executive Director 4 3
(Chairman of the Committee)
2. S. Dutta 27.03.2018 Chairman & Non-Executive Director 4 4
3. J. Singh 22.07.2022 Non-Executive Director 2 2
4. R. Tandon 1 16.03.2015 Chairman & Non-Executive Director 2 2
1. Ceased to be Member of the Committee w.e.f. 22.07.2022

III. CSR COMMITTEE

The role of the CSR Committee is, inter alia, to review and provide strategic direction to the Company’s CSR activities, in line with the CSR initiatives
of ITC Limited. Formulation and monitoring of the CSR Policy and recommendation to the Board of the annual CSR Action Plan delineating the
CSR activities to be carried out by the Company during a financial year form part of the role of the Committee.

Composition, Meetings and Attendance

The CSR Committee presently comprises the Chairman of the Company and two Non-Executive Directors. The Company Secretary is the Secretary to
the Committee.
The names of the members of the CSR Committee, including its Chairman, and the details of meetings held during the year are provided below.
During the year ended 31st March, 2023, two meetings of the CSR Committee were held on 29th April, 2022 and 12th October, 2022.

Sl. No. Name of the Director Member of the Designation Number of

Committee since Meetings of the Committee
Held Attended
1. S. Dutta 22.07.2022 Chairman & Non-Executive Director 1 1
(Chairman of the Committee)
2. T.S.M. Shenoy 22.01.2022 Non-Executive Director 2 2
3. R. K. Singhi 27.03.2018 Non-Executive Director 2 2
4. R. Tandon 1 08.05.2014 Chairman & Non-Executive Director 1 1

1. Ceased to be Member and Chairman of the Committee w.e.f. 22.07.2022

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 RUSSELL CREDIT LIMITED

IV. ASSET LIABILITY MANAGEMENT(‘ALM’) COMMITTEE

The role of the ALM Committee is, inter alia, to address concerns relating to asset liability mismatches, if any, and strategise action(s) to mitigate the
associated risks. The Committee also reviews the ALM Returns filed by the Company with the RBI, and adherence to the policies & procedures adopted
by the Company for managing liquidity risk.

Composition, Meetings and Attendance

The ALM Committee presently comprises three Non-Executive Directors. The Company Secretary is the Secretary to the Committee.
The names of the members of the ALM Committee, including its Chairman, and the details of meetings held during the year are provided below.
During the year ended 31st March, 2023, two meetings of the ALM Committee were held on 27th April, 2022 and 17th October, 2022.

Sl. Name of the Director Member of the Designation Number of Meetings of the
No. Committee since Committee
Held Attended
1. J. Singh 1 22.07.2022 Non-Executive Director 1 1
(Chairman of the Committee)
2. T.S.M. Shenoy 22.01.2022 Non-Executive Director 2 2
3. S. Suresh Kumar 12.10.2022 Non-Executive Director 1 1
4. S. Dutta 2
27.03.2018 Chairman & Non-Executive Director 1 1
5. R. Tandon 3 03.01.2011 Chairman & Non-Executive Director 1 1

1. Appointed as the Chairman of the Committee w.e.f. 12.10.2022

2. Ceased to be Member and Chairman of the Committee w.e.f. 12.10.2022
3. Ceased to be Member and Chairman of the Committee w.e.f. 22.07.2022

V. RISK MANAGEMENT COMMITTEE

The role of the Risk Management Committee is, inter alia, to manage the integrated risk of the Company, including liquidity risk and capital adequacy,
and to recommend for the approval of the Board, the Risk Management Policy of the Company. The Committee also reviews the risk management
framework of the Company so as to effectively address the existing and emerging challenges in a dynamic business environment.

Composition, Meetings and Attendance

The Risk Management Committee presently comprises the Chairman of the Company and two Non-Executive Directors. The Company Secretary is the
Secretary to the Committee.
The names of the members of the Risk Management Committee, including its Chairman, and the details of meetings held during the year are provided
below.
During the year ended 31st March, 2023, two meetings of the Risk Management Committee were held on 27th April, 2022 and 17th October, 2022.

Sl. No. Name of the Director Member of the Committee since Designation Number of Meetings of
the Committee
Held Attended
1. S. Dutta 22.07.2022 Chairman & Non-Executive Director 1 1
(Chairman of the Committee)
2. P. Balaji 22.10.2020 Non-Executive Director 2 2
3. T.S.M. Shenoy 22.01.2022 Non-Executive Director 2 2
4. R. Tandon 1
29.03.2013 Chairman & Non-Executive Director 1 1

1. Ceased to be Member and Chairman of the Committee w.e.f. 22.07.2022

PARTICULARS OF PAST THREE GENERAL MEETINGS

Sl. No. Type of Meeting Date Venue Special Resolution passed

1. 28th Annual General Meeting (FY 2021-22) 20.06.2022 Registered Office –
2. Extraordinary General Meeting 13.12.2021 Virginia House –
37 J. L. Nehru Road
3. 27th Annual General Meeting (FY 2020-21) 08.07.2021 Kolkata 700 071 –

OTHER DISCLOSURES
n The Company is in compliance with all the applicable requirements of the Companies Act, 2013, including requirements prescribed under the
Accounting Standards and the Secretarial Standards.
n No penalty / stricture has been imposed on the Company by the RBI or any other Statutory Authority.
n None of the Directors receive any remuneration from the Company.
n There are no inter-se relationships between the Directors of the Company.

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 RUSSELL CREDIT LIMITED

INDEPENDENT AUDITOR’S REPORT

TO THE MEMBERS OF RUSSELL CREDIT LIMITED assurance is a high level of assurance, but is not a guarantee that an audit
conducted in accordance with SAs will always detect a material misstatement
Report on the Audit of the Financial Statements
when it exists. Misstatements can arise from fraud or error and are considered
Opinion material if, individually or in the aggregate, they could reasonably be expected
We have audited the accompanying financial statements of Russell Credit to influence the economic decisions of users taken on the basis of these financial
Limited (the “Company”), which comprise the Balance Sheet as at March 31, statements.
2023, the Statement of Profit and Loss (including Other Comprehensive Income), As part of an audit in accordance with SAs, we exercise professional judgment
the Statement of Changes in Equity and the Statement of Cash Flows for the and maintain professional skepticism throughout the audit. We also:
year then ended, and notes to the financial statements, including a summary of • Identify and assess the risks of material misstatement of the financial
significant accounting policies and other explanatory information. statements, whether due to fraud or error, design and perform audit
In our opinion and to the best of our information and according to the procedures responsive to those risks, and obtain audit evidence that is
explanations given to us, the aforesaid financial statements give the information sufficient and appropriate to provide a basis for our opinion. The risk of not
required by the Companies Act, 2013, as amended (the “Act”) in the manner detecting a material misstatement resulting from fraud is higher than for
so required and give a true and fair view in conformity with the accounting one resulting from error, as fraud may involve collusion, forgery, intentional
principles generally accepted in India including the Indian Accounting Standards omissions, misrepresentations, or the override of internal control.
(“Ind AS”) prescribed under Section 133 of the Act, of the state of affairs of the • Obtain an understanding of internal financial control relevant to the audit in
Company as at March 31, 2023, its profit including other comprehensive income, order to design audit procedures that are appropriate in the circumstances.
changes in equity and its cash flows for the year ended on that date. Under Section 143(3)(i) of the Act, we are also responsible for expressing
Basis for Opinion our opinion on whether the Company has adequate internal financial
controls with reference to financial statements in place and the operating
We conducted our audit of the financial statements in accordance with the effectiveness of such controls.
Standards on Auditing (“SA”s) specified under Section 143(10) of the Act. Our
responsibilities under those Standards are further described in the ‘Auditor’s • Evaluate the appropriateness of accounting policies used and the
Responsibilities for the Audit of the Financial Statements’ section of our report. reasonableness of accounting estimates and related disclosures made by the
We are independent of the Company in accordance with the ‘Code of Ethics’ management.
issued by the Institute of Chartered Accountants of India (“ICAI”) together with • Conclude on the appropriateness of management’s use of the going concern
the ethical requirements that are relevant to our audit of the financial statements basis of accounting and, based on the audit evidence obtained, whether
under the provisions of the Act and the Rules thereunder, and we have fulfilled our a material uncertainty exists related to events or conditions that may cast
other ethical responsibilities in accordance with these requirements and the ICAI’s significant doubt on the Company’s ability to continue as a going concern.
Code of Ethics. We believe that the audit evidence obtained by us is sufficient and If we conclude that a material uncertainty exists, we are required to draw
appropriate to provide a basis for our audit opinion on the financial statements. attention in our auditor’s report to the related disclosures in the financial
Information Other than the Financial Statements and Auditor’s Report statements or, if such disclosures are inadequate, to modify our opinion.
Thereon Our conclusions are based on the audit evidence obtained up to the date
of our auditor’s report. However, future events or conditions may cause the
The Company’s Board of Directors is responsible for the other information. The Company to cease to continue as a going concern.
other information comprises the information included in the Board’s Report
including Annexures to Board’s Report, but does not include the financial • Evaluate the overall presentation, structure and content of the financial
statements and our auditor’s report thereon. statements, including the disclosures, and whether the financial statements
represent the underlying transactions and events in a manner that achieves
Our opinion on the financial statements does not cover the other information and fair presentation.
we do not express any form of assurance conclusion thereon.
We communicate with those charged with governance regarding, among other
In connection with our audit of the financial statements, our responsibility is matters, the planned scope and timing of the audit and significant audit findings,
to read the other information and, in doing so, consider whether such other including any significant deficiencies in internal control that we identify during
information is materially inconsistent with the financial statements or our our audit.
knowledge obtained during the course of our audit or otherwise appears to be
materially misstated. We also provide those charged with governance with a statement that we have
complied with relevant ethical requirements regarding independence, and to
If, based on the work we have performed, we conclude that there is a material communicate with them all relationships and other matters that may reasonably
misstatement of this other information, we are required to report that fact. We be thought to bear on our independence, and where applicable, related
have nothing to report in this regard. safeguards.
Responsibilities of Management and Those Charged with Governance for Report on Other Legal and Regulatory Requirements
the Financial Statements
1. As required by the Companies (Auditor’s Report) Order, 2020 (the “Order”),
The Company’s Board of Directors is responsible for the matters stated in Section issued by the Central Government of India in terms of Section 143(11) of
134(5) of the Act with respect to the preparation of these financial statements the Act, we give in “Annexure A” a statement on the matters specified in
that give a true and fair view of the financial position, financial performance paragraphs 3 and 4 of the Order.
including other comprehensive income, changes in equity and cash flows of
the Company in accordance with the accounting principles generally accepted 2. As required by Section 143(3) of the Act, based on our audit we report that:
in India, including the Ind AS specified under Section 133 of the Act read with a) We have sought and obtained all the information and explanations
the Companies (Indian Accounting Standards) Rules, 2015, as amended. This which to the best of our knowledge and belief were necessary for the
responsibility also includes maintenance of adequate accounting records in purposes of our audit;
accordance with the provisions of the Act for safeguarding the assets of the b) In our opinion, proper books of account as required by law have been
Company and for preventing and detecting frauds and other irregularities; kept by the Company so far as it appears from our examination of those
selection and application of appropriate accounting policies; making judgments books;
and estimates that are reasonable and prudent; and design, implementation
and maintenance of adequate internal financial controls, that were operating c) The Balance Sheet, the Statement of Profit and Loss including Other
effectively for ensuring the accuracy and completeness of the accounting records, Comprehensive Income, Statement of Changes in Equity and the
relevant to the preparation and presentation of the financial statements that Statement of Cash Flows dealt with by this Report are in agreement
give a true and fair view and are free from material misstatement, whether due with the books of account;
to fraud or error. d) In our opinion, the aforesaid financial statements comply with the Ind
In preparing the financial statements, management is responsible for assessing AS specified under Section 133 of the Act, read with Companies (Indian
the Company’s ability to continue as a going concern, disclosing, as applicable, Accounting Standards) Rules, 2015, as amended;
matters related to going concern and using the going concern basis of e) On the basis of the written representations received from the directors
accounting unless management either intends to liquidate the Company or to as on March 31, 2023 taken on record by the Board of Directors, none
cease operations, or has no realistic alternative but to do so. of the directors are disqualified as on March 31, 2023 from being
The Board of Directors is also responsible for overseeing the Company’s financial appointed as a director in terms of Section 164(2) of the Act.
reporting process. f) With respect to the adequacy of the internal financial controls with
Auditor’s Responsibilities for the Audit of the Financial Statements reference to financial statements of the Company and the operating
effectiveness of such controls, refer to our separate Report in “Annexure
Our objectives are to obtain reasonable assurance about whether the financial B”.
statements as a whole are free from material misstatement, whether due to fraud
or error, and to issue an auditor’s report that includes our opinion. Reasonable g) With respect to the other matters to be included in the Auditor’s Report

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 RUSSELL CREDIT LIMITED

in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, the like on behalf of the Ultimate Beneficiaries; and
2014, as amended, in our opinion and to the best of our information (c) Based on the audit procedures that have been considered
and according to the explanations given to us: reasonable and appropriate in the circumstances, nothing
i. The Company has disclosed the impact of pending litigations on has come to our notice that has caused us to believe that the
its financial position in its financial statements – Refer Note 22(ii) representations under sub-clause (i) and (ii) of Rule 11(e) of
to the financial statements; the Companies (Audit and Auditors) Rules, 2014, as amended,
ii. The Company did not have any long-term contracts including as provided under (a) and (b) above, contain any material
derivative contracts for which there were any material foreseeable misstatement.
losses; v. The dividend declared or paid during the year by the Company is
iii. There were no amounts which were required to be transferred to in compliance with Section 123 of the Act, as applicable.
the Investor Education and Protection Fund by the Company. vi. Proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 for
iv. (a) The Management has represented that, to the best of its maintaining books of account using accounting software which
knowledge and belief, no funds have been advanced or loaned has a feature of recording audit trail (edit log) facility is applicable
or invested (either from borrowed funds or share premium to the Company with effect from April 1, 2023 and accordingly,
or any other sources or kind of funds) by the Company to reporting under Rule 11(g) of Companies (Audit and Auditors)
or in any other person or entity, including a foreign entity Rules, 2014 is not applicable for the financial year ended March
(“Intermediaries”), with the understanding, whether recorded in 31, 2023.
writing or otherwise, that the Intermediary shall, whether directly 3. No remuneration was paid by the Company to its directors during the
or indirectly, lend or invest in other persons or entities identified year and accordingly the provisions of Section 197(16) of the Act are not
in any manner whatsoever by or on behalf of the Company applicable.
(“Ultimate Beneficiaries”) or provide any guarantee, security or
the like on behalf of the Ultimate Beneficiaries; For Maheshwari & Associates
(b) The Management has represented, that, to the best of its Chartered Accountants
knowledge and belief, no funds have been received by the Firm Registration No. 311008E
Company from any person or entity, including a foreign entity Bijay Murmuria
(“Funding Parties”), with the understanding, whether recorded in
Partner
writing or otherwise, that the Company shall, whether, directly
or indirectly, lend or invest in other persons or entities identified Membership No. 055788
in any manner whatsoever by or on behalf of the Funding Party Kolkata, 25th April, 2023 UDIN: 23055788BGYJQI4121
(“Ultimate Beneficiaries”) or provide any guarantee, security or

ANNEXURE ‘A’ TO THE INDEPENDENT AUDITOR’S REPORT iv. The Company has complied with the provisions of Sections 185 and 186
[Referred to in paragraph 1 under ‘Report on Other Legal and Regulatory of the Companies Act, 2013 in respect of loans granted and investments
Requirements’ section of our Independent Auditor’s Report of even date, to made and guarantees and securities provided, as applicable.
the Members of Russell Credit Limited on the financial statements for the v. The Company has not accepted any deposits or amounts which are
year ended March 31, 2023] deemed to be deposits. Hence, reporting under clause 3(v) of the Order
is not applicable.
To the best of our information and according to the explanations provided to us
by the Company and the books of account and records examined by us in the vi. The maintenance of cost records has not been specified by the Central
normal course of audit, we state that: Government under sub-section (1) of Section 148 of the Companies
i. (a) (A) The Company has maintained proper records showing full Act, 2013 for the business activities carried out by the Company. Hence,
particulars, including quantitative details and situation of Property, reporting under clause 3(vi) of the Order is not applicable.
Plant and Equipment. vii. (a) In our opinion, the Company has been regular in depositing with the
(B) The Company does not have intangible assets. Hence, reporting appropriate authorities undisputed statutory dues including Goods and
under clause 3(i)(a)(B) of the Order is not applicable. Services tax, Provident Fund, Employees’ State Insurance, Income Tax,
(b) Property, Plant and Equipment have been physically verified by the Sales Tax, Service Tax, duty of Customs, duty of Excise, Value Added Tax,
management during the year and no material discrepancies were Cess and any other statutory dues, as applicable to it.
noticed on such verification. No undisputed amounts payable in respect of Goods and Services tax,
(c) The title deeds of immovable properties (other than properties where Provident Fund, Employees’ State Insurance, Income Tax, Sales Tax,
the company is the lessee and the lease agreements are duly executed in Service Tax, duty of Customs, duty of Excise, Value Added Tax, Cess
favour of the lessee), disclosed in the financial statements and included and any other statutory dues were in arrears as at March 31, 2023 for a
under Property, Plant and Equipment are held in the name of the period of more than six months from the date they became payable.
Company as at the balance sheet date. (b) Details of statutory dues referred to in sub-clause (a) above which have
(d) The Company has not revalued any of its Property, Plant and Equipment not been deposited with the appropriate authorities as on March 31,
during the year and it does not have any Right of Use assets and 2023, on account of any dispute, are as follows:
intangible assets. Hence, reporting under clause 3(i)(d) of the Order is Name of the statute Nature Forum where Period to Amount
not applicable. of the Dispute is Pending which the (` in
(e) No proceedings have been initiated during the year or are pending dues Amount lakhs)
against the Company as at March 31, 2023 for holding any benami Relates
property under the Benami Transactions (Prohibition) Act, 1988 (45 of (Financial
1988) and rules made thereunder. Year)
ii. (a) The Company’s business does not involve inventories and hence
Uttar Pradesh Value Added Tax, Lease Joint Commissioner 1996-97 to 37.01
reporting under clause 3(ii)(a) of the Order is not applicable.
erstwhile namely “UP Trade Tax Tax (A), Trade Tax,
(b) The Company has not been sanctioned working capital limits in excess 1999-2000
Act, 1948” Kanpur
of ` 5 crore, in aggregate, at any point of time during the year, from
banks or financial institutions on the basis of security of current assets Tamil Nadu General Sales Tax Act Sales Commercial Tax 2004-05 11.55
and hence reporting under clause 3(ii)(b) of the Order is not applicable. & Central Sales Tax Act Tax Officer
iii. (a) The Company is registered under Section 45-IA of the Reserve Bank of Tamil Nadu General Sales Tax Act Sales Commercial Tax 2005-06 14.55
India Act, 1934. Hence, reporting under clause 3(iii)(a) of the Order is & Central Sales Tax Act Tax Officer
not applicable. The Central Sales Tax Act Sales Directorate of 2005-06 10.53
(b) In our opinion, the investments made and the terms and conditions Tax Commercial Taxes
of the grant of loan, during the year, prima facie, are not prejudicial
to the Company’s interest. The Company has not provided guarantees Out of the total disputed dues aggregating ` 73.64 lakhs as above, ` 63.11 lakhs
or given security and has not granted advances in the nature of loans has been stayed for recovery by the relevant authorities.
during the year to companies, firms, Limited Liability Partnerships or any viii. There were no transactions relating to previously unrecorded income
other parties and hence not commented upon. that have been surrendered or disclosed as income during the year in
(c) In respect of loan granted by the Company, the schedule of repayment the tax assessments under the Income Tax Act, 1961.
of principal and payment of interest has been stipulated. As at the
balance sheet date, principal and interest have not fallen due for ix. (a) The Company has not taken any loans and it has no other borrowings
repayment and payment respectively and hence not commented upon. from any lender. Hence, reporting under clause 3(ix)(a) of the Order is
(d) In respect of loan granted by the Company, there is no overdue amount not applicable.
remaining outstanding as at the balance sheet date. (b) The Company has not been declared a wilful defaulter by any bank or
(e) The Company is registered under Section 45-IA of the Reserve Bank of financial institution or other lender.
India Act, 1934. Hence, reporting under clause 3(iii)(e) of the Order is
not applicable. (c) The Company has not taken any term loan during the year and there
(f) The Company has not granted any loans or advances in the nature of are no outstanding term loans at the beginning of the year and hence,
loans either repayable on demand or without specifying any terms or reporting under clause 3(ix)(c) of the Order is not applicable.
period of repayment during the year. Hence, reporting under clause (d) The Company has not raised any funds on short term basis and hence
3(iii)(f) of the Order is not applicable.
reporting under clause 3(ix)(d) of the Order is not applicable.

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 RUSSELL CREDIT LIMITED

(e) On an overall examination of the financial statements of the Company, (c) The Company is not a Core Investment Company (CIC) as defined in the
the Company has not taken any funds from any entity or person on regulations made by the Reserve Bank of India.
account of or to meet the obligations of its subsidiaries or associates. (d) As represented by the management, there is no CIC within the Group [as
(f) The Company has not raised any loans during the year and hence defined in the Core Investment Companies (Reserve Bank) Directions,
reporting under clause 3(ix)(f) of the Order is not applicable. 2016].
x. (a) The Company has not raised moneys by way of initial public offer or xvii. The Company has not incurred cash losses in the financial year covered
further public offer (including debt instruments) during the year and by our audit and in the immediately preceding financial year.
hence reporting under clause 3(x)(a) of the Order is not applicable. xviii. There has been no resignation of the statutory auditors of the Company
(b) During the year, the Company has not made any preferential allotment during the year.
or private placement of shares or convertible debentures (fully, partially xix. On the basis of the financial ratios, ageing and expected dates of
or optionally convertible) and hence reporting under clause 3(x)(b) of realisation of financial assets and payment of financial liabilities, other
the Order is not applicable. information accompanying the financial statements and our knowledge
xi. (a) No fraud by the Company and no fraud on the Company has been of the Board of Directors and Management plans, nothing has come to
noticed or reported during the year. our attention which causes us to believe that any material uncertainty
(b) No report under sub-section (12) of Section 143 of the Companies Act, exists as on the date of the audit report indicating that the Company is
2013 has been filed by the auditors in Form ADT-4 as prescribed under not capable of meeting its liabilities existing at the date of balance sheet
rule 13 of Companies (Audit and Auditors) Rules, 2014 with the Central as and when they fall due within a period of one year from the balance
Government, during the year and upto the date of this report. sheet date. We, however, state that this is not an assurance as to the
future viability of the Company. We further state that our reporting is
(c) There were no whistle-blower complaints received by the Company
based on the facts up to the date of the audit report and we neither give
during the year. Hence, reporting under clause 3(xi)(c) of the Order is
any guarantee nor any assurance that all liabilities falling due within a
not applicable.
period of one year from the balance sheet date will get duly discharged
xii. The Company is not a Nidhi Company and hence reporting under by the Company as and when they fall due.
clause 3(xii) of the Order is not applicable.
xx. (a) There is no unspent amount towards Corporate Social Responsibility
xiii. In our opinion, transactions with the related parties are in compliance (‘CSR’) in respect of ‘other than ongoing projects’, requiring a transfer
with Sections 177 and 188 of the Companies Act, 2013 where applicable to a Fund specified in Schedule VII to the Companies Act, 2013 in
and the details of related party transactions have been disclosed in notes
compliance with second proviso to sub-section (5) of Section 135 of the
to the financial statements, as required by the applicable accounting
said Act. Accordingly, reporting under clause 3(xx)(a) of the Order is not
standards.
applicable.
xiv. (a) In our opinion, the Company has an internal audit system commensurate
(b) There is no unspent amount towards CSR in respect of ‘ongoing
with the size and nature of its business.
project’, requiring a transfer to a special account in compliance with
(b) We have considered the internal audit reports for the year under audit in the provisions of sub-section (6) of Section 135 of the Companies Act,
determining the nature, timing and extent of our audit procedures. 2013. Accordingly, reporting under clause 3(xx)(b) of the Order is not
xv. In our opinion, during the year the Company has not entered into any applicable.
non-cash transactions with its directors or persons connected with its
directors. Hence, provisions of Section 192 of the Companies Act, 2013 For Maheshwari & Associates
are not applicable to the Company. Chartered Accountants
xvi. (a) The Company is registered, as required, under Section 45-IA of the Firm Registration No. 311008E
Reserve Bank of India Act, 1934.
Bijay Murmuria
(b) The Company has not conducted any Non-Banking Financial activities
without a valid Certificate of Registration (CoR) from the Reserve Bank of Partner
India as per the Reserve Bank of India Act, 1934. Further, the Company Membership No. 055788
has not conducted any Housing Finance activities during the year. Kolkata, 25th April, 2023 UDIN: 23055788BGYJQI4121

ANNEXURE ‘B’ TO THE INDEPENDENT AUDITOR’S REPORT We believe that the audit evidence we have obtained is sufficient and appropriate
[Referred to in paragraph 2(f) under ‘Report on Other Legal and Regulatory to provide a basis for our audit opinion on the Company’s internal financial
Requirements’ section of our Independent Auditor’s Report of even date, to controls with reference to financial statements.
the Members of Russell Credit Limited on the financial statements for the Meaning of Internal Financial Controls with reference to Financial Statements
year ended March 31, 2023] A company’s internal financial controls with reference to financial statements
Report on the Internal Financial Controls with reference to Financial is a process designed to provide reasonable assurance regarding the reliability
Statements under Clause (i) of sub-section 3 of Section 143 of the Companies of financial reporting and the preparation of financial statements for external
Act, 2013 (the “Act”) purposes in accordance with generally accepted accounting principles. A
We have audited the internal financial controls with reference to financial company’s internal financial controls with reference to financial statements
statements of Russell Credit Limited (the “Company”) as of March 31, 2023 in includes those policies and procedures that (1) pertain to the maintenance of
conjunction with our audit of the financial statements of the Company for the records that, in reasonable detail, accurately and fairly reflect the transactions
year ended on that date. and dispositions of the assets of the company; (2) provide reasonable assurance
that transactions are recorded as necessary to permit preparation of financial
Management’s Responsibility for Internal Financial Controls
statements in accordance with generally accepted accounting principles,
The Company’s Management is responsible for establishing and maintaining and that receipts and expenditures of the company are being made only in
internal financial controls with reference to financial statements based on the accordance with authorisations of management and directors of the company;
internal control over financial reporting criteria established by the Company and (3) provide reasonable assurance regarding prevention or timely detection of
considering the essential components of internal control stated in the Guidance unauthorised acquisition, use, or disposition of the company’s assets that could
Note on Audit of Internal Financial Controls Over Financial Reporting (the have a material effect on the financial statements.
“Guidance Note”) issued by the Institute of Chartered Accountants of India
Inherent Limitations of Internal Financial Controls with reference to Financial
(“ICAI”). These responsibilities include the design, implementation and
Statements
maintenance of adequate internal financial controls that were operating
effectively for ensuring the orderly and efficient conduct of its business, including Because of the inherent limitations of internal financial controls with reference
adherence to company’s policies, the safeguarding of its assets, the prevention to financial statements, including the possibility of collusion or improper
and detection of frauds and errors, the accuracy and completeness of the management override of controls, material misstatements due to error or fraud
accounting records, and the timely preparation of reliable financial information, may occur and not be detected. Also, projections of any evaluation of the internal
as required under the Act. financial controls with reference to financial statements to future periods are
subject to the risk that the internal financial controls with reference to financial
Auditor’s Responsibility
statements may become inadequate because of changes in conditions, or that
Our responsibility is to express an opinion on the Company’s internal financial the degree of compliance with the policies or procedures may deteriorate.
controls with reference to financial statements, based on our audit. We conducted
Opinion
our audit in accordance with the Guidance Note and the Standards on Auditing
specified under Section 143(10) of the Act, to the extent applicable to an audit In our opinion, to the best of our information and according to the explanations
of internal financial controls, both issued by the ICAI. Those Standards and the given to us, the Company has, in all material respects, adequate internal financial
Guidance Note require that we comply with ethical requirements and plan and controls with reference to financial statements and such internal financial controls
perform the audit to obtain reasonable assurance about whether adequate with reference to financial statements were operating effectively as at March 31,
internal financial controls with reference to financial statements were established 2023, based on the internal control over financial reporting criteria established
and maintained and if such controls operated effectively in all material respects. by the Company considering the essential components of internal control stated
Our audit involves performing procedures to obtain audit evidence about the in the Guidance Note issued by the ICAI.
adequacy of the internal financial controls with reference to financial statements For Maheshwari & Associates
and their operating effectiveness. Our audit of internal financial controls with Chartered Accountants
reference to financial statements included obtaining an understanding of internal
financial controls with reference to financial statements, assessing the risk that a Firm Registration No. 311008E
material weakness exists, and testing and evaluating the design and operating Bijay Murmuria
effectiveness of internal control based on the assessed risk. The procedures Partner
selected depend on the auditor’s judgement, including the assessment of the Membership No. 055788
risks of material misstatement of the financial statements, whether due to fraud
or error. Kolkata, 25th April, 2023 UDIN: 23055788BGYJQI4121

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 RUSSELL CREDIT LIMITED

BALANCE SHEET AS AT 31ST MARCH, 2023

As at As at
Note 31st March, 2023 31st March, 2022
ASSETS (` in lakhs) (` in lakhs)
1. Financial Assets
a) Cash and cash equivalents 3 27.53 19.44
b) Bank Balance other than (a) above 4 5,005.78 5.78
c) Receivables 5
(I) Trade Receivables – 16.50
(II) Other Receivables 810.22 1,332.99
d) Loans 6 1,250.00 –
e) Investments 7 96,174.97 96,725.03
f) Other financial assets 8 19.42 1,03,287.92 0.06 98,099.80
2. Non-financial Assets
a) Current tax assets (Net) 9A – 100.77
b) Property, Plant and Equipment 10 92.96 94.86
c) Other non-financial assets 11 2.25 95.21 2.24 197.87
TOTAL ASSETS 1,03,383.13 98,297.67
LIABILITIES AND EQUITY
LIABILITIES
1. Financial Liabilities
a) Other financial liabilities 12 78.74 65.63
2. Non-Financial Liabilities
a) Current tax liabilities (Net) 9B 173.89 –
b) Provisions 13 83.67 158.51
c) Deferred tax liabilities (Net) 14 444.36 467.27
d) Other non-financial liabilities 15 14.35 716.27 154.00 779.78
EQUITY
a) Equity Share Capital 16 64,647.88 64,647.88

b) Other Equity 37,940.24 1,02,588.12 32,804.38 97,452.26

TOTAL LIABILITIES AND EQUITY 1,03,383.13 98,297.67

The accompanying notes 1 to 23 are an integral part of the Financial Statements.

In terms of our report attached

For Maheshwari & Associates

Chartered Accountants
Firm Registration Number: 311008E On behalf of the Board

Bijay Murmuria S. DUTTA Chairman T. S. M. SHENOY Director

Partner
Membership No. 055788 A. MARODIA Chief Financial Officer N. BAJAJ Manager & Company Secretary
Kolkata, 25th April, 2023

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 RUSSELL CREDIT LIMITED

STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED 31ST MARCH, 2023
For the year ended For the year ended
Note 31st March, 2023 31st March, 2022
(` in lakhs) (` in lakhs)

Revenue from operations

(i) Interest Income 17 (A) 2,732.38 2,621.33
(ii) Dividend Income 21.38 –
(iii) Rental Income 60.84 60.84
(iv) Fees and commission Income 851.07 1,134.04
(v) Net gain on fair value changes 17 (B) 790.59 182.11
I Total Revenue from operations 4,456.26 3,998.32
II Other Income 17 (C) 404.93 157.60
III Total Income (I+II) 4,861.19 4,155.92
Expenses
(i) Finance Costs 18 – 2.10
(ii) Employee Benefits Expenses 19 357.47 309.33
(iii) Depreciation and amortization expenses 1.90 1.90
(iv) Other expenses 20 134.12 156.54
IV Total Expenses (IV) 493.49 469.87
V Profit before tax (III -IV) 4,367.70 3,686.05
VI Tax Expense:
Current Tax 21 567.00 540.00
Deferred Tax 21 (29.10) (200.33)
VII Profit for the year(V-VI) 3,829.80 3,346.38
VIII Other Comprehensive Income
A. (i) Items that will not be reclassified to profit or loss:
- Remeasurements of defined benefit plans 22(iv) (0.76) 0.74
- Equity instruments through other comprehensive
income 1,675.53 8,732.36
(ii) Income tax relating to items that will not be
reclassified to profit or loss 21 0.19 (0.19)
B. (i) Items that will be reclassified to profit or loss:
- Debt instruments through other comprehensive income 25.38 –
(ii) Income tax relating to items that will be
reclassified to profit or loss 21 (6.39) –
Other Comprehensive Income [(A)+(B)] 1,693.95 8,732.91
IX Total Comprehensive Income for the year (VII+VIII) 5,523.75 12,079.29
Earnings per equity share (Face Value ` 10.00 each) 22(i)
- Basic and Diluted (in `) 0.59 0.52

The accompanying notes 1 to 23 are an integral part of the Financial Statements.

In terms of our report attached

For Maheshwari & Associates

Chartered Accountants
Firm Registration Number: 311008E On behalf of the Board

Bijay Murmuria S. DUTTA Chairman T. S. M. SHENOY Director

Partner
Membership No. 055788 A. MARODIA Chief Financial Officer N. BAJAJ Manager & Company Secretary
Kolkata, 25th April, 2023

169
 RUSSELL CREDIT LIMITED

STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31ST MARCH, 2023

A. Equity Share Capital (` in lakhs)

Balance at the Changes in equity Balance at the end of
beginning of the Share capital during the reporting year
reporting year the year
For the year ended 31st March, 2023 64,647.88 – 64,647.88
For the year ended 31st March, 2022 64,647.88 – 64,647.88
B. Other Equity (` in lakhs)
Reserves and Surplus Items of other comprehensive income

Special Reserve Equity Instruments Debt Instruments

FY 2022-23 under Section Capital General Retained through Other through Other Total
45-IC of the RBI Reserve Reserve Earnings Comprehensive Comprehensive
Act, 1934 Income Income

Balance as at 1st April, 2022 16,019.76 287.67 235.95 7,274.84 8,986.16 – 32,804.38
Profit for the year – – – 3,829.80 – – 3,829.80
Other Comprehensive Income for the year – – – (0.57) 1,675.53 18.99 1,693.95
(net of tax)
Total Comprehensive Income for the year – – – 3,829.23 1,675.53 18.99 5,523.75
Transfer from Retained earnings to Special 765.96 – – (765.96) – – –
Reserve
Final Dividend Paid (2021-22 : ` 0.06 per – – – (387.89) – – (387.89)
share)
Balance as at 31st March, 2023 16,785.72 287.67 235.95 9,950.22 10,661.69 18.99 37,940.24

Reserves and Surplus Items of other comprehensive income

Special Reserve Equity Instruments Debt Instruments

FY 2021-22 under Section Capital General Retained through Other through Other Total
45-IC of the RBI Reserve Reserve Earnings Comprehensive Comprehensive
Act, 1934 Income Income

Balance as at 1st April, 2021 15,350.48 287.67 235.95 5,825.50 253.80 – 21,953.40
Profit for the year – – – 3,346.38 – – 3,346.38
Other Comprehensive Income for the year – – – 0.55 8,732.36 – 8,732.91
(net of tax)
Total Comprehensive Income for the year – – – 3,346.93 8,732.36 – 12,079.29
Transfer from Retained earnings to Special 669.28 – – (669.28) – – –
Reserve
Interim Dividend Paid (2021-22 : ` 0.19 – – – (1,228.31) – – (1,228.31)
per share)
Balance as at 31st March, 2022 16,019.76 287.67 235.95 7,274.84 8,986.16 – 32,804.38

The Board of Directors of the Company have recommended Final Dividend of ` 0.29 per share for the financial year ended 31st March, 2023 to be paid on paid-up
value of Equity Shares amounting to ` 1,874.79 lakhs. The Final Dividend is subject to the approval of shareholders at the Annual General Meeting and has not been
included as a liability in these financial statements. The total Equity Dividend for the year ended 31st March, 2023 is ` 0.29 per share (total Equity Dividend for the
year ended 31st March, 2022 : ` 0.25 per share).
Special Reserve under Section 45-IC of the RBI Act, 1934: This Reserve represents profits transferred before declaration of dividend by the Company as per the
requirement of the Reserve Bank of India (RBI). The same can be utilised in accordance with the RBI Act, 1934.
Capital Reserve: This Reserve represents the difference between value of the net assets transferred to the Company in the course of business combinations and the
consideration paid for such combinations.
General Reserve: This Reserve is created by an appropriation from one component of equity (generally retained earnings) to another, not being an item of Other
Comprehensive Income. The same can be utilized by the Company in accordance with the provisions of the Companies Act, 2013.
Retained Earnings: This Reserve represents the cumulative profits of the Company and effects of remeasurement of defined benefit obligations. This Reserve can be
utilized in accordance with the provisions of the Companies Act, 2013.
Debt Instruments through Other Comprehensive Income: This Reserve represents the cumulative gains (net of losses) arising on revaluation of Debt Instruments
measured at Fair Value through Other Comprehensive Income, net of amounts reclassified, if any, to profit or loss when those instruments are disposed of.
Equity Instruments through Other Comprehensive Income: This Reserve represents the cumulative gains (net of losses) arising on the revaluation of Equity
Instruments measured at fair value through Other Comprehensive Income, net of amounts reclassified, if any, to Retained Earnings when those instruments are
disposed of.

The accompanying notes 1 to 23 are an integral part of the Financial Statements.

In terms of our report attached
For Maheshwari & Associates
Chartered Accountants
Firm Registration Number: 311008E On behalf of the Board
Bijay Murmuria S. DUTTA Chairman T. S. M. SHENOY Director
Partner
Membership No. 055788 A. MARODIA Chief Financial Officer N. BAJAJ Manager & Company Secretary
Kolkata, 25th April, 2023

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 RUSSELL CREDIT LIMITED

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH, 2023
For the year ended For the year ended
31st March, 2023 31st March, 2022
(` in lakhs) (` in lakhs)

A. Cash Flow from Operating Activities

PROFIT BEFORE TAX 4,367.70 3,686.05
ADJUSTMENTS FOR :
Depreciation and amortization expenses 1.90 1.90
Finance Costs – 2.10
Interest on deposits with Banks (19.66) (147.95)
Interest on Income Tax refund (5.71) (9.65)
Impairment loss allowance – 9.68
Net Loss / (Gain) arising on investments mandatorily measured
at fair value through profit and loss (838.96) (862.43) (131.31) (275.23 )
OPERATING PROFIT BEFORE WORKING CAPITAL CHANGES 3,505.27 3,410.82

ADJUSTMENTS FOR :
(Increase)/Decrease in Trade and Other Receivables 539.27 25.64
(Increase)/Decrease in Investments 3,083.53 (13,342.68)
(Increase)/Decrease in Other Non-Financial Assets (0.03) 5.80
(Increase)/Decrease in Loans and Advances (1,250.00) 1,220.00
Increase/(Decrease) in Other Financial Liabilities and Provisions (202.16) 2,170.61 (29.23) (12,120.47 )
CASH GENERATED FROM / (USED IN) OPERATIONS 5,675.88 (8,709.65)
Income-tax paid (280.20) (489.36 )
NET CASH GENERATED FROM / (USED IN) OPERATING ACTIVITIES 5,395.68 (9,199.01)
B. Cash Flow from Investing Activities
Interest on deposits with Banks 0.30 219.20
Investment in bank deposits (original maturity more than 3 months) (5,000.00) –
Redemption / maturity of bank deposits
(original maturity more than 3 months) – 10,198.71
NET CASH GENERATED FROM / (USED IN) INVESTING ACTIVITIES (4,999.70) 10,417.91
C. Cash Flow from Financing Activities
Dividend paid (387.89) (1,228.31)
NET CASH USED IN FINANCING ACTIVITIES (387.89) (1,228.31)

NET INCREASE/(DECREASE) IN CASH AND CASH EQUIVALENTS (A+B+C) 8.09 (9.41)
OPENING CASH AND CASH EQUIVALENTS 19.44 28.85
CLOSING CASH AND CASH EQUIVALENTS (Note 3) 27.53 19.44

The above Cash Flow Statement has been prepared under the “Indirect Method” as set out in Ind AS - 7 “Statement of Cash Flows”.
The accompanying notes 1 to 23 are an integral part of the Financial Statements.

In terms of our report attached

For Maheshwari & Associates

Chartered Accountants
Firm Registration Number: 311008E On behalf of the Board

Bijay Murmuria S. DUTTA Chairman T. S. M. SHENOY Director

Partner
Membership No. 055788 A. MARODIA Chief Financial Officer N. BAJAJ Manager & Company Secretary
Kolkata, 25th April, 2023

171
 RUSSELL CREDIT LIMITED

NOTES TO THE FINANCIAL STATEMENTS

Company Information charged off as revenue expenditure unless they bring similar significant
Russell Credit Limited, a wholly owned subsidiary of ITC Limited, is an additional benefits.
investment company and is registered with the Reserve Bank of India (RBI) An item of property, plant and equipment is de-recognised upon
as a Non-Banking Financial Company. Its activities are primarily confined disposal or when no future economic benefits are expected to arise
to making long-term investments in strategic thrust areas for ITC, namely from the continued use of asset. Any gain or loss arising on the disposal
FMCG, Hotels & Tourism, Paper, Paperboards and Packaging, Agri Business or retirement of an item of property, plant and equipment is determined
and Information Technology. as the difference between the sales proceeds and the carrying amount
1. Significant Accounting Policies of the asset and is recognised in Statement of Profit and Loss.

Statement of Compliance Depreciation of these assets commences when the assets are ready
for their intended use which is generally on commissioning. Items
These financial statements have been prepared in accordance with
of property, plant and equipment are depreciated in a manner that
Indian Accounting Standards (Ind AS) notified under Section 133 of
amortises the cost (or other amount substituted for cost) of the assets
the Companies Act, 2013. The financial statements have also been
after commissioning, less its residual value, over their useful lives as
prepared in accordance with the relevant presentation requirements of
specified in Schedule II of the Companies Act, 2013 on a straight line
the Companies Act, 2013. The Company adopted Ind AS from 1st April,
basis. Land is not depreciated.
2018.
The estimated useful lives of property, plant and equipment of the
Basis of Preparation
Company are as follows:
The financial statements are prepared in accordance with the historical
cost convention, except for certain items that are measured at fair Buildings 60 Years
values, as explained in the accounting policies. Plant and Equipment 8-15 Years

Fair Value is the price that would be received to sell an asset or paid to Property, plant and equipment’s residual values and useful lives are
transfer a liability in an orderly transaction between market participants reviewed at each Balance Sheet dateand changes, if any, are treated as
at the measurement date, regardless of whether that price is directly changes in accounting estimate.
observable or estimated using another valuation technique. In Impairment of Assets
estimating the fair value of an asset or a liability, the Company takes into
Impairment loss, if any, is provided to the extent, the carrying amount
account the characteristics of the asset or liability if market participants
of assets exceed their recoverable amount.
would take those characteristics into account when pricing the asset or
liability at the measurement date. Fair value for measurement and/or Recoverable amount is higher of an asset’s fair value less cost to dispose
disclosure purposes in these financial statements is determined on such and its value in use. Value in use is the present value of estimated future
a basis, except for Share-based payment transactions that are within the cash flows expected to arise from the continuing use of an asset or cash
scope of Ind AS 102 - Share-based Payment, leasing transactions that generating unit and from its disposal at the end of its useful life.
are within the scope of Ind AS 116 – Leases, and measurements that Impairment losses recognised in prior years are reversed when there is
have some similarities to fair value but are not fair value, such as value an indication that the impairment losses recognised no longer exist or
in use in Ind AS 36 – Impairment of Assets. have decreased. Such reversals are recognised as an increase in carrying
The preparation of financial statements in conformity with Ind AS amounts of assets to the extent that it does not exceed the carrying
requires management to make judgements, estimates and assumptions amounts that would have been determined (net of amortisation or
that affect the application of the accounting policies and the reported depreciation) had no impairment loss been recognised in previous
amounts of assets and liabilities, the disclosure of contingent assets years.
and liabilities at the date of the financial statements, and the reported Investment in Subsidiaries, Associates and Joint Ventures
amounts of revenues and expenses during the year. Actual results could Investment in subsidiaries, associates and joint ventures are carried at
differ from those estimates. The estimates and underlying assumptions cost less accumulated impairment, if any.
are reviewed on an ongoing basis. Revisions to accounting estimates
Financial instruments, Financial assets, Financial liabilities and
are recognised in the period in which the estimate is revised if the
Equity instruments
revision affects only that period; they are recognised in the period of
the revision and future periods if the revision affects both current and Financial assets and financial liabilities are recognised when the
future periods. Company becomes a party to the contractual provisions of the relevant
instrument and are initially measured at fair value except for trade
Operating Cycle
receivables that do not contain a significant financing component,
All assets and liabilities have been classified as per the Company’s which are measured at transaction price. Transaction costs that are
normal operating cycle and other criteria set out in the Schedule III directly attributable to the acquisition or issue of financial assets and
to the Companies Act, 2013 and Ind AS 1 – Presentation of Financial financial liabilities (other than financial assets and financial liabilities
Statements based on the nature of products and the time between the measured at fair value through profit or loss) are added to or deducted
acquisition of assets for processing and their realisation in cash and cash from the fair value on initial recognition of financial assets or financial
equivalents. liabilities. Purchase or sale of financial assets that require delivery of
Property, Plant and Equipment assets within a time frame established by regulation or convention in
Property, plant and equipment are stated at cost of acquisition or the market place (regular way trades) are recognised on the trade date,
construction less accumulated depreciation and impairment, if any. For i.e., the date when the Company commits to purchase or sell the asset.
this purpose, cost includes deemed cost which represents the carrying Financial Assets
value of property, plant and equipment recognised as at 1st April, 2017 Recognition: Financial assets include Investments, Trade Receivables,
measured as per the Previous GAAP. Loans, Security Deposits, Cash and Cash equivalents. Such assets are
Cost is inclusive of inward freight, duties and taxes and incidental initially recognised at fair value or transaction price, as applicable,
expenses related to acquisition. All upgradation/enhancements are when the Company becomes party to contractual obligations. The

172
 RUSSELL CREDIT LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Contd.)

transaction price includes transaction costs unless the asset is being fair Income Recognition: Interest income is recognised in the Statement of
valued through the Statement of Profit and Loss. Profit and Loss using the effective interest method in case of Financial
Classification: Management determines the classification of an asset at Assets at Amortised Cost. Interest income in case of Financial Assets at
initial recognition depending on the purpose for which the assets were Fair Value through Profit and Loss (FVTPL) are recognized on period
acquired. The subsequent measurement of financial assets depends on basis. Dividend income is recognised in the Statement of Profit and
such classification. Loss when the right to receive dividend is established except in case of
Financial assets are classified as those measured at: dividend from Mutual Funds, which are recognized on cash basis.

(a) amortised cost, where the financial assets are held solely for Financial Liabilities
collection of cash flows arising from payments of principal and / or Borrowings and other financial liabilities are initially recognised at fair
interest. value and are subsequently measured at amortised cost. Any discount
(b) fair value through other comprehensive income (FVTOCI), where or premium on redemption / settlement is recognised in the Statement
the financial assets are held not only for collection of cash flows of Profit and Loss as finance cost over the life of the liability using the
arising from payments of principal and interest but also from the effective interest method and adjusted to the liability figure disclosed in
sale of such assets. Such assets are subsequently measured at fair the Balance Sheet.
value, with unrealised gains and losses arising from changes in the
Financial liabilities are derecognised when the liability is extinguished,
fair value being recognised in other comprehensive income.
that is, when the contractual obligation is discharged, cancelled and on
(c) fair value through profit or loss (FVTPL), where the assets are expiry.
managed in accordance with an approved investment strategy that
Offsetting Financial Instruments
triggers purchase and sale decisions based on the fair value of such
assets. Such assets are subsequently measured at fair value, with Financial assets and liabilities are offset and the net amount is included
unrealised gains and losses arising from changes in the fair value in the Balance Sheet where there is a legally enforceable right to offset
being recognised in the Statement of Profit and Loss in the period the recognised amounts and there is an intention to settle on a net basis
in which they arise. or realise the asset and settle the liability simultaneously.
Trade Receivables, Loans, Security Deposits, Cash and Cash equivalents Equity Instruments
etc. are classified for measurement at amortised cost while investments Equity instruments are recognised at the value of the proceeds, net of
may fall under any of the aforesaid classes. However, in respect of
direct costs of the capital issue.
particular investments in equity instruments that would otherwise be
measured at fair value through profit or loss, an irrevocable election at Revenue
initial recognition may be made to present subsequent changes in fair Revenue is measured at the transaction price that the Company
value through other comprehensive income. receives or expects to receive as consideration for services rendered,
Impairment: The Company assesses at each reporting date whether a net of allowances to customers, if any. Revenue from sale of services is
financial asset(or a group of financial assets) such as investments,trade recognized when the Company performs its obligations to its customers
receivables, advances and security deposits held at amortised cost and the amount of revenue can be measured reliably and recovery of
and financial assets that are measured at fair value through other the consideration is probable. The timing of such recognition in case of
comprehensive income are tested for impairment based on evidence or services is in the period in which such services are rendered.
information that is available without undue cost or effort. Appropriate Dividend Distribution
loss provision is created / maintained in terms of the requirements of
Dividend paid (including income tax thereon) is recognised in the period
applicable accounting standards and prudential norms of RBI, along
with additional provisions, if any, required for specific loss in accordance in which the interim dividend are approved by the Board of Directors,
with management estimates. or in respect of the final dividend when approved by shareholders.

Reclassification: When and only when the business model is changed, Employee Benefits
the Company shall reclassify all affected financial assets prospectively The Company makes contributions to defined contribution schemes
from the reclassification date as subsequently measured at amortised which are mainly administered through duly constituted and
cost, fair value through other comprehensive income, fair value through approved trusts. Provident Fund contributions are in the nature of
profit or loss without restating the previously recognised gains, losses or
defined contribution scheme. Provident Funds are deposited with the
interest and in terms of the reclassification principles laid down in the
Government and recognised as expense. The Company also makes
Ind AS relating to Financial Instruments.
contribution to a Gratuity Fund maintained with approved trust. The
De-recognition: Financial assets are derecognised when the right to
employees of the Company are entitled to compensated leave and
receive cashflows from the assets has expired, or has been transferred,
gratuity for which the Company records the liability based on actuarial
and the Company has transferred substantially all of the risks and
valuation.
rewards of ownership. Concomitantly, if the asset is one that is measured
at: The cost of providing benefits under the defined benefit obligation

(a) amortised cost, the gain or loss is recognised in the Statement of is calculated by independent actuary using the projected unit
Profit and Loss. credit method. Service costs and net interest expense or income is
reflected in the Statement of Profit and Loss. Gain or Loss on account
(b) fair value through other comprehensive income, the cumulative fair
value adjustments previously taken to reserves are reclassified to the of remeasurements are recognised immediately through other
Statement of Profit and Loss unless the asset represents an equity comprehensive income in the period in which they occur .
investment in which case the cumulative fair value adjustments Employee Share Based Compensation
previously taken to reserves is reclassified within equity. The cost of stock options and stock appreciation units granted by ITC
Amortised cost portfolio can be sold / redeemed in accordance with the Limited, the Holding Company, to its eligible employees deputed to
business model for making such investments with the approval of the the Company is recognised at fair value. These Schemes are in the
Chief Financial Officer or the delegated authority as may be determined nature of equity settled / cash settled share based compensation and
by the Board in accordance with the Company’s policies. are assessed, managed / administered by the Holding Company.

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 RUSSELL CREDIT LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Contd.)

In case of stock options, the fair value of stock options at the grant Income tax, in so far as it relates to items disclosed under other
date is amortised on a straight line basis over the vesting period and comprehensive income or equity, are disclosed separately under other
cost recognised as an employee benefits expense in the Statement comprehensive income or equity, as applicable.
of Profit and Loss with a corresponding credit in equity, net of Deferred tax assets and liabilities are offset when there is legally
reimbursements, if any. In case of stock appreciation units, the fair value enforceable right to offset current tax assets and liabilities and when
of stock appreciation units at the grant date is initially recognised and the deferred tax balances relate to the same taxation authority. Current
remeasured at each reporting date, until settled, and cost recognised as tax assets and tax liabilities are offset where the entity has a legally
an employee benefits expense in the Statement of Profit and Loss with enforceable right to offset and intends either to settle on net basis, or to
a corresponding increase in other financial liabilities. realize the asset and settle the liability simultaneously.
Leases Claims
The Company assesses at contract inception whether a contract is, or Claims against the Company not acknowledged as debts are disclosed
contains, a lease. A contract is, or contains, a lease if it conveys the right after a careful evaluation of the facts and legal aspects of the matter
to control the use of an identified asset for a period of time in exchange involved.
for consideration.
Provisions
Company as a Lessee
Provisions are recognised when, as a result of a past event, the Company
Right-of-Use (ROU) assets are recognised at inception of a contract has a legal or constructive obligation; it is probable that an outflow
or arrangement for significant lease components at cost less lease of resources will be required to settle the obligation; and the amount
incentives, if any. ROU assets are subsequently measured at cost less can be reliably estimated. The amount so recognised is a best estimate
accumulated depreciation and impairment losses, if any. The cost of of the consideration required to settle the obligation at the reporting
ROU assets includes the amount of lease liabilities recognised, initial date, taking into account the risks and uncertainties surrounding the
direct cost incurred and lease payments made at or before the lease obligation.
commencement date. ROU assets are generally depreciated over the
In an event when the time value of money is material, the provision is
shorter of the lease term and estimated useful lives of the underlying
carried at the present value of the cash flows estimated to settle the
assets on a straight line basis. Lease term is determined based on
obligation
consideration of facts and circumstances that create an economic
incentive to exercise an extension option, or not to exercise a Operating Segments
termination option. Lease payments associated with short-term leases Operating segments are reported in a manner consistent with the
and low value leases are charged to the Statement of Profit and Loss on internal reporting provided to the chief operating decision-maker
a straight line basis over the term of the relevant lease. (CODM). The CODM, who is responsible for allocating resources and
The Company recognises lease liabilities measured at the present value assessing performance of the operating segments, has been identified
of lease payments to be made on the date of recognition of the lease. as the Board of Directors of the Company.
Such lease liabilities do not include variable lease payments (that do 2. Use of estimates and judgement
not depend on an index or a rate), which are recognised as expense The preparation of financial statements in conformity with generally
in the periods in which they are incurred. Interest on lease liability is accepted accounting principles requires management to make
recognised using the effective interest method. Lease liabilities are estimates and assumptions that affect the reported amounts of assets
subsequently increased to reflect the accretion of interest and reduced and liabilities and disclosure of contingent liabilities at the date of the
for the lease payments made. The carrying amount of lease liabilities financial statements and the results of operations during the reporting
are also remeasured upon modification of lease arrangement or period end. Although these estimates are based upon management’s
upon change in the assessment of the lease term. The effect of such best knowledge of current events and actions, actual results could differ
remeasurements is adjusted to the value of the ROU assets. from these estimates.
Company as a Lessor The estimates and underlying assumptions are reviewed on an ongoing
Leases in which the Company does not transfer substantially all the basis. Revisions to accounting estimates are recognised in the period in
risks and rewards of ownership of an asset are classified as operating which the estimate is revised if the revision affects only that period, or in
leases. Where the Company is a lessor under an operating lease, the the period of the revision and future periods if the revision affects both
asset is capitalised within property, plant and equipment or investment current and future periods.
property and depreciated over its useful economic life. Payments Key sources of estimation uncertainty
received under operating leases are recognised in the Statement of
The following are the key assumptions concerning the future, and other
Profit and Loss on a straight line basis over the term of the lease
key sources of estimation uncertainty at the end of the reporting period
Taxes on Income that may have a significant risk of causing a material adjustment to the
Taxes on income comprises of current taxes and deferred taxes. Current carrying amounts of assets and liabilities within the next financial year.
tax in the Statement of Profit and Loss is provided as the amount of tax 1. Useful lives of Property, Plant and Equipment:
payable in respect of taxable income for the period using tax rates and
As described in the significant accounting policies, the Company
tax laws enacted during the period, together with any adjustment to
reviews the estimated useful lives of property, plant and equipment
tax payable in respect of previous years.
at the end of each reporting period.
Deferred tax is recognised on temporary differences between the
2. Fair value measurements and valuation processes:
carrying amounts of assets and liabilities and the amounts used for
taxation purposes (tax base), at the tax rates and tax laws enacted or Some of the Company’s assets and liabilities are measured at fair
substantively enacted by the end of the reporting period. value for financial reporting purposes. In estimating the fair value
of an asset or a liability, the Company uses market-observable data
Deferred tax assets are recognised for the future tax consequences to
to the extent it is available. Where Level 1 inputs are not available,
the extent it is probable that future taxable profits will be available
the Company engages third party valuers, where required, to
against which the deductible temporary differences can be utilised.

174
 RUSSELL CREDIT LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Contd.)

perform the valuation. Information about the valuation techniques 4. Claims, Provisions and Contingent Liabilities:
and inputs used in determining the fair value of various assets and
The Company has ongoing litigations with various third parties /
liabilities are disclosed in the notes to the financial statements.
regulatory authorities. Where an outflow of funds is believed to
3. Actuarial Valuation:
be probable and a reliable estimate of the outcome of the dispute
The determination of Company’s liability towards defined benefit
obligation to employees is made through independent actuarial can be made based on management’s assessment of specific
valuation including determination of amounts to be recognised circumstances of each dispute and relevant external advice,
in the Statement of Profit and Loss and in other comprehensive management provides for its best estimate of the liability. Such
income. Such valuation depends upon assumptions determined
accruals are by nature complex and can take number of years to
after taking into account inflation, seniority, promotion and
resolve and can involve estimation uncertainty. Information about
other relevant factors such as supply and demand factors in the
employment market. Information about such valuation is provided such litigations is provided in notes to the financial statements.
in notes to the financial statements.

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 RUSSELL CREDIT LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Contd.)

As at As at
31st March, 2023 31st March, 2022
(` in lakhs) (` in lakhs)
3. Cash and cash equivalents@
Cash on hand 0.05 0.05
Balances with banks
Current accounts 27.48 19.39
TOTAL 27.53 19.44

@
Cash and cash equivalents include cash on hand, cheques on hand, cash at bank and deposits with bank with original maturity of 3 months or less,
etc. as applicable.
4. Bank Balance other than Cash and cash equivalents
Other bank balances
In Deposit accounts
With original maturity of more than 3 months and remaining 5.78 5.78
maturity of less than 12 months from the balance sheet date *
With remaining maturity of more than 12 months from the balance 5,000.00 –
sheet date 5,005.78 5.78
Total
*Includes earmarked balances of ` 5.78 lakhs.
As at As at
31st March, 2023 31st March, 2022
(` In lakhs) (` in lakhs)
5. Receivables
I. Trade Receivables
Unsecured, considered good – 16.50
Credit impaired 9.68 9.68
Less: Impairment loss allowance (9.68) – (9.68) –
Sub-Total (A) – 16.50
II. Other Receivables (Unsecured, considered good)
Income accrued but not due
Interest Income# 790.22 1,300.99
Fees and commissions income 20.00 32.00
Sub-Total (B) 810.22 1,332.99
TOTAL (A+B) 810.22 1,349.49

#
Includes an amount of ` 290.75 lakhs (2022: ` 807.41 lakhs) on instruments which are measured at fair value through profit or loss.
Trade Receivables ageing schedule (` in lakhs)

Outstanding for following periods from due date /

Not transaction date of payment
2022-23 Total
due Less than 6 months 1-2 2-3 More than
6 months – 1 year years years 3 years
Undisputed Trade Receivables – considered good – – – – – – –
Undisputed Trade Receivables – which have significant increase in credit risk – – – – – – –
Undisputed Trade Receivables – credit impaired – – – – – 9.68 9.68
Disputed Trade Receivables – considered good – – – – – – –
Disputed Trade Receivables – which have significant increase in credit risk – – – – – – –
Disputed Trade Receivables – credit impaired – – – – – – –
Sub-Total – – – – – 9.68 9.68
Less: Impairment loss allowance – – – – – (9.68) (9.68)
Total – – – – – – –
(` in lakhs)

Outstanding for following periods from due date /

Not transaction date of payment
2021-22 Total
due Less than 6 months 1-2 2-3 More than
6 months – 1 year years years 3 years
Undisputed Trade Receivables – considered good 16.50 – – – – – 16.50
Undisputed Trade Receivables – which have significant increase in credit risk – – – – – – –
Undisputed Trade Receivables – credit impaired – – – – – 9.68 9.68
Disputed Trade Receivables – considered good – – – – – – –
Disputed Trade Receivables – which have significant increase in credit risk – – – – – – –
Disputed Trade Receivables – credit impaired – – – – – – –
Sub-Total 16.50 – – – – 9.68 26.18
Less: Impairment loss allowance – – – – – (9.68) (9.68)
Total 16.50 – – – – – 16.50

176
 RUSSELL CREDIT LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Contd.)

As at As at
31st March, 2023 31st March, 2022
(` in lakhs) (` in lakhs)
Amortised cost Amortised cost
6. Loans
Unsecured
Non-Current:
(a) Term Loan to Related Party 1,250.00 –
Total-Gross 1,250.00 –
Less: Impairment loss allowance – –
Total-Net 1,250.00 –
(I) Loans in India
(I) Public Sector – –
(ii) Others (Term Loan to related party) 1,250.00 –
Total - Gross 1,250.00 –
Less: Impairment loss allowance – –
Total - Net 1,250.00 –

177
 NOTES TO THE FINANCIAL STATEMENTS (Contd.)
(` in lakhs)

178
As at 31st March, 2023 As at 31st March, 2022
At Fair Value At Fair Value
Amortised cost Through Other Others * Total Amortised cost Through Other Others * Total
Through profit Through profit
Comprehensive Sub-Total Comprehensive Sub-Total
or loss or loss
Income Income
(1) (2) (3) (4)=(2)+(3) (5) (6)=(1)+(4)+(5) (7) (8) (9) (10)=(8)+(9) (11) (12)=(7)+(10)+(11)
7. Investments
Current Investments
Mutual funds - Unquoted
Axis Liquid Fund
– – 763.32 763.32 – 763.32 – – 96.67 96.67 – 96.67
30,727 (2022 - 4,114) units of ` 1000.00 each
Aditya Birla Sun Life Liquid Fund
– – – – – – – – 20.43 20.43 – 20.43
Nil (2022 - 6,001) units of ` 100.00 each
Aditya Birla Sun Life Savings Fund
– – 7,260.54 7,260.54 – 7,260.54 – – 6,875.37 6,875.37 – 6,875.37
15,43,944 units of ` 100.00 each
DSP Liquidity Fund
– – 2,606.94 2,606.94 – 2,606.94 – – 174.22 174.22 – 174.22
81,780 (2022 - 5,773) units of ` 1000.00 each
ICICI Prudential Savings Fund
– – 995.46 995.46 – 995.46 – – 941.92 941.92 – 941.92
2,15,192 units of `` 100.00 each
SBI Savings Fund
– – 1,198.00 1,198.00 – 1,198.00 – – 1,133.92 1,133.92 – 1,133.92
31,88,615 units of ` 10.00 each
SBI Liquid Fund
– – 155.23 155.23 – 155.23 – – – – – –
4,440 (2022 - Nil) units of ` 1000.00 each
Kotak Savings Fund
– – 9,521.40 9,521.40 – 9,521.40 – – 9,011.69 9,011.69 – 9,011.69
2,50,11,498 units of ` 10.00 each
Nippon India Liquid Fund
– – – – – – – – 60.77 60.77 – 60.77
Nil (2022 - 1,177) units of ` 1000.00 each
UTI Liquid Cash Plan
– – – – – – – – 1,939.02 1,939.02 – 1,939.02
Nil (2022 - 55,932) units of ` 1000.00 each
Bonds / Debentures - Quoted
A. Taxable
ICICI Bank Limited
350 9.15% Unsecured Subordinated Non-Convertible Basel III Compliant Perpetual Bonds – – 3,495.69 3,495.69 – 3,495.69 – – 3,520.35 3,520.35 – 3,520.35
in the nature of Debentures Series DMR 18AT (with first call option on 20 June 2023) of `
1000000.00 each, fully paid
Power Finance Corporation Limited
850 6.75% Non-Cumulative Non-Convertible Redeemable Taxable Bonds in the nature of 8,516.67 – – – – 8,516.67 – – – – – –
Debentures Series 202A (22 May 2023) of ` 1000000.00 each, fully paid
Small Industries Development Bank Of India
250 5.40% Non-Cumulative Non-Convertible Redeemable Taxable Bonds in the nature of
2,446.03 – – – – 2,446.03 – – – – – –
Debentures Series IV (17 March 2025) of ` 1000000.00 each, fully paid
(with Put and Call option on 18 March 2024)
B. Tax Free
India Infrastructure Finance Company Limited
Nil (2022 - 1,50,000) 7.19% (For Category I,II,III & IV) Tax Free Secured Redeemable Non- – – – – – – – – 1,524.89 1,524.89 – 1,524.89
Convertible Bonds 2012-13 (Tranche I Series I) (22 January 2023) of ` 1000.00 each, fully paid
Indian Railway Finance Corporation Limited

Nil (2022 - 15,00,000), 7.18% (For Categories I,II & III) Tax Free Non-Cumulative Non-
Convertible Redeemable Bonds in the natureof Debentures Series 86 (19 February 2023) of – – – – – – – – 15,273.59 15,273.59 – 15,273.59
` 1000.00 each,fully paid
National Highways Authority of India
1,04,000 8.50% (For Category I, II & III) Secured Non-Convertible Tranche I Series IIA Bonds – – 1,104.90 1,104.90 – 1,104.90 – – 1,246.54 1,246.54 – 1,246.54
(05 February 2029) of ` 1000.00 each, fully paid
National Housing Bank
Nil (2022 - 5,000) 6.82% Tax Free Non-Cumulative Non-Convertible Redeemable Bonds (26 – – - – – – – – 507.99 507.99 – 507.99
March 2023) of ` 10000.00 each, fully paid
REC Limited
60,000 8.12% For Category I & II Tax Free Secured Redeemable Non-Convertible Bonds (27 – – 619.58 619.58 – 619.58 – – 680.85 680.85 – 680.85
March 2027) of ` 1000.00 each, fully paid
RUSSELL CREDIT LIMITED

Carried over 10,962.70 – 27,721.06 27,721.06 – 38,683.76 – – 43,008.22 43,008.22 – 43,008.22

 NOTES TO THE FINANCIAL STATEMENTS (Contd.) (` in lakhs)

As at 31st March, 2023 As at 31st March, 2022

At Fair Value At Fair Value
Amortised cost Through Other Others * Total Amortised cost Through Other Others * Total
Through profit Through profit
Comprehensive Sub-Total Comprehensive Sub-Total
or loss or loss
Income Income
(1) (2) (3) (4)=(2)+(3) (5) (6)=(1)+(4)+(5) (7) (8) (9) (10)=(8)+(9) (11) (12)=(7)+(10)+(11)
7. Investments (contd..)
Brought forward 10,962.70 – 27,721.06 27,721.06 – 38,683.76 – – 43,008.22 43,008.22 – 43,008.22
Equity Shares
Others - Quoted
Ultra Tech Cement Limited
3 Equity Shares of ` 10.00 each, fully paid – – 0.23 0.23 – 0.23 – – 0.20 0.20 – 0.20

Others - Unquoted
SKH Metals Limited
– – … … – … – – … … – …
40,000 Equity Shares of ` 1.00 each, fully paid
Patheja Brothers Forgings and Stampings Limited
– – … … – … – – … … – …
50,000 Equity Shares of ` 1.00 each, fully paid
Jind Textiles Limited
– – … … – … – – … … – …
5,00,000 Equity Shares of ` 1.00 each, fully paid
Taib Capital Corporation Limited
2,45,000 Equity Shares of ` 1.00 each, fully paid – – … … – … – – … … – …
Non-Current Investment
Mutual Fund Quoted

Axis AAA Bond Plus SDL - 2026 Maturity – 6,231.10 – 6,231.10 – 6,231.10 – – – – – –
5,75,00,000 (2022 - Nil) units of ` 10.00 each
Nippon India ETF Nifty SDL - 2026 Maturity – 1,117.11 – 1,117.11 – 1,117.11 – – – – – –
10,00,000 (2022 - Nil) units of ` 10.00 each
Mutual Fund Unquoted
Axis Crisil IBX SDL 2027 Maturity – 1,154.06 – 1,154.06 – 1,154.06 – – – – – –
1,11,58,207 (2022 - Nil) units of ` 10.00 each
Aditya Birla Sun Life Crisil IBX 60:40 SDL AAA PSU 2027 Maturity – 1,505.35 – 1,505.35 – 1,505.35 – – – – – –
1,45,78,250 (2022 - Nil) units of ` 10.00 each
Bonds / Debentures - Quoted
Taxable
Power Finance Corporation Limited
850 6.75% Non-Cumulative Non-Convertible Redeemable Taxable Bonds in the nature of – – – – – – 8,635.13 – – – – 8,635.13
Debentures Series 202A (22 May 2023) of ` 1000000.00 each, fully paid
LIC Housing Finance Limited
1,250 Zero Coupon Secured Redeemable Non-Convertible Debentures, Tranche 416 (25 13,571.99 – – – – 13,571.99 12,845.64 – – – – 12,845.64
April 2025) of ` 1000000.00 each, fully paid
Equity Instruments
Subsidiaries - Unquoted
Greenacre Holdings Limited
– – – – 4,210.34 4,210.34 – – – – 4,210.34 4,210.34
4,20,60,166 Equity Shares of ` 10.00 each, fully paid
Associates - Quoted
International Travel House Limited
– – – – 2,121.58 2,121.58 – – – – 2,121.58 2,121.58
36,26,633 Equity Shares of ` 10.00 each, fully paid
Associates - Unquoted
Russell Investments Limited
– – – – 427.57 427.57 – – – – 427.57 427.57
42,75,435 Equity Shares of ` 10.00 each, fully paid
Divya Management Limited
– – – – 693.08 693.08 – – – – 693.08 693.08
41,82,915 Equity Shares of ` 10.00 each, fully paid
Antrang Finance Limited
43,24,634 Equity Shares of ` 10.00 each, fully paid – – – – 439.56 439.56 – – – – 439.56 439.56

Maharaja Heritage Resorts Limited (a joint venture of the Holding Company)

– – – – 90.00 90.00 – – – – 90.00 90.00
90,000 Equity Shares of ` 100.00 each, fully paid
Carried over 24,534.69 10,007.62 27,721.29 37,728.91 7,982.13 70,245.73 21,480.77 – 43,008.42 43,008.42 7,982.13 72,471.32

179
RUSSELL CREDIT LIMITED
 NOTES TO THE FINANCIAL STATEMENTS (Contd.) (` in lakhs)

As at 31st March, 2023 As at 31st March, 2022

180
At Fair Value At Fair Value
Amortised cost Through Other Others * Total Amortised cost Through Other Others * Total
Through profit Through profit
Comprehensive Sub-Total Comprehensive Sub-Total
or loss or loss
Income Income
(1) (2) (3) (4)=(2)+(3) (5) (6)=(1)+(4)+(5) (7) (8) (9) (10)=(8)+(9) (11) (12)=(7)+(10)+(11)
7. Investments (contd..)

Brought forward 24,534.69 10,007.62 27,721.29 37,728.91 7,982.13 70,245.73 21,480.77 – 43,008.42 43,008.42 7,982.13 72,471.32

Others - Quoted

HLV Limited
– 460.02 – 460.02 – 460.02 – 460.02 – 460.02 – 460.02
50,27,565 Equity Shares of ` 2.00 each, fully paid

EIH Limited
– 25,232.02 – 25,232.02 – 25,232.02 – 23,556.49 – 23,556.49 – 23,556.49
1,52,32,129 Equity Shares of ` 2.00 each, fully paid

Others - Unquoted

Lotus Court Limited

– 234.00 – 234.00 – 234.00 – 234.00 – 234.00 – 234.00
2 Class G Shares of ` 48,000.00 each, fully paid

Adyar Property Holding Company Private Limited

– 3.20 – 3.20 – 3.20 – 3.20 – 3.20 – 3.20
311 Equity Shares of ` 100.00 each, ` 65.00 per share paid-up

Total – Gross (A) 24,534.69 35,936.86 27,721.29 63,658.15 7,982.13 96,174.97 21,480.77 24,253.71 43,008.42 67,262.13 7,982.13 96,725.03

(i) Investments outside India – – – – – – – – – – – –

(ii) Investments in India 24,534.69 35,936.86 27,721.29 63,658.15 7,982.13 96,174.97 21,480.77 24,253.71 43,008.42 67,262.13 7,982.13 96,725.03

Total - Gross (B) 24,534.69 35,936.86 27,721.29 63,658.15 7,982.13 96,174.97 21,480.77 24,253.71 43,008.42 67,262.13 7,982.13 96,725.03

(i) Quoted investments 24,534.69 33,040.25 5,220.40 38,260.65 2,121.58 64,916.92 21,480.77 24,016.51 22,754.41 46,770.92 2,121.58 70,373.27

(ii) Unquoted investments – 2,896.61 22,500.89 25,397.50 5,860.55 31,258.05 – 237.20 20,254.01 20,491.21 5,860.55 26,351.76

Total - Gross (C) 24,534.69 35,936.86 27,721.29 63,658.15 7,982.13 96,174.97 21,480.77 24,253.71 43,008.42 67,262.13 7,982.13 96,725.03

Less: Allowance for Impairment loss (D) – – – – – – – – – – – –

Total – Net [E = (A) - (D)] 24,534.69 35,936.86 27,721.29 63,658.15 7,982.13 96,174.97 21,480.77 24,253.71 43,008.42 67,262.13 7,982.13 96,725.03

* Investment in subsidiaries, associates and joint ventures are carried at cost less accumulated impairment, if any.
RUSSELL CREDIT LIMITED
 RUSSELL CREDIT LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Contd.)

As at As at
31st March, 2023 31st March, 2022
(` in lakhs) (` in lakhs)
8. Other financial assets
Current
Interest accrued on bank deposits 19.42 0.06
TOTAL 19.42 0.06

9A. Current tax assets (Net)

Income-tax assets (net of provisions) – 100.77
TOTAL – 100.77

9B. Current tax liabilities (Net)

Current Tax Provision (net of advance tax) 173.89 –
TOTAL 173.89 –

181
 NOTES TO THE FINANCIAL STATEMENTS (Contd.)
10. Property, Plant and Equipment

182
(` in lakhs)

Gross Block Depreciation Net Book Value

On On
Particulars As at 31st Withdrawals As at 31st Withdrawals As at 31st Upto 31st Upto 31st Upto 31st As at 31st As at 31st
Withdrawals Withdrawals
March, Additions and March, Additions and March, March, For the year March, For the year March, March, March,
and and
2021 adjustments 2022 adjustments 2023 2021 2022 2023 2023 2022
adjustments adjustments
Tangible assets
Building
– Freehold 101.47 – – 101.47 – – 101.47 4.81 1.88 – 6.69 1.88 – 8.57 92.90 94.78
Plant and Equipment 0.16 – – 0.16 – – 0.16 0.06 0.02 – 0.08 0.02 – 0.10 0.06 0.08
TOTAL 101.63 – – 101.63 – – 101.63 4.87 1.90 – 6.77 1.90 – 8.67 92.96 94.86

The above includes following assets given on operating leases, which are not non-cancellable :

As at 31st March, 2023 As at 31st March, 2022

Particulars Gross Block Accumulated Net Block Depreciation charge Gross Block Accumulated Net Block Depreciation charge
Depreciation for the year Depreciation for the year
Building
- Freehold * 39.25 5.38 33.87 0.88 39.25 4.50 34.75 0.90
TOTAL 39.25 5.38 33.87 0.88 39.25 4.50 34.75 0.90

* Note: The lease rental from these leased assets of ` 17.28 lakhs (2022: ` 17.28 lakhs) is included in “Rental Income” under “Revenue from operations” in the Statement of Profit and Loss.
RUSSELL CREDIT LIMITED
 RUSSELL CREDIT LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Contd.)

As at As at
31st March, 2023 31st March, 2022
(` in lakhs) (` in lakhs)
11. Other non-financial assets
Unsecured, considered good
Current
Others (security deposits, prepaid expenses etc.) 0.66 0.65
Non-Current
Deposits with statutory authorities 1.59 1.59
TOTAL 2.25 2.24

12. Other financial liabilities

Current
Other payables to Related Party [Refer Note 22 {vii (b)}] 42.28 39.51
Other payables - Liabilities for expenses 18.06 18.64
Non-Current
Other payables to Related Party [Refer Note 22 {vii (b)}] 18.40 7.48
TOTAL 78.74 65.63

13. Provisions
Current
Provision for employee benefits [Refer Note 22 (iv)]
Other benefits 0.13 0.12
Retirement benefits 7.84 –
Others
Provision for litigation/disputes [Refer Note 22 (viii)] 40.45 117.01
Non-Current
Provision for employee benefits [Refer Note 22 (iv)]
Other benefits 6.20 6.48
Retirement benefits – 5.85
Others
Contingent provision against standard assets 29.05 29.05
TOTAL 83.67 158.51

14. Deferred tax liabilities (Net)

Deferred tax liabilities 577.17 573.89
Less: Deferred tax assets (132.81) (106.62)
TOTAL 444.36 467.27

Movement in Deferred tax liabilities / assets balances: (` in lakhs)

2022-23 Opening Balance Recognised in profit or loss Recognised in OCI Closing Balance

Deferred tax liabilities / (assets) in relation to:

On fiscal allowances on property, plant and equipment, etc. 86.66 (12.80) – 73.86
On employees separation and retirement, etc. 3.03 0.24 0.19 3.46
Other timing differences 16.93 38.56 – 55.49
Total deferred tax assets 106.62 26.00 0.19 132.81
On current investments - FVTPL 573.89 (3.11) 6.39 577.17
Total deferred tax liabilities 573.89 (3.11) 6.39 577.17
Deferred tax liabilities / (assets) (Net) 467.27 (29.11) 6.20 444.36

2021-22 Opening Balance Recognised in profit or loss Recognised in OCI Closing Balance
Deferred tax liabilities / (assets) in relation to:
On fiscal allowances on property, plant and equipment, etc. 101.62 (14.96) – 86.66
On employees separation and retirement, etc. 3.58 (0.36) (0.19) 3.03
Other timing differences 23.72 (6.79) – 16.93
Total deferred tax assets 128.92 (22.11) (0.19) 106.62
On current investments - FVTPL 796.33 (222.44) – 573.89
Total deferred tax liabilities 796.33 (222.44) – 573.89
Deferred tax liabilities / (assets) (Net) 667.41 (200.33) 0.19 467.27

183
 RUSSELL CREDIT LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Contd.)

As at As at
31st March, 2023 31st March, 2022
(` in lakhs) (` in lakhs)
15. Other non-financial liabilities
Current
Statutory liabilities 14.35 154.00
TOTAL 14.35 154.00

As at 31st As at 31st As at 31st As at 31st

March, 2023 March, 2023 March, 2022 March, 2022
(No. of Shares) (` in lakhs) (No. of Shares) (` in lakhs)
16. Equity Share Capital
Authorised
Equity Shares of ` 10.00 each 70,00,00,000 70,000.00 70,00,00,000 70,000.00
Issued and Subscribed
Equity Shares of ` 10.00 each, fully paid 59,74,54,177 59,745.42 59,74,54,177 59,745.42
Equity Shares of ` 10.00 each, ` 6.50 per share paid up 7,54,22,400 4,902.46 7,54,22,400 4,902.46
TOTAL 64,647.88 64,647.88
A) Reconciliation of number of Equity Shares outstanding
As at the beginning and at the end of the year (fully paid up) 59,74,54,177 59,745.42 59,74,54,177 59,745.42
As at the beginning and at the end of the year (partly paid up) 7,54,22,400 4,902.46 7,54,22,400 4,902.46
TOTAL 64,647.88 64,647.88

B) Shareholders holding more than 5% of the Equity Shares in the Company

As at 31st As at 31st As at 31st As at 31st

March, 2023 March, 2023 March, 2022 March, 2022
(No. of Shares) % (No. of Shares) %
Issued, Subscribed and Fully Paid-up
ITC Limited - Holding Company 59,74,54,177 100.00 59,74,54,177 100.00
Issued, Subscribed but not Fully Paid-up
ITC Limited - Holding Company
7,54,22,400 100.00 7,54,22,400 100.00
C) Rights, preferences and restrictions attached to the equity shares
In respect of the Equity Shares of the Company having par value of ` 10.00 per share, the voting rights and entitlement to dividend are in the same proportion as
the capital paid-up on such Equity Shares.
D) Shares reserved for issue under options and contracts/commitments for the sale of shares or disinvestment, including the terms and amounts
Nil
E) Details of equity shares for the period of immediately preceding five years from 31st March, 2023

As at 31st March, 2023 As at 31st March, 2022

(Aggregate no. of Shares) (Aggregate no. of Shares)

Allotted as fully paid up pursuant to contract without payment being received in cash Nil Nil
Allotted as fully paid up by way of bonus shares Nil Nil
Bought back
Nil Nil
F) Company’s objectives, policies and processes for managing capital
‘The Company funds its operations mainly through internal accruals and does not have borrowings. The Company aims at maintaining a strong capital base so as to
ensure adequate supply of funds towards future growth of its businesses as a going concern.
G) Shares held by promoter
As at 31 March, 2023 As at 31 March, 2022
Promoter
Name % change % of Total % change
No. of shares % of Total Shares No. of shares
during the year Shares during the year
Equity shares of ` 10.00 each, fully paid ITC Limited 59,74,54,177 100.00 – 59,74,54,177 100.00 –
Equity shares of ` 10.00 each, ` 6.50 per share paid up ITC Limited 7,54,22,400 100.00 – 7,54,22,400 100.00 –

For the year ended 31st March, 2023 (` in lakhs) For the year ended 31st March, 2022 (` in lakhs)
On Financial Assets Interest Income on On Financial Assets Interest Income on
measured at Amortised Financial Assets classified measured at Amortised Financial Assets classified
Cost at fair value through Cost at fair value through
profit or loss profit or loss
17(A). Interest Income
Interest on Loans 7.40 – 73.60 –
Interest income from Investments 1,190.50 1,534.48 806.71 1,741.02
TOTAL 1,197.90 1,534.48 880.31 1,741.02

184
 RUSSELL CREDIT LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Contd.)

For the year ended For the year ended

31st March, 2023 31st March, 2022
(` in lakhs) (` in lakhs)

17(B). Net gain / (loss) on fair value changes

On Financial Instruments measured at fair value through profit or loss 790.59 182.11
Total Net gain / (loss) on fair value changes 790.59 182.11

Fair Value changes:

- Realised (on sale of investments) (48.37) 50.80
- Unrealised 838.96 131.31
Total Net gain / (loss) on fair value changes 790.59 182.11

17(C). Other Income

Interest on deposits with Banks 19.66 147.95
Interest Income
- Others (from statutory authorities) 5.71 9.65
Recovery of Debts 303.00 –
Provision no longer required written back 76.56 –
TOTAL 404.93 157.60

For the year ended 31st March, 2023 For the year ended 31st March, 2022
(` in Lakhs) (` in Lakhs)
On Financial liabilities On Financial liabilities On Financial liabilities On Financial liabilities
measured at fair value measured at Amortised measured at fair value measured at Amortised
through profit or loss Cost through profit or loss Cost
18. Finance Costs
Interest expense
- Others (to statutory authorities) – – – 2.10
TOTAL – – – 2.10

For the year ended For the year ended

31st March, 2023 31st March, 2022
(` in lakhs) (` in lakhs)
19. Employee Benefits Expenses
Salaries and wages 43.75 69.50
Contribution to provident and other funds 3.05 4.83
Share Based Payments to employees on deputation* 36.17 3.89
Staff welfare expenses 22.47 7.12
Remuneration of managers' salary on deputation 252.03 223.99
TOTAL 357.47 309.33

* Includes reimbursement on account of share based payments as under :

ITC - Employee Stock Option Schemes (ESOS) : ` 11.32 lakhs (2022 : ` 2.01 lakhs)
ITC - Employee Stock Appreciation Linked Reward (ESAR) Plan: ` 24.85 lakhs (2022 : ` 1.88 lakhs) [Refer Note 22(ix)]

20. Other expenses

Rent, taxes and energy costs 18.99 21.30
Communication costs 0.32 0.47
Printing and stationery 1.26 0.35
Auditor’s fees and expenses * 6.81 6.80
Legal and Professional charges 21.64 23.49
Insurance 0.83 0.76
Bank, custodial and depository charges 0.09 0.16
Travelling and conveyance 1.54 3.73
Impairment loss allowance on trade receivables – 9.68
Expenditure on Corporate Social Responsibility (CSR) activities [Refer Note 22 (xii)] 80.00 88.00
Other expenditure 2.64 1.80
TOTAL 134.12 156.54

*Auditor’s fees and expenses excluding taxes:

Audit fees 3.00 3.00
Tax audit fees 1.00 1.00
Fees for other services 2.80 2.80
Reimbursement of expenses 0.01 –

185
 RUSSELL CREDIT LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Contd.)

For the year ended For the year ended

31st March, 2023 31st March, 2022
(` in lakhs) (` in lakhs)
21. Income Tax Expenses
A. Amount recognised in profit and loss
Current Tax
Income tax for the year 567.00 540.00

Total current Tax 567.00 540.00

Deferred tax
Deferred tax for the year (29.10) (200.33)
Total deferred tax (29.10) (200.33)
TOTAL 537.90 339.67

B. Amount recognised in other comprehensive income
The tax (charge)/credit arising on income and expenses recognised in other comprehensive income is as follows:

Deferred tax
On items that will not be reclassified to profit or loss
- Remeasurement of defined benefit plans 0.19 (0.19)
On items that will be reclassified to profit or loss
Debt instruments through other comprehensive income (6.39) –
TOTAL (6.20) (0.19)

C. Reconciliation of effective tax rate
The Income tax expense for the year can be reconciled to the accounting profit as follows:

Profit before tax 4,367.70 3,686.05

Income tax expense calculated @ 25.168% 1,099.26 927.70
Effect of tax relating to uncertain tax positions 51.71 51.31
Effect of income taxable at different tax rate (317.88) (309.35)
Effect of income not taxable (305.60) (357.58)
Other differences 10.41 27.59
Total 537.90 339.67
Adjustments recognised in the current year in relation to the current tax of prior years – –
Income tax recognised in profit or loss 537.90 339.67

The tax rate used for the above reconciliations is the corporate tax rate of 25.168% (22% + surcharge @ 10% and cess @ 4%) payable on taxable profits under
the Income-tax Act, 1961.
22. Additional Notes to the Financial Statements (b) Commitments :
(i) Earnings per share : • Uncalled liability on partly paid-up shares ` 0.11 lakh
(2022 : ` 0.11 lakh).
2023 2022
(iii) Leases:
Earnings per share has been computed as under:
As a Lessee
(a) Profit for the year (` in lakhs) 3,829.80 3,346.38 The Company’s leasing arrangements are in respect of operating leases
(b) Weighted average number of for buildings (office premises). The arrangement is for a period upto 5
equity shares outstanding for years with either parties having option to cancel the lease. The lease is
64,64,78,737 64,64,78,737
the purpose of basic earnings recognised as short-term lease. The total cash outflow for such leases for
per share the year is ` 11.34 lakhs (2022 : ` 11.34 lakhs).
(c) Earnings per share on profit As a Lessor
for the year (Face Value The Company has leased out certain buildings under operating lease for
0.59 0.52 lease terms ranging from 1 year to 5 years. Lease payments are structured
` 10.00 per share) (in `)
- Basic and Diluted [(a)/(b)] with periodic escalations consistent with the prevailing market conditions.
There are no variable lease payments that do not depend on an index or
(ii) Contingent liabilities and commitments : rate. Rental income recognised from the leases during the year is ` 60.84
lakhs (2022 : ` 60.84 lakhs). The Company does not have any risk relating
(a) Claims against the Company not acknowledged as debts ` 68.96 to recovery of residual value of these assets at the end of leases considering
lakhs (2022 : ` 68.96 lakhs). This comprises the following : the business requirements and other alternatives.
The undiscounted minimum lease payments to be received over
• Sales tax claims disputed by the Company relating to issues of
the remaining non-cancellable term on an annual basis are as
applicability ` 36.63 lakhs (2022 : ` 36.63 lakhs); follows:
• Lease tax on account of non-accrual of lease rental ` 32.33 lakhs (` in lakhs)
(2022 : ` 32.33 lakhs). Term 2023 2022
It is not practicable for the Company to estimate the closure of Within 1 year 25.28 24.54
these issues and the consequential timings of cash flows, if any, Between 1-5 years – –
in respect of the above. Later than 5 years – –

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NOTES TO THE FINANCIAL STATEMENTS (Contd.)

(iv) Defined Benefit Plans/Long Term Compensated Absences: and highly rated corporate bonds – the valuation of which is inversely
Description of Plans proportional to the interest rate movements.
The Company makes contributions to both Defined Benefit and Defined Interest Rate Risk: The present value of Defined Benefit Plans liability is
Contribution Plans for qualifying employees, one of which is a constituted determined using the discount rate based on the market yields prevailing
and approved trust, which operates in accordance with the Trust Deed, at the end of reporting period on Government bonds. A decrease in yields
Rules and applicable Statutes. The Trust is governed by Trustees, who will increase the fund liabilities and vice-versa.
provide strategic guidance for management of investments and liabilities Salary Cost Inflation Risk: The present value of the Defined Benefit Plan
of such Trust and periodically review the performance of the Trust. liability is calculated with reference to the future salaries of participants
Provident Fund and Gratuity Benefits are funded and Leave Encashment under the Plan. Increase in salary due to adverse inflationary pressures
Benefits are unfunded in nature. might lead to higher liabilities.
The liabilities arising in the Defined Benefit Schemes are determined in The Plan have a relatively balanced mix of investments in order to manage
accordance with the advice of independent, professionally qualified
the above risks. The investment strategy is designed based on the interest
actuaries, using the projected unit credit method at the year end. The
rate scenario, liquidity needs of the Plans and pattern of investment as
Company makes a monthly contribution as a percentage of eligible salary
prescribed under various statutes.
to significant Employee Benefit Contribution Plans.
Risk Management The Trustees monitor funding and investments positions and have
mandated a diversified investment strategy in line with the statutory
The Defined Benefit Plan expose the Company to risk of actuarial deficit
arising out of investment risk, interest rate risk and salary cost inflation risk. requirements. The investment strategy with respect to asset mix ensures
that investment volatility risk is appropriately managed. Robust risk
Investment Risk: This may arise from volatility in asset values due to
mitigation systems ensure that investments do not pose significant risk of
market fluctuations and impairment of assets due to credit losses. The
Plan primarily invest in debt instruments such as Government securities impairment.

For the year ended For the year ended

31st March, 2023 31st March, 2022
(` in lakhs) (` in lakhs)
Gratuity Leave Gratuity Leave
Encashment Encashment
Funded Unfunded Funded Unfunded
I Components of Employer Expense
– Recognised in Profit or Loss
1 Current Service Cost 0.62 0.45 1.35 0.77
2 Past Service Cost – – – –
3 Net Interest Cost 0.37 0.44 0.34 0.71
4 Total expense recognised in the Statement of Profit and
0.99 0.89 1.69 1.48
Loss
– Remeasurements recognised in Other Comprehensive Income
(OCI)
5 Return on plan assets (excluding amounts included in Net
(0.04) – 0.19 –
interest cost)
6 Effect of changes in demographic assumptions – – – –
7 Effect of changes in financial assumptions (0.36) (0.21) (0.30) (0.19)
8 Changes in asset ceiling (excluding interest income) – – – –
9 Effect of experience adjustments 2.32 (0.95) (0.53) 0.09
10 Total remeasurements included in Other Comprehensive
1.92 (1.16) (0.64) (0.10)
Income
11 Total defined benefit cost recognised in Profit and Loss
2.91 (0.27) 1.05 1.38
and Other Comprehensive Income (4+10)
The current service cost and net interest cost for the year pertaining to Gratuity expenses have been recognised in “Contribution to provident and other funds” and
Leave Encashment in “Salaries and wages” under Note 19. The remeasurements of the net defined benefit liability are included in Other Comprehensive Income.

For the year ended For the year ended

31st March, 2023 31st March, 2022
(` in lakhs) (` in lakhs)
Gratuity Leave Encashment Gratuity Leave Encashment
Funded Unfunded Funded Unfunded
II Actual Returns 0.35 – 0.45 –
III Net Asset/(Liability) recognised in Balance Sheet
1 Present Value of Defined Benefit Obligation 11.69 6.33 11.65 6.60
2 Fair Value of Plan Assets 3.84 – 5.80 –
3 Status [Surplus/(Deficit)] (7.84) (6.33) (5.85) (6.60)
4 Restrictions on Asset Recognised – – – –

5 Net Asset/(Liability) recognised in Balance Sheet As at 31st March, 2023 (` in lakhs) As at 31st March, 2022 (` in lakhs)
Current Non-current Current Non-current
- Gratuity (7.84) – – (5.85)
- Leave Encashment (0.13) (6.20) (0.12) (6.48)

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NOTES TO THE FINANCIAL STATEMENTS (Contd.)

For the year ended For the year ended

31st March, 2023 31st March, 2022
(` in lakhs) (` in lakhs)
Gratuity Leave Gratuity Leave
Encashment Encashment
Funded Unfunded Funded Unfunded
IV Change in Defined Benefit Obligation (DBO)
1 Present Value of DBO at the beginning of the year 11.65 6.60 21.25 11.26
2 Current Service Cost 0.62 0.45 1.35 0.77
3 Past Service Cost – – – –
4 Interest Cost 0.68 0.44 0.98 0.71
5 Remeasurement gains / (losses):
a. Effect of changes in demographic assumptions – – – –
b. Effect of changes in financial assumptions (0.36) (0.21) (0.30) (0.19)
c. Changes in asset ceiling (excluding interest income) – – – –
d. Effect of experience adjustments 2.32 (0.95) (0.53) 0.09
6 Curtailment Cost / (Credit) – – – –
7 Settlement Cost / (Credit) – – – –
8 Liabilities assumed in business combination – – – –
9 Exchange difference on foreign plans – – – –
10 Benefits Paid (3.22) – (11.10) (6.04)
11 Present Value of DBO at the end of the year 11.69 6.33 11.65 6.60

V Best Estimate of Employers’ Expected Contribution for the next year As at 31st March, 2023 As at 31st March, 2022
(` in lakhs) (` in lakhs)
- Gratuity 1.22 1.13
- Leave Encashment – –

For the year ended For the year ended

31st March, 2023 31st March, 2022
(` in lakhs) (` in lakhs)
Gratuity Leave Gratuity Leave
Encashment Encashment
Funded Unfunded Funded Unfunded
VI Change in Fair Value of Assets
1 Plan Assets at the beginning of the year 5.80 – 15.00 –
2 Asset acquired in Business Combination – – – –
3 Interest Income 0.31 – 0.64 –
4 Remeasurement Gains/(Losses) on plan assets 0.04 – (0.19) –
5 Actual Company Contributions 0.91 – 1.45 –
6 Benefits Paid (3.22) – (11.10) –
7 Plan Assets at the end of the year 3.84 – 5.80 –

VII Actuarial Assumptions As at 31st March, 2023 As at 31st March, 2022

Discount Rate (%) Discount Rate (%)
1 Gratuity 7.50 6.75
2 Leave Encashment 7.50 6.75
The estimates of future salary increases, considered in actuarial valuations take account of inflation, seniority, promotion and other relevant factors such as
supply and demand factors in the employment market.

VIII Major Category of Plan Assets as a % of the Total Plan Assets As at 31st March, 2023 As at 31st March, 2022
1 Government Securities/Special Deposit with RBI 4.69% 5.74%
2 High Quality Corporate Bonds 3.04% 2.73%
3 Insurer Managed Funds* 82.00% 84.68%
4 Mutual Funds 3.30% 3.32%
5 Cash and Cash Equivalents 6.97% 3.53%
6 Term Deposits – –
7 Equity – –
* In the absence of detailed information regarding plan assets which is funded with Insurance Companies, the composition of each major category of plan assets, the
percentage or amount for each category to the fair value of plan assets has not been disclosed.
The employee benefit plan do not hold any securities issued by the Company.

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NOTES TO THE FINANCIAL STATEMENTS (Contd.)

IX. Basis used to determine the Expected Rate of Return on Plan Assets
The expected rate of return on plan assets is based on the current portfolio of assets, investment strategy and market scenario. In order to protect the capital and
optimize returns within acceptable risk parameters, the plan assets are well diversified.

For the year ended 31st March, 2023 For the year ended 31st March, 2022
(` in lakhs) (` in lakhs)
Gratuity Leave Gratuity Leave
Encashment Encashment
Funded Unfunded Funded Unfunded
X Net Asset / (Liability) recognised in Balance Sheet (including experience adjustment impact)
1 Present Value of Defined Benefit Obligation 11.69 6.33 11.65 6.60
2 Fair Value of Plan Assets 3.84 – 5.80 –
3 Status [Surplus / (Deficit)] (7.84) (6.33) (5.85) (6.60)
4 Experience Adjustment of Plan Assets [Gain / (Loss)] 0.04 – (0.19) –
5 Experience Adjustment of obligation [(Gain) / Loss] 2.32 (0.95) (0.53) 0.09
XI. Sensitivity Analysis
The sensitivity analysis below has been determined based on reasonably possible change of the respective assumptions occurring at the end of the reporting period,
while holding all other assumptions constant. These sensitivities show the hypothetical impact of a change in each of the listed assumptions in isolation. While each of
these sensitivities holds all other assumptions constant, in practice such assumptions rarely change in isolation and the asset value changes may offset the impact to
some extent. For presenting the sensitivities, the present value of the defined benefit obligation has been calculated using the projected unit credit method at the end
of the reporting period, which is the same as that applied in calculating the Defined Benefit Obligation (DBO) presented above. There was no change in the methods
and assumptions used in the preparation of sensitivity analysis from previous year.
(` in lakhs)

DBO as at 31st March, 2023 DBO as at 31st March, 2022

Gratuity Leave Encashment Gratuity Leave Encashment
Funded Unfunded Funded Unfunded
1 Discount Rate + 100 basis points 11.17 6.01 10.97 6.17
2 Discount Rate - 100 basis points 12.28 6.69 12.42 7.09
3 Salary Increase Rate + 1% 12.29 6.70 12.43 7.10
4 Salary Increase Rate – 1% 11.15 6.00 10.95 6.16

Maturity Analysis of the Benefit Payments (` in lakhs)

DBO as at 31st March, 2023 DBO as at 31st March, 2022

Gratuity Leave Encashment Gratuity Leave Encashment
Funded Unfunded Funded Unfunded
1 Year 1 0.23 0.13 0.22 0.13
2 Year 2 7.01 3.49 0.25 0.14
3 Year 3 0.12 0.08 7.04 3.51
4 Year 4 0.14 0.09 0.14 0.10
5 Year 5 0.17 0.10 0.17 0.11
6 Next 5 Years 6.13 2.73 6.16 2.83
Amount towards Defined Contribution Plans have been recognised under ‘Contribution to provident and other funds’ in Note 19: ` 2.07 lakhs (2022 : ` 3.14 lakhs).
(v) Micro, Small and Medium scale business entities:
There are no Micro, Small and Medium Enterprises to whom the Company owes dues, which are outstanding for more than 45 days during the year and also as at 31st
March, 2023. This information as required to be disclosed under the Micro, Small and Medium Enterprises Development Act, 2006 has been determined to the extent
such parties have been identified on the basis of information available with the Company.
(vi) Segment Reporting:
The Company is primarily engaged in the business of financial services in India. Consequently, there are no separate reportable segments as per ‘Ind AS 108’. The
Operating Segments have been reported in a manner consistent with the internal reporting provided to the Chief Operating Decision Maker.
The entity-wide disclosure is as under:
(` in lakhs)
2023 2022

Non-current assets (in India) 94.55 96.45

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NOTES TO THE FINANCIAL STATEMENTS (Contd.)

(vii) Related Party Disclosures
(a) RELATIONSHIP:
(i) Holding Company:
– ITC Limited
(ii) Subsidiary Company:
– Greenacre Holdings Limited
(iii) Fellow Subsidiary Company with whom the Company had transactions:
– ITC IndiVision Limited
(iv) Associate Company with whom the Company had transactions:
– International Travel House Limited
(v) Key Management Personnel (KMP):
– Mr. R. Tandon Chairman & Non-Executive Director (upto 21.07.2022)
– Mr. S. Dutta Chairman (w.e.f. 22.07.2022) & Non-Executive Director
– Ms. P. Balaji Non-Executive Director
– Mr. T.S.M. Shenoy Non-Executive Director
– Mr. J. Singh Additional Non-Executive Director (w.e.f. 22.07.2022)
– Mr. R. K. Singhi Non-Executive Director
– Mr. Suresh Kumar Subramani Additional Non-Executive Director (w.e.f. 01.10.2022)
– Mr. A. Marodia Chief Financial Officer
– Ms. N. Bajaj Manager & Company Secretary

(b) DISCLOSURE OF TRANSACTIONS BETWEEN THE COMPANY AND RELATED PARTIES DURING THE YEAR AND THE STATUS OF OUTSTANDING BALANCES AS AT THE YEAR END
(` in lakhs)
Key
Holding Subsidiary Fellow Associate
Management Total
RELATED PARTY TRANSACTION SUMMARY Company Company Subsidiaries Company
Personnel
2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022
1. Rent Received 60.84 60.84 – – – – – – – – 60.84 60.84
2. Purchase of Services
– ITC Limited 0.09 1.13 – – – – – – – – 0.09 1.13
– International Travel House Limited – – – – – – 1.52 3.70 – – 1.52 3.70
3. Rent Paid 13.38 13.38 – – – – – – – – 13.38 13.38
4. Expenses Reimbursed
- Internal Auditor 36.77 – – – – – – – – – 36.77 –
- Others 4.96 4.15 – – – – – – – – 4.96 4.15
5. Loans Disbursed
– ITC IndiVision Limited – – – – 1,250.00 – – – – – 1,250.00 –
6. Interest Income
- North East Nutrients Private Limited – – – – – 73.60 – – – – – 73.60
- ITC IndiVision Limited – – – – 7.40 – – – – – 7.40 –
7. Receipt towards Loan Repayment
- North East Nutrients Private Limited – – – – – 1,220.00 – – – – – 1,220.00
8. Interim Dividend paid – 1,228.31 – – – – – – – – – 1,228.31
Final Dividend paid 387.89 – – – – – – – – – 387.89 –

9. Remuneration of manager on
deputation reimbursed
- for Chief Financial Officer
- Mr. S. Suresh Kumar – 108.32 – – – – – – – – – 108.32
- Mr. A. Marodia 102.84 17.15 – – – – – – – – 102.84 17.15
10. Remuneration of managers on
deputation reimbursed 112.42 98.52 – – – – – – – – 112.42 98.52
-for Manager & Company Secretary
11. Remuneration on account of share
based payment for managers on
deputation 36.17 3.89 – – – – – – – – 36.17 3.89
12. Dividend Income
-Russell Investments Limited – – – – – – 21.38 – – – 21.38 –
13. Outstanding Balances
i) Rental Security Deposit
- ITC Limited 36.00 36.00 – – – – – – – – 36.00 36.00

ii) Loans given

- ITC IndiVision Limited – – – – 1,250.00 – – – – – 1,250.00 –

iii) Payables
- ITC Limited 24.29 10.19 – – – – – – – – 24.29 10.19
- International Travel House Limited – – – – – – 0.39 0.80 – – 0.39 0.80

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NOTES TO THE FINANCIAL STATEMENTS (Contd.)

(viii) Provision for litigation/disputes: (` in lakhs)
2023 2022
Balance as at the beginning of the year 117.01 169.49
Add: Additions during the year – 2.10
(Less): Payments/provision reversal during the year (76.56) (54.58)
Balance as at the end of the year 40.45 117.01
Classified as Provisions (Current) (Refer Note 13) 40.45 117.01
(ix) The Chief Financial Officer , the Manager & Company Secretary and the Internal Auditor of the Company on deputation from ITC Limited (ITC) have been granted
Stock Options by ITC under the ITC Employee Stock Option Schemes (ITC ESOS). ITC has also granted Employee Stock Appreciation Linked Reward Units (ESAR
Units) in the previous year(s) to the eligible managers deputed to the Company under the ITC Employee Cash Settled Stock Appreciation Linked Reward Plan (ITC
ESAR Plan).
The cost of equity settled options granted under ITC ESOS / cash settled units granted under ITC ESAR Plan have been recognised as equity settled / cash settled
share based payments, respectively, in accordance with Ind AS 102 – Share Based Payment. In terms of the deputation arrangement, the Company has accounted
for the cost of the fair value of Stock Options / ESAR Units granted to the deputed employees on-charge by ITC. Accordingly, an amount of ` 11.32 lakhs (2022 :
` 2.01 lakhs) towards Stock Options and ` 24.85 lakhs (2022 : ` 1.88 lakhs) towards ESAR Units have been recognised as employee benefits expense (Refer Note
19). The net liability of ` 24.29 lakhs (2022 : ` 10.19 lakhs) on account of ESAR Units is included under Note 12 of the financial statements.
The summary of movement of the aforesaid Stock Options granted by ITC and status of the outstanding Options is as under:
Particulars As at 31st March, 2023 As at 31st March, 2022
No. of Options No. of Options
Outstanding at the beginning of the year 14,553 38,108
Add: Granted during the year 3,550 1,800
Add / (Less): Movement due to transfer of employees within the group 12,041 (21,361)
(Less): Lapsed during the year – (3,553)
(Less): Exercised during the year (6,689) (441)
Outstanding at the end of the year 23,455 14,553
Options exercisable at the end of the year 18,365 12,753

Note: The weighted average exercise price of the Options granted to all Optionees under the ITC ESOS is computed by ITC as a whole.
Since the above-mentioned Stock Options and ESAR Units are not tradeable, no perquisite or benefit is conferred upon the employee by grant of such Options /
Units.
(x) Disclosures for comparison between provisions required under prudential norms on Income Recognition, Asset Classification and Provisioning (IRACP) and
impairment allowances made under Ind AS 109:
(` in lakhs)
Asset Classification as per RBI Norms Asset Gross Carrying Loss Allowance Net Carrying Provision required Difference
classifi- Amount as per (Provision) as Amount as per between Ind AS
cation as per Ind AS required under Ind IRACP norms 109 provision and
Ind AS 109 AS 109 IRACP norms
(1) (2) (3) (4) (5)=(3)-(4) (6) (7)=(4)-(6)
Performing Assets
Standard Stage 1 1,303.87 29.05* 1,274.82 5.22 23.83
Stage 2 – – – – –
Subtotal 1,303.87 29.05 1,274.82 5.22 23.83
Non-Performing Assets (NPA)
Substandard Stage 3 – – – – –
Doubtful - up to 1 year Stage 3 – – – – –
1 to 3 years Stage 3 – – – – –
More than 3 years Stage 3 – – – – –
Subtotal for doubtful – – – – –
Loss Stage 3 – – – – –
Subtotal for NPA – – – – –
Other items such as guarantees, loan Stage 1 – – – – –
commitments, etc. which are in the scope
of Ind AS 109 but not covered under Stage 2 – – – – –
current IRACP norms Stage 3 – – – – –
Subtotal – – – – –
Stage 1 1,303.87 29.05* 1,274.82 5.22 23.83
Stage 2 – – – – –
Total
Stage 3 – – – – –
Total 1,303.87 29.05* 1,274.82 5.22 23.83
* The Company creates / maintains appropriate loss provision in terms of the requirements of applicable Indian Accounting Standards and Prudential Norms of Reserve
Bank of India, whichever is higher. Also, refer to Note 13 relating to ‘Contingent provision against standard assets’.
Note: Details of accounts that are past due beyond 90 days but not treated as impaired:
a) Number of such accounts: Nil
b) Total amount outstanding: Nil
c) Overdue amounts: Nil

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NOTES TO THE FINANCIAL STATEMENTS (Contd.)

(xi) Disclosures under Non-Banking Financial Company - Systemically Important Non-Deposit taking Company and Deposit taking Company (Reserve Bank) Directions,
2016 and Scale Based Regulatory Framework prescribed for NBFCs :
a) Capital
Particulars 2023 2022
i) CRAR (%) 104.73 98.83
ii) CRAR - Tier I Capital (%) 104.70 98.79
iii) CRAR - Tier II Capital (%) 0.03 0.04
iv) Amount of subordinated debt raised as Tier II Capital (` in lakhs) – –
v) Amount raised by issue of Perpetual Debt Instruments (` in lakhs) – –

b) Investments (` in lakhs)
Particulars 2023 2022
(1) Value of Investments
(i) Gross Value of Investments
(a) In India 96,174.97 96,725.03
(b) Outside India – –
(ii) Provisions for Depreciation
(a) In India – –
(b) Outside India – –
(iii) Net Value of Investments
(a) In India 96,174.97 96,725.03
(b) Outside India – –
(2) Movement of provisions held towards Depreciation on Investments – –
(i) Opening balance – –
(ii) Add : Provisions made during the year – –
(iii) Less : Write-off / (write-back) of excess provisions during the year – –
(iv) Closing balance – –
c) Derivatives
i. Forward Rate Agreement / Interest Rate Swap : Nil
ii. Exchange Traded Interest Rate Derivatives : Nil
iii. Disclosures on Risk Exposure in Derivatives :
a. Qualitative Disclosure : The Company does not use Derivatives to hedge its risks.
b. Quantitative Disclosure : Nil
d) Asset Liability Management Maturity pattern of certain items of Assets and Liabilities: (` in lakhs)

0 to 7 8 to 15 Days Over Over Over Over Over Over Over Total

Days 14 & upto 1 month 2 3 6 1 year & 3 years & 5 years
Days 1 & months months months upto 3 upto 5
month upto & & & years years
2 upto upto upto
months 3 6 months 1 year
months
Deposits
- Fixed Deposits with Banks – – – – – – 5.78 5,000.00 – – 5,005.78
- Others – – – – – – – – – – –
Advances / Loans – – – – – – – 1,250.00 – – 1,250.00
Investments 22,500.89 – – 8,516.67 – 3,495.69 2,446.03 20,920.20 3,278.99 35,016.50 96,174.97
Borrowings – – – – – – – – – – –
Foreign Currency assets – – – – – – – – – – –
Foreign Currency liabilities – – – – – – – – – – –

e) Liquidity Risk Management:

i. Institutional set-up for liquidity risk management:
The Company has a well-defined Liquidity Risk Management Policy in place which is reviewed on a periodic basis. The Board of Directors of the Company
has the overall responsibility for management of liquidity risk. The Board decides the strategies, policies and procedures of the Company to manage
liquidity risk. The Risk Management Committee is responsible for evaluating the overall risks faced by the Company. The Asset Liability Management
Committee is responsible for adherence to the policies and procedures adopted by the Board for managing liquidity risk.
ii. Funding concentration (borrowings) based on significant counterparty: Nil
iii. Funding concentration based on significant instrument / product: Nil
iv. Top 10 borrowings (amount in ` crore and % of total borrowings): Nil
v. Stock Ratios:
a. Short-Term Liabilities as a % of Total Assets: 0.12%
b. Short-Term Liabilities as a % of Total Liabilities: 15.49%

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NOTES TO THE FINANCIAL STATEMENTS (Contd.)

f) Exposure to Capital Market: (` in lakhs)

Particulars 2023 2022
(i) Direct investment in equity shares (*), convertible bonds, convertible debentures and units of equity oriented mutual 27,813.85 26,138.29
funds the corpus of which is not exclusively invested in corporate debt;
(ii) Advances against shares / bonds / debentures or other securities or on clean basis to individuals for investment
in shares (including IPOs / ESOPs), convertible bonds, convertible debentures, and units of equity oriented mutual
funds;
(iii) Advances for any other purposes where shares or convertible bonds or convertible debentures or units of equity
– –
oriented mutual funds are taken as primary security;
(iv) Advances for any other purposes to the extent secured by the collateral security of shares or convertible bonds or
convertible debentures or units of equity oriented mutual funds i.e. where the primary security other than shares / – –
convertible bonds / convertible debentures / units of equity oriented mutual funds does not fully cover the advances;
(v) Secured and unsecured advances to stockbrokers and guarantees issued on behalf of stockbrokers and market makers; – –
(vi) Loans sanctioned to corporates against the security of shares / bonds / debentures or other securities or on clean basis – –
for meeting promoter’s contribution to the equity of new companies in anticipation of raising resources;
(vii) Bridge loans to companies against expected equity flows / issues; – –
(viii) All exposures to Venture Capital Funds (both registered and unregistered) – –
Total Exposure to Capital Market 27,813.85 26,138.29
* Only quoted equity investments considered.
g) Sectoral Exposure (` in lakhs)
As on 31st March, 2023 As on 31st March, 2022
Total Exposure Gross Percentage of Total Exposure (includes Percentage of
Sectors (includes on balance NPAs Gross NPAs to total on balance sheet and Gross Gross NPAs to total
sheet and off-balance exposure in that off-balance sheet NPAs exposure in that
sheet exposure) sector exposure) sector
1. Agriculture & Allied activities – – – – – –
2. Industry
i. Manufacturing 1,250.00 – – – – –
3. Services – – – – – –
4. Personal Loans – – – – – –
5. Others – – – – – –
Total 1,250.00 – – – – –
h) Details of financing of parent company products: Nil
i) Details of Single Borrower Limit / Group Borrower Limit exceeded by the Company: Nil
j) Unsecured Advances / Loans as on 31st March, 2023: 1,250.00 lakhs
k) Registration obtained from other financial sector regulators: None
l) Penalties imposed by RBI and other regulators: Nil
m) Area, country of operation and joint venture partners with regard to joint ventures and overseas subsidiaries: None
n) Related Party Transactions: Details of material transactions with related parties and Company’s Policy on dealing with Related Party Transactions are disclosed
in the Report of the Board of Directors & Management Discussion and Analysis.
o) Ratings assigned by credit rating agencies and migration of ratings during the year: None
p) Pecuniary relationship or transaction with Non-Executive Directors: None
q) Provisions and Contingencies : (` in lakhs)

Break up of ‘Provisions and Contingencies’ shown under the head Expenditure in the Statement of Profit and Loss 2023 2022
Provisions for Depreciation on Investment – –
Provision towards NPA – –
Provision made towards Income tax (including deferred tax) 537.90 339.67
Other Provision and Contingencies (with details)
A Provision for compensated absences 0.89 1.48
B Provision for gratuity 0.99 1.69
C Impairment loss allowance on trade receivables – 9.68
Provision for Standard Assets – –
r) Draw Down from Reserves: Nil
s) Concentration of Deposits: Not Applicable
t) Concentration of Advances and Exposures : (` in lakhs)
As at 31st March, 2023 As at 31st March, 2022
Borrower Principal Interest Percentage to Principal Interest Percentage to Total
Accrued Total Exposure Accrued Exposure
ITC IndiVision Limited 1.250.00 – 100.00% – – –
Total 1.250.00 – 100.00% – – –
u) Concentration of NPAs : Nil
v) Sector-wise NPAs : Nil
w) Movement of NPAs : Nil
x) Overseas Assets : Nil
y) Off-Balance Sheet SPVs sponsored : Nil

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 RUSSELL CREDIT LIMITED

z) Customer Complaints:
Sr. No. Particulars 2023 2022
I No. of complaints pending at the beginning of the year Nil Nil
II No. of complaints received during the year Nil Nil
III No. of complaints disposed during the year Nil Nil
III.1. Of which, number of complaints rejected by the Company Nil Nil
IV No. of complaints pending at the end of the year Nil Nil
Maintainable complaints received by the Company from the office of Ombudsman Nil Nil
V Number of maintainable complaints received by the Company from the office of Ombudsman Nil Nil
V.1. of V, number of complaints resolved in favour of the Company by Office of Ombudsman Nil Nil
V.2 of V, number of complaints resolved through conciliation/mediation/advisories issued by Office of Ombudsman Nil Nil
V.3 of V, number of complaints resolved after passing of awards by Office of Ombudsman against the company Nil Nil
VI Number of Awards unimplemented within the stipulated time (other than those appealed) Nil Nil
aa) Top five grounds of complaints received by the NBFCs from customers : Nil
ab) Unhedged foreign currency exposure : Nil
ac) Intra-Group Exposures: (` in lakhs)
Particulars 2023 2022
Total amount of intra-group exposures 1,250.00 –
Total amount of top 20 intra-group exposures 1,250.00 –
Percentage of intra-group exposures to total exposure of the NBFC on borrowers/customers 100.00% –
ad) Related Party disclosures :
Related Party/Items Parent Company Subsidiaries Associates /Joint Key Relatives of Key Others* Total
ventures Management Management
Personnel Personnel
2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022
Borrowings – – – – – – – – – – – – – –
Deposits – – – – – – – – – – – – – –
Placement of – – – – – – – – – – – – – –
deposits
Advances – – – – – – – – – – – – – –
Investments – – 4,210.34 4,210.34 3,771.79 3,771.79 – – – – – – 7,982.13 7,982.13
Loans Disbursed – – – – – – – – – – 1,250.00 – 1,250.00 –
Receipt towards – – – – – – – – – – – 1,220.00 – 1,220.00
Loan Repayment
Purchase of Fixed – – – – – – – – – – – – – –
Asset
Sale of Fixed Asset – – – – – – – – – – – – – –
Interest Paid – – – – – – – – – – – – – –
Interest received – – – – – – – – – – 7.40 73.60 7.40 73.60
Others
a) Rent Received 60.84 60.84 – – – – – – – – – – 60.84 60.84
b) Purchase of 0.09 1.13 – – 1.52 3.70 – – – – – – 1.61 4.83
Services
c) Rent Paid 13.38 13.38 – – – – – – – – – – 13.38 13.38
d) Expenses
Reimbursed
- Internal Auditor 36.77 – – – – – – – – – – – 36.77 –
- Others 4.96 4.15 – – – – – – – – – – 4.96 4.15
e) Dividend paid 387.89 1,228.31 – – – – – – – – – – 387.89 1,228.31
f) Remuneration
of manager
on deputation 102.84 125.47 – – – – – – – – – – 102.84 125.47
reimbursed
- for Chief
Financial Officer
g) Remuneration
of managers
on deputation 112.42 98.52 – – – – – – – – – – 112.42 98.52
reimbursed
- for Manager &
Company Secretary
h) Remuneration on
account of share-
based payment 36.17 3.89 – – – – – – – – – – 36.17 3.89
for managers on
deputation
i) Rental Security 36.00 36.00 – – – – – – – – – – 36.00 36.00
Deposit
k) Payables 24.29 10.19 – – 0.39 0.80 – – – – – – 24.68 10.99
l)Dividend Income – – – – 21.38 – – – – – – – 21.38 –
Total 815.65 1,581.88 4,210.34 4,210.34 3,795.08 3,776.29 – – – – 1,257.40 1,293.60 10,078.47 10,862.11

* Others includes transactions with Fellow Subsidiaries.

a) Breach of covenant : Nil
b) Divergence in Asset Classification and Provisioning : Nil

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 RUSSELL CREDIT LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Contd.)

(xii) Corporate Social Responsibility (CSR)
i. Amount required to be spent by the company during the year : ` 79.87 lakhs (2022: 87.20 lakhs)
ii. Amount of expenditure incurred : ` 80.00 lakhs (2022 : ` 88.00 lakhs)
iii. Shortfall at the end of the year : –
iv. Total of previous years shortfall : –
v. Reason for shortfall : Not Applicable
vi. Nature of CSR activities : Project on rural development by promoting education and
health & sanitations practices in schools and villages of Kolar &
Bengaluru districts of Karnataka, implemented through the ITC
Rural Development Trust, an implementation agency.
vii. Details of related party transactions : Not Applicable
viii. Movement of provision during the year w.r.t. liability towards contractual obligation : Not Applicable
(xiii) Financial Ratios:
Refer Note 22 (xi)(a) for Capital to risk-weighted assets ratio (CRAR), Tier I CRAR and Tier II CRAR.
RBI’s Guidelines on maintenance of Liquidity Coverage Ratio [as per Non-Banking Financial Company - Systemically Important Non-Deposit taking Company
and Deposit taking Company (Reserve Bank) Directions, 2016] are not applicable to the Company. Accordingly, the same has not been determined.
(xiv) The Ministry of Corporate Affairs (MCA) has issued the Companies (Indian Accounting Standards) (Amendment) Rules, 2023 on 31st March, 2023 amending.
• Ind AS 1, ‘Presentation of Financial Statements’ - This amendment require companies to disclose their material accounting policies rather than their
significant accounting policies.
• Ind AS 12 ‘Income Taxes’ - This amendment has narrowed the scope of the initial recognition exemption so that it does not apply to transactions that give
rise to equal and offsetting temporary differences. The amendments clarify how companies account for deferred tax on transactions such as leases.
• Ind AS 8 ‘Accounting Policies, Changes in Accounting Estimates and Errors’ – This amendment has introduced a definition of ‘accounting estimates’ and
included guidance to help distinguish changes in accounting policies from changes in accounting estimates.
The same are applicable for financial statements pertaining to annual periods beginning on or after 1st April, 2023. Based on a preliminary evaluation, the
Company does not expects that any material impact on the financial statements resulting from the implementation of these amendments.
(xv) The financial statements were approved for issue by the Board of Directors on 25th April, 2023.
Schedule to the Balance Sheet as at 31st March, 2023
As required in terms of Paragraph 19 of Non-Banking Financial Company - Systemically Important Non-Deposit taking Company and Deposit taking Company
(Reserve Bank) Directions, 2016
(` in lakhs)
Particulars 31st March, 2023
Liabilities Side : Amount Outstanding Amount Overdue
(1) Loans and advances availed by the NBFCs inclusive of interest accrued thereon but – –
not paid
a) Debentures
Secured – –
Unsecured – –
(Other than falling within the meaning of public deposits)
b) Deferred Credits – –
c) Term Loans – –
d) Inter-Corporate loans and borrowings – –
e) Commercial papers – –
f) Public Deposits – –
g) Other Loans (specify nature) – –
(2) Break-up off (1)(f) above (outstanding public deposits inclusive of interest accrued
thereon but not paid) :
a) In the form of Unsecured debentures – –
b) In the form of partly Secured debentures i.e., debentures where share is a shortfall in
the value of security – –
c) Other public deposit – –
Assets Side: Amount Outstanding
(3) Break-up of Loans and Advances including bills receivables
[other than those included in (4) below]
a) Secured –
b) Unsecured 1.250.00
(4) Break-up of Leased Assets and stock on hire and other assets counting towards
asset financing activities
(i) Lease assets including lease rentals under sundry debtors 33.87
(a) Financial lease –
(b) Operating lease 33.87
(ii) Stock on hire including hire charges under sundry debtors –
(a) Assets on hire –
(b) Repossessed Assets –
(iii) Other Loans counting towards asset financing activities –
(a) Loans where assets have been repossessed –
(b) Loans other than (a) above –
(5) Break-up of Investments : Current Investments
1. Quoted: 16,183.10
(i) Shares : (a) Equity 0.23
(b) Preference –
(ii) Debentures and Bonds 16,182.87
(iii) Units of mutual funds –
(iv) Government Securities –
(v) Others (please specify) –

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 RUSSELL CREDIT LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Contd.)

(` in lakhs)
Assets Side: Amount Outstanding
2. Unquoted: 22,500.89
(i) Shares : (a) Equity –
(b) Preference –
(ii) Debentures and Bonds –
(iii) Units of mutual funds 22,500.89
(iv) Government Securities –
(v) Others (please specify) –
Long Term Investments
1. Quoted: 48,733.82
(i) Shares : (a) Equity 27,813.62
(b) Preference –
(ii) Debentures and Bonds 13,571.99
(iii) Units of mutual funds 7,348.21
(iv) Government Securities –
(v) Others (please specify) –
2. Unquoted : 8,757.16
(i) Shares : (a) Equity 6,097.75
(b) Preference –
(ii) Debentures and Bonds –
(iii) Units of mutual funds 2,659.41
(iv) Government Securities –
(v) Others (please specify) –
(6) Borrower group-wise classification of assets financed as in (3) and (4) above:
Category Amount Net of Provisions*
Secured Unsecured Total
1. Related Parties
(a) Subsidiaries – – –
(b) Companies in the same group – 33.87 33.87
(c) Other related parties – 1,250.00 1,250.00
2. Other than related parties – – –
Total – 1,283.87 1,283.87
* The Company maintains a loss provision of ` 29.05 lakhs which is considered adequate
to meet the RBI Prudential Norms & Expected Credit Loss Policy of the Company. Hence,
no further provision is considered necessary. [Refer Note 13 & 22 (x)].
(7) Investor group-wise classification of all investments (current and long term) in shares and securities (both quoted and unquoted):
Category Market Value / Break Book Value
up or fair value or NAV (Net of Provisions)
1. Related Parties
(a) Subsidiaries 5,463.52 4,210.34
(b) Companies in the same group 11,929.79 3,771.79
(c) Other related parties – –
2. Other than related parties 85,236.34 88,192.84
Total 102,629.65 96,174.97
(8) Other information
Particulars Amount
(i) Gross Non-Performing Assets –
(a) Related Parties –
(b) Other than related parties –
(ii) Net Non-Performing Assets –
(a) Related Parties –
(b) Other than related parties –
(iii) Assets acquired in satisfaction of debt –

196
 RUSSELL CREDIT LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Contd.)

23. Financial Instruments and Related Disclosures
1. Categories of Financial Instruments (` in lakhs)

Particulars Note As at 31st March, 2023 As at 31st March, 2022

Carrying Fair Carrying Fair

Value Value Value Value

A. Financial assets
a) Measured at amortised cost
i) Cash and cash equivalents 3 27.53 27.53 19.44 19.44
ii) Bank Balance other than (i) above 4 5005.78 5005.78 5.78 5.78
iii) Trade Receivables 5(I) – – 16.50 16.50
iv) Loans 6 1,250.00 1,250.00 – –
v) Investment in Bonds 7 24,534.69 21,578.19 21,480.77 21,332.55
vi) Other financial assets 5(II) & 8 829.64 829.64 1,333.05 1,333.05
Sub - total 31,647.64 28,691.14 22,855.54 22,707.32
b) Measured at Fair value through OCI
i) Investment in Equity shares 7 25,929.24 25,929.24 24,253.71 24,253.71
ii) Investment in Mutual Funds 7 10,007.62 10,007.62 – –
Sub - total 35,936.86 35,936.86 24,253.71 24,253.71
c) Measured at Fair value through Profit or Loss
i) Investment in Mutual Funds 7 22,500.89 22,500.89 20,254.01 20,254.01
ii) Investment in Bonds 7 5,220.17 5,220.17 22,754.21 22,754.21
iii) Investment in Equity Shares 7 0.23 0.23 0.20 0.20
Sub - total 27,721.29 27,721.29 43,008.42 43,008.42
Total financial assets 95,305.79 92,349.29 90,117.67 89,969.45
B. Financial liabilities
a) Measured at amortised cost
i) Other financial liabilities 12 78.74 78.74 65.63 65.63
Total financial liabilities 78.74 78.74 65.63 65.63

2. Financial risk management objectives The Company’s financial liabilities are ` 78.74 lakhs (2022: ` 65.63 lakhs)
The Company has a system-based approach to risk management, anchored as against cash and cash equivalents of ` 27.53 lakhs (2022: ` 19.44
to policies and procedures and internal financial controls aimed at ensuring lakhs) and investments as reflected in Note 7 of the financial statements.
early identification, evaluation and management of key financial risks (such Further, the Company’s total equity stands at ` 1,02,588.12 lakhs (2022:
` 97,452.26 lakhs). In such circumstances, liquidity risk or the risk that the
as market risk, credit risk and liquidity risk) that may arise as a consequence
Company may not be able to settle or meet its obligations as they become
of its business operations as well as its investing and financing activities.
due does not exist.
Accordingly, the Company’s risk management framework has the objective
of ensuring that such risks are managed within acceptable and approved Credit risk
risk parameters in a disciplined and consistent manner and in compliance As the Company is debt-free and its deferred payment liabilities do not
with applicable regulation. It also seeks to drive accountability in this carry interest, the exposure to interest rate risk from the perspective of
regard. Financial Liabilities is negligible. Investments are made in debt instruments,
Market risk within approved policies and procedures guided by the tenets of liquidity,
safety and return. This ensures that investments are only made within
Market risk is the risk of loss owing to changes in the general level of acceptable risk parameters.
market prices or interest rates. As the Company is debt-free, the exposure
to interest rate risk from the perspective of Financial Liabilities is negligible. The Company’s investments are predominantly held in debt mutual funds,
fixed deposits etc. The Company invests in mutual fund schemes of leading
The Company’s investment activities focus on managing its investment, fund houses. Portfolios of the schemes are reviewed for compliance to the
primarily in debt instruments and are administered under a set of approved risk management practices on an ongoing basis. Such investments are
policies and procedures guided by the tenets of liquidity, safety and susceptible to market price risk that arises mainly from changes in interest
return. This ensures that investments are only made within acceptable risk rate which may impact the return and value of such investments. However,
parameters after due evaluation. given the relatively short tenure of underlying portfolio of the mutual
The Company’s investments are predominantly held in bonds, fixed fund schemes in which the Company has invested, such price risk is not
deposits and debt mutual funds etc. Mark to market movements in respect significant.
of the Company’s investments in bonds that are held at amortised cost Fixed deposits are held with highly rated banks and companies and have a
are temporary and get recouped through fixed coupon accruals. Other short tenure and are not subject to interest rate volatility.
investments in bonds are fair valued through the Statement of Profit and Credit risk is the risk of financial loss if a counterparty to a financial
Loss to recognise market volatility, which is not considered to be significant. instrument fails to meet its contractual obligations, and arises principally
Fixed deposits are held with highly rated banks and companies and have a from loans and investment securities held to maturity. Company’s
short tenure and are not subject to interest rate volatility. deployment in debt instruments are primarily in fixed deposits with highly
The Company also invests in mutual fund schemes of leading fund houses. rated banks and corporates, bonds issued by government institutions,
Such investments are susceptible to market price risks that arise mainly public sector undertakings and certificate of deposit issued by highly rated
from changes in interest rate which may impact the return and value of bank. With respect to the Company’s investing activities, counter parties
such investments. However, given the relatively short tenure of underlying are shortlisted and exposure limits determined on the basis of their credit
portfolio of the mutual fund schemes in which the Company has invested, evaluation, financial statements and other relevant information. As these
such price risk is not significant. counter parties are Government institutions, public sector undertakings
with investment grade credit ratings and taking into account the experience
Liquidity risk of the Company over time, the counter party risk attached to such assets is
Liquidity risk is the risk that the Company will encounter difficulty in considered to be insignificant.
meeting obligations from its financial liabilities. The Company’s approach The Company’s historical experience of collecting receivables and the level
to managing liquidity is to ensure, as far as possible, that it will always of default indicate that credit risk is low; consequently, trade receivables
have sufficient liquidity to meet its liabilities when due, under both normal are considered to be a single class of financial assets. Loss allowances and
and stressed conditions, without incurring unacceptable losses or risking impairment is recognised, where considered appropriate by responsible
damage to the Company’s reputation. management.

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 RUSSELL CREDIT LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Contd.)

The Company monitors all financial assets that are subject to impairment maximise the use of observable market data and rely as little as possible
requirements to assess whether there has been a significant increase in credit on entity-specific estimates. If significant inputs required to fair value an
risk since initial recognition. instrument are observable, the instrument is included in Level 2. The fair
The Company uses forward-looking information that is available without value of investment in Bonds/debentures, Certificate of deposits etc. and
undue cost or effort in its assessment of significant increase of credit risk Financial liabilities, where applicable, is determined using market observable
as well as in its measurement of Expected Credit Loss (ECL). The external inputs such as quotes from market participants, value published by the issuer
information used includes economic data and forecasts published by etc.
governmental bodies and monetary authorities. Appropriate loss provision
Level 3: Inputs for the assets or liabilities that are not based on observable
is created / maintained in terms of the requirements of applicable Indian
market data (unobservable inputs).
Accounting Standards and Prudential Norms of Reserve Bank of India, along
with additional provisions, if any, required for specific loss in accordance with If one or more of the significant inputs is not based on observable market
management estimates. data, the fair value is determined using generally accepted methodologies
For position of past due receivables refer to Notes 5, 22 (xi)(d) and for such as discounted cash flow analysis, with the most significant inputs being
movement of provisions thereof, refer to Notes 13, 22 (xi)(b), 22 (xi)(q). the discount rate that reflects the credit risk of counterparty.
There is no movement in the contingent provision against standards assets The fair value of trade receivables, trade payables and other current financial
during the year (Refer Note 13). assets and liabilities, where applicable, is considered to be equal to the
3. Fair value measurement carrying amounts of these items due to their short-term nature. Where such
Fair value hierarchy items are non-current in nature, the same has been classified as Level 3 and
fair value determined using discounted cash flow basis. Similarly, unquoted
Fair value of the financial instruments is classified in various fair value equity instruments where most recent information to measure fair value is
hierarchies based on the following three levels:
insufficient, or if there is a wide range of possible fair value measurements,
Level 1: Quoted prices (unadjusted) in active market or Net Asset Value cost has been considered as best estimate of fair value.
(NAV) for identical assets or liabilities.
There has been no change in the valuation methodology for Level 3 inputs
Level 2: Inputs other than quoted price included within Level 1 that are during the year. The Company has not classified any material financial
observable for the asset or liability, either directly (i.e., as prices) or indirectly instruments under Level 3 of the fair value hierarchy. The sensitivity of
(i.e., derived from prices). change in the unobservable inputs used in fair valuation of Level 3 financial
The fair value of financial instruments that are not traded in an active market assets and liabilities does not have a significant impact on their value. There
is determined using market approach and valuation techniques which were no transfers between Level 1, Level 2 and Level 3 during the year.

The following table presents the fair value hierarchy of financial assets and liabilities measured at fair value on a recurring basis:
(` in lakhs)
Fair Value Fair Value
Particulars Hierarchy As at As at
(Level) 31st March, 2023 31st March, 2022
A. Financial assets
a) Measured at amortised cost
i) Investment in Bonds 2 21,578.19 21,332.55
b) Measured at Fair value through Other Comprehensive Income
i) Investment in Equity Shares 1 25,692.04 24,016.51
ii) Investment in Equity Shares 3 237.20 237.20
iii) Investment in Mutual Funds 1 10,007.62 –
c) Measured at Fair value through Profit or Loss
i) Investment in Mutual Funds 1 22,500.89 20,254.01
ii) Investment in Bonds 2 5,220.17 22,754.21
iii) Investment in Equity Shares 1 0.23 0.20

Reconciliation of fair value movement of financial assets and liabilities measured at fair value on a recurring basis and categorised within Level 3 of the
fair value hierarchy is as under:

31st March, 2023 31st March, 2022

Financial Assets at FVTOCI Financial Assets at FVTOCI
Opening Balance 237.20 237.20
Additions during the year – –
Sale/Transfer/Settlement during the year – –
Gain / (Loss) during the year recognised in Other Income – –
Gain / (Loss) during the year recognised in Other Comprehensive Income – –
Closing Balance 237.20 237.20

In terms of our report attached

For Maheshwari & Associates

Chartered Accountants

Firm Registration Number: 311008E On behalf of the Board

Bijay Murmuria S. DUTTA Chairman T. S. M. SHENOY Director

Partner
Membership No. 055788 A. MARODIA Chief Financial Officer N. BAJAJ Manager & Company Secretary
Kolkata, 25th April, 2023

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 RUSSELL CREDIT LIMITED

Form AOC-1

[Pursuant to first proviso to sub-section (3) of Section 129 of the Companies Act, 2013 read with Rule 5 of Companies (Accounts) Rules, 2014]
Statement containing salient features of the financial statement of Subsidiaries / Associate companies / Joint Ventures

Part A : Subsidiaries

1. SI. No. : 1

2. Name of the Subsidiary : Greenacre Holdings Limited

3. The date since when Subsidiary was acquired : 14-Jun-1999

4. Reporting period for the Subsidiary concerned, if different

from the Holding Company’s reporting period : Year ended 31st March (same as the Holding Company)

5. Reporting currency and Exchange rate as on the last date

of the relevant Financial year in the case of Foreign Subsidiaries : Not applicable
(` in lakhs)

6. Share capital : 4,206.02 (4,20,60,166 Equity Shares of ` 10.00 each)

7. Reserves & Surplus (including Other Comprehensive Income) : 1,262.82
8. Total Assets : 7,015.83
9. Total Liabilities (excluding Total Equity) : 1,546.99
10. Investments (excluding Investments made in subsidiaries) : 3,534.44
11. Turnover * : 829.95
12. Profit before taxation : 206.81
13. Provision for taxation : 7.46
14. Profit after taxation : 199.35

15. Proposed Dividend : –

16. % of shareholding : 100.00
* Turnover includes Other Income and Other Operating Revenue. Profit figures do not include Other Comprehensive Income.
Notes : 1. Names of Subsidiaries which are yet to commence operations : None

2. Names of Subsidiaries which have been liquidated or sold during the year : None

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 RUSSELL CREDIT LIMITED

Part B : Associates and Joint Ventures

Statement pursuant to Section 129 (3) of the Companies Act, 2013 related to Associate companies and Joint Ventures

Russell Divya International Maharaja

Antrang Finance
Name of Associates / Joint Ventures Investments Management Travel House Heritage Resorts
Limited
Limited Limited Limited Limited
1. Latest audited Balance Sheet Date 31-Mar-2023 31-Mar-2023 31-Mar-2023 31-Mar-2023 31-Mar-2023
2. Date on which the Associate or Joint
14-Jun-1999 23-Nov-2007 21-Jan-2008 14-Jun-1999 11-Aug-2008
Ventures was associated or acquired
3. Shares of Associate / Joint Venture held by
the Company on the year end
Number 42,75,435 41,82,915 43,24,634 36,26,633 90,000
Amount of Investment in Associates / Joint
427.57 693.08 439.56 2,121.58 90.00
Venture (` in lakhs)
Extent of Holding % 25.43 33.33 33.33 45.36 25.00
4. Description of how there is significant
Associate Associate Associate Associate Associate
influence
5. Reason why the Associate/Joint Venture is
Not Applicable* Not Applicable* Not Applicable* Not Applicable* Not Applicable*
not consolidated
6. Net worth attributable to Shareholding as
3,188.99 663.23 495.84 5,587.21 –#
per latest audited Balance Sheet (` in lakhs)
7. Profit / (Loss) for the year (` in lakhs) 330.73 42.14 31.85 2,838.59 50.73
i. Considered in Consolidation (` in lakhs)* – – – – –
ii. Not Considered in Consolidation (` in lakhs)* 330.73 42.14 31.85 2,838.59 50.73
* The Company, being an intermediate wholly owned subsidiary, is not required to prepare Consolidated Financial Statements in terms of the
Companies (Accounts) Rules, 2014 and ITC Limited, the Holding Company, prepares Consolidated Financial Statements.
#
Net worth attributable to Shareholding has not been considered in accordance with Ind AS 28 - Investments in Associates and Joint Ventures.
Notes: 1. Names of the Associates or Joint Ventures which are yet to commence operations : None
2. Names of Associates or Joint Ventures which have been liquidated or sold during the year : None

On behalf of the Board

S. DUTTA Chairman T. S. M. SHENOY Director

A. MARODIA Chief Financial Officer N. BAJAJ Manager & Company Secretary
Kolkata, 25th April, 2023

200
 GREENACRE HOLDINGS LIMITED

REPORT OF THE BOARD OF DIRECTORS FOR THE FINANCIAL YEAR

ENDED 31ST MARCH, 2023
1. Your Directors submit their 37th Report for the financial year ended 4. BOARD MEETINGS
31st March, 2023. Five meetings of the Board were held during the year ended
2. PERFORMANCE OF THE COMPANY 31st March, 2023.
5. DIRECTORS’ RESPONSIBILITY STATEMENT
During the year, your Company earned revenue of ` 595.02 lakhs
from its operations, with total income being ` 829.95 lakhs. As required under Section 134 of the Act, your Directors confirm
The net profit of the Company for the year was ` 199.35 lakhs. having:
The Company continues to provide maintenance services i) followed in the preparation of the Annual Accounts for
for commercial office buildings, Engineering, Procurement the financial year ended 31st March, 2023, the applicable
and Construction Management (EPCM) Services and Project Accounting Standards with proper explanation relating to
Management Consultancy Services. material departures, if any;
The financial results of your Company, summarised, are as under: ii) selected such accounting policies and applied them
consistently and made judgements and estimates that are
For the year ended For the year ended reasonable and prudent so as to give a true and fair view of
31st March, 2023 31st March, 2022 the state of affairs of the Company at the end of the financial
(` in lakhs) (` in lakhs) year and of the profit of the Company for that period;
Profits iii) taken proper and sufficient care for the maintenance of
a. Profit Before Tax 206.81 194.55 adequate accounting records in accordance with the provisions
of the Act for safeguarding the assets of the Company and for
b. Less : Tax Expense 7.46 15.94
preventing and detecting fraud and other irregularities;
c. Profit After Tax 199.35 178.61
iv) prepared the Annual Accounts on a going concern basis; and
d. Add : Other Comprehensive Income 0.40 (0.83 )
v) devised proper systems to ensure compliance with the
e. Total Comprehensive Income 199.75 177.78 provisions of all applicable laws and that such systems are
Retained Earnings adequate and operating effectively.
a. At the beginning of the year 1,063.07 885.29 6. SUBSIDIARIES, ASSOCIATES AND JOINT VENTURES
b. Add : Profit for the year 199.35 178.61 The Company does not have any subsidiary, associate or joint
venture.
c. Add : Other Comprehensive Income 0.40 (0.83 )
7. PARTICULARS OF EMPLOYEES
d. At the end of the year 1,262.82 1,063.07
The details of top ten employees of the Company in terms of
3. DIRECTORS AND KEY MANAGERIAL PERSONNEL remuneration drawn, as required under Rule 5(2) of the Companies
(Appointment and Remuneration of Managerial Personnel)
(a) Changes in Directors Rules, 2014, are provided in Annexure 1 to this Report.
Mr. Jagdish Singh (DIN: 00042258) was appointed, with your The Company seeks to create equal opportunities for men and
approval, as a Non-Executive Director of the Company with women and is committed to a gender-friendly workplace. Your
effect from 20th June, 2022. Company has constituted an Internal Complaints Committee in
The Board of Directors of your Company (‘the Board’) at the compliance with the applicable provisions of the Sexual Harassment
meeting held on 13th July, 2022 appointed Mr. Supratim Dutta of Women at Workplace (Prevention, Prohibition and Redressal)
(DIN: 01804345) as an Additional Director and also as the Act, 2013. During the year under review, no complaint for sexual
Chairman of the Company with effect from 22nd July, 2022. harassment was received.
In accordance with Section 161 of the Companies Act, 2013 8. RISK MANAGEMENT
(‘the Act’) and Article 130 of the Articles of Association of the
The Company’s risk management framework addresses risk intrinsic
Company, Mr. Dutta will vacate office at the ensuing Annual
to operations, financials and compliances arising out of the overall
General Meeting (‘AGM’) and is eligible for appointment as a
strategy of the Company.
Director of the Company.
Management of risks vests with the executive management which is
The Board at the meeting held on 21st April, 2023
responsible for the day-to-day conduct of the affairs of the Company,
recommended for the approval of the Members, the
within the overall framework approved by the Board. The Internal
appointment of Mr. Dutta as a Non-Executive Director of your
Auditor of the Company periodically carries out risk focused audits
Company, liable to retire by rotation. Requisite Notice under
Section 160 of the Act has been received by the Company for with the objective of identifying areas where risk management
the appointment of Mr. Dutta, who has filed his consent to act processes could be further strengthened. The Board annually reviews
as a Director of your Company, if appointed. the effectiveness of the Company’s risk management systems and
policies.
Appropriate resolution seeking your approval to the aforesaid
appointment is appearing in the Notice convening the 9. INTERNAL FINANCIAL CONTROLS
ensuing AGM of the Company. Your Company has in place adequate internal financial controls
Mr. Rajiv Tandon (DIN: 00042227), consequent to his with respect to the financial statements, commensurate with its
retirement from the services of ITC Limited, the ultimate size and scale of operations. The Internal Auditor of the Company
Holding Company, stepped down as the Chairman and periodically evaluates the adequacy and effectiveness of
Non-Executive Director of your Company with effect internal financial controls. The Board which provides guidance
from 22nd July, 2022. Your Directors place on record their on internal controls, also reviews internal audit findings and
appreciation for the valuable contribution made by implementation of internal audit recommendations, if any.
Mr. Tandon during his tenure with the Company. During the year, the internal financial controls in the Company with
(b) Changes in Key Managerial Personnel respect to the financial statements were tested and no material
weakness in the design or operation of such controls was observed.
During the year, there were no changes in the Key Managerial Nonetheless, your Company recognises that any internal financial
Personnel of the Company. control framework, no matter how well designed, has inherent
(c) Retirement by Rotation limitations and accordingly, regular audit and review processes
In accordance with the provisions of Section 152 of the are undertaken to ensure that such systems are reinforced on an
Act read with the Articles of Association of the Company, ongoing basis.
Ms. Nidhi Bajaj (DIN: 02171721), Director, will retire by 10. PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS
rotation at the ensuing AGM of the Company, and being
During the year ended 31st March, 2023, the Company has neither
eligible, offers herself for re-election. Your Board has
given any loan or guarantee nor has made any investment under
recommended her re-election.
Section 186 of the Act.
(d) Board evaluation
11. RELATED PARTY TRANSACTIONS
The Board carried out annual performance evaluation of its
The details of material related party transactions entered into by the
own performance and that of the individual Directors, as
Company during the year ended 31st March, 2023 in the prescribed
required under Section 134 of the Act, based on the criteria
Form No. AOC-2 are enclosed under Annexure 2 to this Report.
approved by the Board.

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 GREENACRE HOLDINGS LIMITED

12. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE 15. COMPLIANCE WITH SECRETARIAL STANDARDS
REGULATORS / COURTS / TRIBUNALS
The Company is in compliance with the applicable Secretarial
During the year under review, no significant or material orders were Standards issued by the Institute of Company Secretaries of India
passed by the Regulators / Courts / Tribunals impacting the going
and approved by the Central Government under Section 118 of the
concern status of the Company and its future operations.
Act.
13. COST RECORDS
16. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION,
The Company is not required to maintain cost records in terms of
FOREIGN EXCHANGE EARNINGS AND OUTGO
Section 148 of the Act read with the Companies (Cost Records and
Audit) Rules, 2014. Considering the nature of business of your Company, no comment
14. STATUTORY AUDITORS is required on conservation of energy and technology absorption.
Messrs. S R B C & CO LLP, Chartered Accountants (‘SRBC’), were During the year under review, there has been no foreign exchange
appointed as the Auditors of your Company at the 33rd AGM earnings or outflow.
held on 20th June, 2019 to hold such office till the conclusion of
the 38th AGM. Pursuant to Section 142 of the Act, the Board has On behalf of the Board
recommended for the approval of the Members, remuneration
S. DUTTA Chairman
of SRBC for the financial year 2023-24. Appropriate resolution in
respect of the same is being placed for your approval at the ensuing Dated: 21st April, 2023 J. SINGH Director
AGM of the Company.

Annexure 1 to the Report of the Board of Directors for the financial year ended 31st March, 2023
[Information pursuant to Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014]

Name Age Designation Gross Net Qualifications Experience Date of Previous Employment /
(Years) Remuneration Remuneration (Years) commencement Position held
(`) (`) of employment /
deputation
1 2 3 4 5 6 7 8 9
M. Seth * 42 Chief Financial Officer 70,45,048/- 44,17,269/- B. Com (Hons.), A.C.A., 17 01.01.2015 ITC Limited - Manager
CISA, CISM (Finance)
A. Bhattacharya 54 Finance Manager 14,17,467/- 11,27,101/- B. Com, P.G.D.P. 28 01.10.1997 --
(Insurance & Risk Mngt.)
L. R. Basa * 29 Manager and 13,39,349/- 11,15,646/- B.Com (Hons.), A.C.S. 4 01.01.2022 Aditya Birla Fashion and
Company Secretary Retail Limited – Senior
Executive
A. Kanjilal 50 Senior Security & 13,04,670/- 10,91,968/- B.A. 31 16.02.2015 IBM India Private Limited
Fire Officer - Site Security Leader
S. K. Singh 56 Assistant Manager – 8,93,064/- 6,75,724/- Madhyamik 26 01.10.1997 --
Admin
S. Bhattacharya# 60 Maintenance 8,35,077/- 7,68,599/- B.Sc. (Hons.) 32 16.04.1992 --
Superintendent
G. B. Das 55 Maintenance 6,69,829/- 5,82,681/- Madhyamik 32 01.11.1991 --
Superintendent
S. Chatterjee 42 Maintenance 6,65,192/- 6,04,646/- Madhyamik 19 16.07.2021 Welcome Dealer Private
Superintendent Limited – Executive, TSP
Office
B. Barash 42 Project Engineer 6,37,537/- 5,52,355/- H.S., Diploma in 18 01.09.2017 Touch Point Consultancy
Architecture Private Limited - Assistant
Project Manager
S. Lama 49 Administrative 6,28,363/- 5,41,763/- H.S. 26 01.10.1997 --
Assistant
* On deputation from ITC Limited, the ultimate Holding Company (‘ITC’).
#
Retired on 5th February, 2023.
Notes:
a. Gross remuneration includes salary, variable pay / performance bonus, long-term incentives, allowances, contribution to provident fund and other
benefits / applicable perquisites borne by the Company, except provisions for gratuity and leave encashment which are actuarially determined on an
overall Company basis. The term ‘remuneration’ has the meaning assigned to it under the Companies Act, 2013.
b. Net remuneration comprises cash income less tax deducted at source and employee’s own contribution to provident fund.
c. The Chief Financial Officer has been granted Stock Options by ITC under its Employee Stock Option Schemes at ‘market price’ [within the meaning of
the Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021]. Since these Stock Options are not
tradeable, no perquisite or benefit is immediately conferred upon the employee by grant of such Options and accordingly, the said grant has not been
considered as remuneration.
d. All appointments (except deputed employees) are / were contractual in accordance with terms and conditions as per the Company’s rules.
e. The aforesaid employees are / were neither relative of any Director / Manager of the Company nor hold any equity share in the Company.
On behalf of the Board
S. DUTTA Chairman
Dated: 21st April, 2023 J. SINGH Director

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 GREENACRE HOLDINGS LIMITED

Annexure 2 to the Report of the Board of Directors for the financial year ended 31st March, 2023
FORM NO. AOC-2
[Pursuant to Section 134(3)(h) of the Companies Act, 2013 and Rule 8(2) of the Companies (Accounts) Rules, 2014]
Form for disclosure of particulars of contracts / arrangements entered into by the Company with related parties referred to in sub-section (1) of
Section 188 of the Companies Act, 2013 including certain arm’s length transactions under third proviso thereto
1. Details of contracts or arrangements or transactions not at arm’s length basis
a) Name(s) of the related party and nature of relationship
b) Nature of contracts / arrangements / transactions
c) Duration of the contracts / arrangements / transactions
d) Salient terms of the contracts or arrangements or transactions including the value, if any NIL
e) Justification for entering into such contracts or arrangements or transactions
f) Date(s) of approval by the Board
g) Amount paid as advances, if any
h) Date on which the resolution was passed in general meeting as required under first proviso to
Section 188

2. Details of material contracts or arrangements or transactions at arm’s length basis

a) Name(s) of the related party and nature of relationship ITC Limited, the ultimate Holding Company (ITC)
b) Nature of the contracts / arrangements / transactions Maintenance of ITC Centre, Kolkata Purchase of services related to
and certain other properties owned Engineering, Procurement and
by ITC. Construction Management (EPCM).
c) Duration of the contracts / arrangements / transactions Maintenance of ITC Centre – EPCM Master Service Agreement
1st August, 2022 to 31st July, 2023 dated 19th August, 2020
Maintenance of other Properties –
1st April, 2022 to 31st March, 2023
d) Salient terms of the contracts or arrangements or transactions Value of transaction during the year – Value of transaction during the year –
including the value, if any ` 312.48 lakhs ` 302.93 lakhs
e) Date(s) of approval by the Board, if any 22nd January, 2022 15th January, 2020
f) Amount paid as advances, if any Nil Nil

On behalf of the Board

S. DUTTA Chairman
Dated: 21st April, 2023 J. SINGH Director

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 GREENACRE HOLDINGS LIMITED

INDEPENDENT AUDITOR’S REPORT

TO THE MEMBERS OF GREENACRE HOLDINGS LIMITED
• Conclude on the appropriateness of management’s use of the going concern basis
Report on the Audit of the Ind AS Financial Statements of accounting and, based on the audit evidence obtained, whether a material
uncertainty exists related to events or conditions that may cast significant doubt
Opinion on the Company’s ability to continue as a going concern. If we conclude that
We have audited the accompanying Ind AS financial statements of Greenacre Holdings a material uncertainty exists, we are required to draw attention in our auditor’s
Limited (“the Company”), which comprise the Balance sheet as at March 31, 2023, report to the related disclosures in the Ind AS financial statements or, if such
the Statement of Profit and Loss, including the statement of Other Comprehensive disclosures are inadequate, to modify our opinion. Our conclusions are based
Income, the Cash Flow Statement and the Statement of Changes in Equity for the on the audit evidence obtained up to the date of our auditor’s report. However,
future events or conditions may cause the Company to cease to continue as a
year then ended, and notes to the Ind AS financial statements, including a summary
going concern.
of significant accounting policies and other explanatory information.
• Evaluate the overall presentation, structure and content of the Ind AS financial
In our opinion and to the best of our information and according to the explanations statements, including the disclosures, and whether the Ind AS financial
given to us, the aforesaid Ind AS financial statements give the information required by statements represent the underlying transactions and events in a manner that
the Companies Act, 2013, as amended (“the Act”) in the manner so required and give achieves fair presentation.
a true and fair view in conformity with the accounting principles generally accepted in We communicate with those charged with governance regarding, among other
India, of the state of affairs of the Company as at March 31, 2023, its profit including matters, the planned scope and timing of the audit and significant audit findings,
other comprehensive income, its cash flows and the changes in equity for the year including any significant deficiencies in internal control that we identify during our
ended on that date. audit.
Basis for Opinion We also provide those charged with governance with a statement that we have
complied with relevant ethical requirements regarding independence, and to
We conducted our audit of the Ind AS financial statements in accordance with communicate with them all relationships and other matters that may reasonably be
the Standards on Auditing (SAs), as specified under Section 143(10) of the Act. thought to bear on our independence, and where applicable, related safeguards.
Our responsibilities under those Standards are further described in the ‘Auditor’s
Responsibilities for the Audit of the Ind AS Financial Statements’ section of our Report on Other Legal and Regulatory Requirements
report. We are independent of the Company in accordance with the ‘Code of Ethics’ 1. As required by the Companies (Auditor’s Report) Order, 2020 (“the Order”),
issued by the Institute of Chartered Accountants of India together with the ethical issued by the Central Government of India in terms of sub-section (11) of Section
requirements that are relevant to our audit of the Ind AS financial statements under 143 of the Act, we give in the “Annexure 1”a statement on the matters specified
the provisions of the Act and the Rules thereunder, and we have fulfilled our other in paragraphs 3 and 4 of the Order.
ethical responsibilities in accordance with these requirements and the Code of Ethics. 2. As required by Section 143(3) of the Act, we report that:
We believe that the audit evidence we have obtained is sufficient and appropriate to (a) We have sought and obtained all the information and explanations which
provide a basis for our audit opinion on the Ind AS financial statements. to the best of our knowledge and belief were necessary for the purposes of
Information Other than the Financial Statements and Auditor’s Report Thereon our audit;
(b) In our opinion, proper books of account as required by law have been kept
The Company’s Board of Directors is responsible for the other information. The other
by the Company so far as it appears from our examination of those books;
information comprises the information included in the Board report, but does not
include the Ind AS financial statements and our auditor’s report thereon. (c) The Balance Sheet, the Statement of Profit and Loss including the Statement
of Other Comprehensive Income, the Cash Flow Statement and Statement
Our opinion on the Ind AS financial statements does not cover the other information of Changes in Equity dealt with by this Report are in agreement with the
and we do not express any form of assurance conclusion thereon. books of account;
In connection with our audit of the Ind AS financial statements, our responsibility is to (d) In our opinion, the aforesaid Ind AS financial statements comply with the
read the other information and, in doing so, consider whether such other information Accounting Standards specified under Section 133 of the Act, read with
is materially inconsistent with the Ind AS financial statements or our knowledge Companies (Indian Accounting Standards) Rules, 2015, as amended;
obtained in the audit or otherwise appears to be materially misstated. If, based on (e) On the basis of the written representations received from the directors as
the work we have performed, we conclude that there is a material misstatement of on March 31, 2023 taken on record by the Board of Directors, none of the
this other information, we are required to report that fact. We have nothing to report directors is disqualified as on March 31, 2023 from being appointed as a
in this regard. director in terms of Section 164 (2) of the Act;
Responsibility of Management for the Ind AS Financial Statements (f) With respect to the adequacy of the internal financial controls with reference
The Company’s Board of Directors is responsible for the matters stated in Section to these Ind AS financial statements and the operating effectiveness of such
controls, refer to our separate Report in “Annexure 2” to this report;
134(5) of the Act with respect to the preparation of these Ind AS financial statements
that give a true and fair view of the financial position, financial performance including (g) In our opinion, the Company has not paid/provided any managerial
other comprehensive income, cash flows and changes in equity of the Company in remuneration to its directors during the year and hence the provisions
of Section 197 read with Schedule V to the Act are not applicable to the
accordance with the accounting principles generally accepted in India, including
Company for the year ended March 31, 2023;
the Indian Accounting Standards (Ind AS) specified under Section 133 of the Act
read with the Companies (Indian Accounting Standards) Rules, 2015, as amended. (h) With respect to the other matters to be included in the Auditor’s Report
in accordance with Rule 11 of the Companies (Audit and Auditors) Rules,
This responsibility also includes maintenance of adequate accounting records
2014, as amended, in our opinion and to the best of our information and
in accordance with the provisions of the Act for safeguarding of the assets of the according to the explanations given to us:
Company and for preventing and detecting frauds and other irregularities; selection
i. The Company does not have any pending litigations which would
and application of appropriate accounting policies; making judgments and estimates
impact its financial position;
that are reasonable and prudent; and the design, implementation and maintenance
ii. The Company did not have any long-term contracts including
of adequate internal financial controls, that were operating effectively for ensuring derivative contracts for which there were any material foreseeable
the accuracy and completeness of the accounting records, relevant to the preparation losses;
and presentation of the Ind AS financial statements that give a true and fair view and iii. There were no amounts which were required to be transferred to the
are free from material misstatement, whether due to fraud or error. Investor Education and Protection Fund by the Company.
In preparing the Ind AS financial statements, management is responsible for assessing iv. a) The management has represented that, to the best of its knowledge
the Company’s ability to continue as a going concern, disclosing, as applicable, and belief, no funds have been advanced or loaned or invested (either
matters related to going concern and using the going concern basis of accounting from borrowed funds or share premium or any other sources or kind
unless management either intends to liquidate the Company or to cease operations, of funds) by the Company to or in any other person(s) or entity(ies),
or has no realistic alternative but to do so. including foreign entities (“Intermediaries”), with the understanding,
whether recorded in writing or otherwise, that the Intermediary shall,
Those Board of Directors are also responsible for overseeing the Company’s financial
whether, directly or indirectly lend or invest in other persons or entities
reporting process. identified in any manner whatsoever by or on behalf of the Company
Auditor’s Responsibilities for the Audit of the Ind AS Financial Statements (“Ultimate Beneficiaries”) or provide any guarantee, security or the like
Our objectives are to obtain reasonable assurance about whether the Ind AS financial on behalf of the Ultimate Beneficiaries;
statements as a whole are free from material misstatement, whether due to fraud b) The management has represented that, to the best of its knowledge
or error, and to issue an auditor’s report that includes our opinion. Reasonable and belief, no funds have been received by the Company from any
assurance is a high level of assurance, but is not a guarantee that an audit conducted person(s) or entity(ies), including foreign entities (“Funding Parties”),
in accordance with SAs will always detect a material misstatement when it exists. with the understanding, whether recorded in writing or otherwise,
Misstatements can arise from fraud or error and are considered material if, individually that the Company shall, whether, directly or indirectly, lend or invest in
or in the aggregate, they could reasonably be expected to influence the economic other persons or entities identified in any manner whatsoever by or on
behalf of the Funding Party (“Ultimate Beneficiaries”) or provide any
decisions of users taken on the basis of these Ind AS financial statements.
guarantee, security or the like on behalf of the Ultimate Beneficiaries;
As part of an audit in accordance with SAs, we exercise professional judgment and and
maintain professional skepticism throughout the audit. We also: c) Based on such audit procedures performed that have been considered
• Identify and assess the risks of material misstatement of the Ind AS financial reasonable and appropriate in the circumstances, nothing has come to
statements, whether due to fraud or error, design and perform audit procedures our notice that has caused us to believe that the representations under
responsive to those risks, and obtain audit evidence that is sufficient and sub-clause (a) and (b) contain any material misstatement.
appropriate to provide a basis for our opinion. The risk of not detecting a material v. No dividend has been declared or paid during the year by the Company.
misstatement resulting from fraud is higher than for one resulting from error, as vi. As proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 is
fraud may involve collusion, forgery, intentional omissions, misrepresentations, applicable for the Company only w.e.f. April 1, 2023, reporting under
or the override of internal control. this clause is not applicable.
• Obtain an understanding of internal control relevant to the audit in order
to design audit procedures that are appropriate in the circumstances. Under For S R B C & CO LLP
Section 143(3)(i) of the Act, we are also responsible for expressing our opinion Chartered Accountants
on whether the Company has adequate internal financial controls with reference ICAI Firm Registration Number: 324982E/E300003
to Ind AS financial statements in place and the operating effectiveness of such per Anant Acharya
controls.
Partner
• Evaluate the appropriateness of accounting policies used and the reasonableness Place of Signature: Mumbai Membership Number: 124790
of accounting estimates and related disclosures made by management. Date: April 21, 2023 UDIN: 23124790BGVIKC8504

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 GREENACRE HOLDINGS LIMITED

ANNEXURE 1 REFERRED TO IN PARAGRAPH 1 UNDER THE HEADING “REPORT (e) The Company does not have any subsidiary, associate or joint venture.
ON OTHER LEGAL AND REGULATORY REQUIREMENTS” OF OUR REPORT OF Accordingly, the requirement to report on clause 3(ix)(e) and (f) of the
EVEN DATE Order are not applicable to the Company.

Re: Greenacre Holdings Limited (“the Company”) (x) (a) The Company has not raised any money during the year by way of initial
public offer / further public offer (including debt instruments) hence, the
In terms of the information and explanations sought by us and given by the company requirement to report on clause 3(x)(a) of the Order is not applicable to the
and the books of account and records examined by us in the normal course of audit Company.
and to the best of our knowledge and belief, we state that:
(b) The Company has not made any preferential allotment or private placement
(i) (a) A) The Company has maintained proper records showing full particulars, of shares /fully or partially or optionally convertible debentures during the
including quantitative details and situation of Property, Plant and year under audit and hence, the requirement to report on clause 3(x)(b) of
Equipment. the Order is not applicable to the Company.
B) The Company has not capitalised any intangible assets in the books of (xi) (a) No fraud by the Company or no fraud on the Company has been noticed
the Company and accordingly, the requirement to report on clause 3(i) or reported during the year.
(a)(B) of the Order is not applicable to the Company.
(b) During the year, no report under sub-section (12) of Section 143 of the
(b) Property, Plant and Equipment have been physically verified by the
Companies Act, 2013 has been filed by cost auditor/ secretarial auditor or
management during the year and no material discrepancies were identified
on such verification. by us in Form ADT – 4 as prescribed under Rule 13 of Companies (Audit and
Auditors) Rules, 2014 with the Central Government.
(c) The title deeds of all the immovable properties (other than properties where
the Company is the lessee and the lease agreements are duly executed in (c) As represented to us by the management, there are no whistle blower
favour of the lessee) are held in the name of the Company. complaints received by the Company during the year.
(d) The Company has not revalued its Property, Plant and Equipment (including (xii) The Company is not a nidhi company as per the provisions of the Companies
Right of use assets) or intangible assets during the year ended March 31, Act, 2013. Therefore, the requirement to report on clause 3(xii)(a), (b) and
2023. (c) of the Order are not applicable to the Company.
(e) There are no proceedings initiated or are pending against the Company (xiii) Transactions with the related parties are in compliance with Sections 188 of
for holding any benami property under the Prohibition of Benami Property Companies Act, 2013 where applicable and the details have been disclosed
Transactions Act, 1988 and rules made thereunder.
in the notes to the Ind AS financial statements, as required by the applicable
(ii) (a) The Company’s business does not require maintenance of inventories and, accounting standards. The provisions of Section 177 are not applicable to
accordingly, the requirement to report on clause 3(ii)(a) of the Order is not the Company and accordingly the requirements to report under clause
applicable to the Company. 3(xiii) of the Order insofar as it relates to Section 177 of the Act is not
(b) The Company has not been sanctioned working capital limits in excess applicable to the Company.
of Rs. five crores in aggregate from banks or financial institutions during
(xiv) (a) The Company has implemented internal audit system on a voluntary basis
any point of time of the year on the basis of security of current assets.
Accordingly, the requirement to report on clause 3(ii)(b) of the Order is not which is commensurate with the size of the Company and the nature of its
applicable to the Company. business though it is not required to have an internal audit system under the
provisions of Section 138 of the Companies Act, 2013. The requirement to
(iii) (a) During the year the Company has not provided loans, advances in the
report under clause 3(xiv)(a) of the Order is not applicable to the Company.
nature of loans, stood guarantee or provided security to companies,
firms, limited liability partnerships or any other parties. Accordingly, the (b) The internal audit reports of the Company issued till the date of audit
requirement to report on clause 3(iii)(a) of the Order is not applicable to the report, for the period under audit have been considered by us.
Company.
(xv) The Company has not entered into any non-cash transactions with its
(b) During the year the Company has not made investments, provided directors or persons connected with its directors and hence requirement to
guarantees, provided security and granted loans and advances in the nature report on clause 3(xv) of the Order is not applicable to the Company.
of loans to companies, firms, limited liability partnerships or any other
parties. Accordingly, the requirement to report on clause 3(iii)(b) of the (xvi) (a) The provisions of Section 45-IA of the Reserve Bank of India Act, 1934 (2 of
Order is not applicable to the Company. 1934) are not applicable to the Company. Accordingly, the requirement to
(c) The Company has not granted loans and advances in the nature of loans report on clause 3(xvi)(a) of the Order is not applicable to the Company.
to companies, firms, limited liability partnerships or any other parties. (b) The Company has not conducted any Non-Banking Financial or Housing
Accordingly, the requirement to report on clause 3(iii)(c), (d), (e) and (f) of Finance activities without obtaining a valid Certificate of Registration (CoR)
the Order are not applicable to the Company. from the Reserve Bank of India as per the Reserve Bank of India Act, 1934.
(iv) There are no loans, investments, guarantees, and security in respect of (c) The Company is not a Core Investment Company as defined in the
which provisions of Sections 185 and 186 of the Companies Act, 2013 are
regulations made by Reserve Bank of India. Accordingly, the requirement to
applicable and accordingly, the requirement to report on clause 3(iv) of the
Order is not applicable to the Company. report on clause 3(xvi)(c) of the Order is not applicable to the Company.

(v) The Company has neither accepted any deposits from the public nor (d) There is no Core Investment Company as a part of the Group, hence, the
accepted any amounts which are deemed to be deposits within the requirement to report on clause 3(xvi)(d) of the Order is not applicable to
meaning of Sections 73 to 76 of the Companies Act and the rules made the Company.
thereunder, to the extent applicable. Accordingly, the requirement to report (xvii) The Company has not incurred cash losses in the current year and in the
on clause 3(v) of the Order is not applicable to the Company.
immediately preceding financial year.
(vi) The Company is not in the business of sale of any goods or provision of such
(xviii) There has been no resignation of the statutory auditors during the year and
services as prescribed. Accordingly, the requirement to report on clause
3(vi) of the Order is not applicable to the Company. accordingly requirement to report on Clause 3(xviii) of the Order is not
applicable to the Company.
(vii) (a) The Company is regular in depositing with appropriate authorities
undisputed statutory dues including goods and services tax, provident (xix) On the basis of the financial ratios disclosed in note 19(viii) to the Ind AS
fund, employees’ state insurance, income-tax, and other statutory dues financial statements, ageing and expected dates of realization of financial
applicable to it. Customs duty and excise duty are not applicable to the assets and payment of financial liabilities, other information accompanying
Company. According to the information and explanations given to us the Ind AS financial statements, our knowledge of the Board of Directors
and based on audit procedures performed by us, no undisputed amounts and management plans and based on our examination of the evidence
payable in respect of these statutory dues were outstanding, at the year supporting the assumptions, nothing has come to our attention, which
end, for a period of more than six months from the date they became causes us to believe that any material uncertainty exists as on the date of the
payable.
audit report that Company is not capable of meeting its liabilities existing
(b) There are no dues of goods and services tax, provident fund, employees’ at the date of balance sheet as and when they fall due within a period of
state insurance, income-tax, customs duty, cess, and other statutory dues one year from the balance sheet date. We, however, state that this is not an
which have not been deposited on account of any dispute. assurance as to the future viability of the Company. We further state that
(viii) The Company has not surrendered or disclosed any transaction, previously our reporting is based on the facts up to the date of the audit report and we
unrecorded in the books of account, in the tax assessments under the neither give any guarantee nor any assurance that all liabilities falling due
Income Tax Act, 1961 as income during the year. Accordingly, the within a period of one year from the balance sheet date, will get discharged
requirement to report on clause 3(viii) of the Order is not applicable to the by the Company as and when they fall due.
Company.
(xx) The provisions of Section 135 of the Companies Act, 2013 are not applicable
(ix) (a) The Company did not have any outstanding loans or borrowings or interest
to the Company. Accordingly, the requirement to report on clause 3(xx)(a)
thereon due to any lender during the year. Accordingly, the requirement to
report on clause (ix)(a) of the Order is not applicable to the Company. and (b) of the Order are not applicable to the Company.
(b) The Company has not been declared willful defaulter by any bank or For S R B C & CO LLP
financial institution or government or any government authority.
Chartered Accountants
(c) The Company did not have any term loans outstanding during the year ICAI Firm Registration Number: 324982E/E300003
hence, the requirement to report on clause (ix)(c) of the Order is not
applicable to the Company. per Anant Acharya
Partner
(d) The Company did not raise any funds during the year hence, the
requirement to report on clause (ix)(d) of the Order is not applicable to the Place of Signature: Mumbai Membership Number: 124790
Company. Date: April 21, 2023 UDIN: 23124790BGVIKC8504

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 GREENACRE HOLDINGS LIMITED

ANNEXURE 2 TO THE INDEPENDENT AUDITOR’S REPORT OF EVEN DATE ON THE Meaning of Internal Financial Controls With Reference to these Ind AS Financial
IND AS FINANCIAL STATEMENTS OF GREENACRE HOLDINGS LIMITED Statements
Report on the Internal Financial Control sunder Clause (i) of Sub-section 3 of
Section 143 of the Companies Act, 2013 (“the Act”) A company’s internal financial controls with reference to Ind AS financial statements is
a process designed to provide reasonable assurance regarding the reliability of financial
We have audited the internal financial controls with reference to Ind AS financial reporting and the preparation of Ind AS financial statements for external purposes
statements of Greenacre Holdings Limited (“the Company”) as of March 31, 2023 in
in accordance with generally accepted accounting principles. A company’s internal
conjunction with our audit of the Ind AS financial statements of the Company for the
financial controls with reference to Ind AS financial statements includes those policies
year ended on that date.
and procedures that (1) pertain to the maintenance of records that, in reasonable
Management’s Responsibility for Internal Financial Controls detail, accurately and fairly reflect the transactions and dispositions of the assets of
the company; (2) provide reasonable assurance that transactions are recorded as
The Company’s Management is responsible for establishing and maintaining internal necessary to permit preparation of Ind AS financial statements in accordance with
financial controls based on the internal control over financial reporting criteria
generally accepted accounting principles, and that receipts and expenditures of the
established by the Company considering the essential components of internal control
stated in the Guidance Note on Audit of Internal Financial Controls Over Financial company are being made only in accordance with authorisations of management and
Reporting issued by the Institute of Chartered Accountants of India (“ICAI”). These directors of the company; and (3) provide reasonable assurance regarding prevention
responsibilities include the design, implementation and maintenance of adequate or timely detection of unauthorised acquisition, use, or disposition of the company’s
internal financial controls that were operating effectively for ensuring the orderly assets that could have a material effect on the Ind AS financial statements.
and efficient conduct of its business, including adherence to the Company’s policies,
the safeguarding of its assets, the prevention and detection of frauds and errors, the Inherent Limitations of Internal Financial Controls With Reference to Ind AS
accuracy and completeness of the accounting records, and the timely preparation of Financial Statements
reliable financial information, as required under the Companies Act, 2013.
Because of the inherent limitations of internal financial controls with reference to
Auditor’s Responsibility Ind AS financial statements, including the possibility of collusion or improper
management override of controls, material misstatements due to error or fraud may
Our responsibility is to express an opinion on the Company’s internal financial
occur and not be detected. Also, projections of any evaluation of the internal financial
controls with reference to these Ind AS financial statements based on our audit. We
controls with reference to Ind AS financial statements to future periods are subject to
conducted our audit in accordance with the Guidance Note on Audit of Internal
Financial Controls Over Financial Reporting (the “Guidance Note”) and the Standards the risk that the internal financial control with reference to Ind AS financial statements
on Auditing, as specified under Section 143(10) of the Act, to the extent applicable may become inadequate because of changes in conditions, or that the degree of
to an audit of internal financial controls, both issued by ICAI. Those Standards and compliance with the policies or procedures may deteriorate.
the Guidance Note require that we comply with ethical requirements and plan and
perform the audit to obtain reasonable assurance about whether adequate internal Opinion
financial controls with reference to these Ind AS financial statements was established
In our opinion, the Company has, in all material respects, adequate internal financial
and maintained and if such controls operated effectively in all material respects.
controls with reference to Ind AS financial statements and such internal financial
Our audit involves performing procedures to obtain audit evidence about the controls with reference to Ind AS financial statements were operating effectively as
adequacy of the internal financial controls with reference to these Ind AS financial at March 31, 2023, based on the internal control over financial reporting criteria
statements and their operating effectiveness. Our audit of internal financial controls established by the Company considering the essential components of internal control
with reference to Ind AS financial statements included obtaining an understanding stated in the Guidance Note issued by the ICAI.
of internal financial controls with reference to these Ind AS financial statements,
assessing the risk that a material weakness exists, and testing and evaluating the For S R B C & CO LLP
design and operating effectiveness of internal control based on the assessed risk. The
Chartered Accountants
procedures selected depend on the auditor’s judgement, including the assessment of
the risks of material misstatement of the Ind AS financial statements, whether due to ICAI Firm Registration Number: 324982E/E300003
fraud or error. per Anant Acharya
Partner
We believe that the audit evidence we have obtained is sufficient and appropriate to
provide a basis for our audit opinion on the Company’s internal financial controls with Place of Signature: Mumbai Membership Number: 124790
reference to these Ind AS financial statements. Date: April 21, 2023 UDIN: 23124790BGVIKC8504

206
 GREENACRE HOLDINGS LIMITED

BALANCE SHEET AS AT 31ST MARCH, 2023

Note As at As at
31st March, 2023 31st March, 2022
(` in lakhs) (` in lakhs)
ASSETS
Non-current assets
(a) Property, plant and equipment 3 1,728.52 1,732.87
(b) Deferred tax assets (Net) 4 5.33 5.93
(c) Financial assets
(i) Others 5 1,380.00 –
(d) Other non-current assets 6 277.42 271.69
Current assets
(a) Financial assets
(i) Investments 7 3,534.44 3,361.18
(ii) Trade receivables 8 45.50 109.93
(iii) Cash and cash equivalents 9 7.54 13.83
(iv) Others 5 17.84 3,605.32 – 3,484.94
(b) Other current assets 6 19.24 23.17
TOTAL ASSETS 7,015.83 5,518.60
EQUITY AND LIABILITIES
Equity
(a) Equity share capital 10 4,206.02 4,206.02
(b) Other equity 1,262.82 5,468.84 1,063.07 5,269.09
Liabilities
Non-current liabilities
(a) Financial liabilities
Other financial liabilities 11 25.46 81.27
(b) Provisions 12 20.94 19.36
Current liabilities
(a) Financial liabilities
(i) Trade payables
Total outstanding dues of creditors other than
micro enterprises and small enterprises 43.62 118.36
(ii) Other financial liabilities 11 1,442.82 1,486.44 5.35 123.71
(b) Provisions 12 1.46 2.81
(c) Other current liabilities 13 12.69 22.36
TOTAL EQUITY AND LIABILITIES 7,015.83 5,518.60
The accompanying notes 1 to 21 are an integral part of the Financial Statements.
In terms of our report attached On behalf of the Board
For S R B C & CO LLP
Chartered Accountants S. DUTTA Chairman J. SINGH Director

Firm Registration Number : 324982E/E300003
Anant Acharya
Partner M. SETH Chief Financial Officer L. R. BASA Manager & Company Secretary
Mumbai, April 21, 2023 Kolkata, April 21, 2023
STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED 31ST MARCH, 2023
Note For the year ended For the year ended
31st March, 2023 31st March, 2022
(` in lakhs) (` in lakhs)
I Revenue from operations 14 595.02 639.22
II Other income 15 234.93 169.40
III Total income (I+II) 829.95 808.62
IV EXPENSES
Maintenance and service expense 332.37 356.59
Employee benefits expense 16 249.77 219.69
Depreciation expense 4.35 4.35
Other expenses 17 36.65 33.44
Total expenses (IV) 623.14 614.07
V Profit before tax (III - IV) 206.81 194.55
VI Tax expense:
Current tax 18A 7.00 15.11
Deferred tax 18A 0.46 0.83
VII Profit for the year (V - VI) 199.35 178.61
VIII Other Comprehensive (Loss) / Income
A (i) Items that will not be reclassified to profit or loss:
- Remeasurements of defined benefit plans 0.54 (1.11 )
(ii) Income tax relating to items that will not be
reclassified to profit or loss 18B (0.14 ) 0.28
Other Comprehensive (Loss) / Income [A (i)+(ii)] 0.40 (0.83)
IX Total Comprehensive Income for the year (VII+VIII) 199.75 177.78
X Earnings per equity share (Face Value ` 10.00 each):
- Basic and Diluted (in `) 0.47 0.42
The accompanying notes 1 to 21 are an integral part of the Financial Statements.
In terms of our report attached On behalf of the Board
For S R B C & CO LLP
Chartered Accountants S. DUTTA Chairman J. SINGH Director

Firm Registration Number : 324982E/E300003
Anant Acharya
Partner M. SETH Chief Financial Officer L. R. BASA Manager & Company Secretary
Mumbai, April 21, 2023 Kolkata, April 21, 2023

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 GREENACRE HOLDINGS LIMITED

STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31ST MARCH, 2023
A. Equity Share capital (` in lakhs)
Balance at the Changes in equity Balance at the
beginning of the share capital during end of the
reporting year the year reporting year
For the year ended 31st March, 2023 4,206.02 – 4,206.02
For the year ended 31st March, 2022 4,206.02 – 4,206.02

B. Other Equity (` in lakhs)

Reserves & Surplus
FY 2022-23 Total
Retained Earnings
Balance as at 1st April, 2022 1,063.07 1,063.07
Profit for the year 199.35 199.35
Other Comprehensive Income (net of tax) 0.40 0.40
Total Comprehensive Income for the year 199.75 199.75
Balance as at 31st March, 2023 1,262.82 1,262.82

Reserves & Surplus

FY 2021-22 Total
Retained Earnings
Balance as at 1st April, 2021 885.29 885.29
Profit for the year 178.61 178.61
Other Comprehensive Income (net of tax) (0.83) (0.83)
Total Comprehensive Income for the year 177.78 177.78
Balance as at 31st March, 2022 1,063.07 1,063.07

Retained Earnings: This Reserve represents the cumulative profits of the Company and effects of remeasurement of defined benefit obligations. This Reserve
can be utilised in accordance with the provisions of the Companies Act, 2013.
The accompanying notes 1 to 21 are an integral part of the Financial Statements.

In terms of our report attached On behalf of the Board

For S R B C & CO LLP
Chartered Accountants S. DUTTA Chairman J. SINGH Director

Firm Registration Number : 324982E/E300003
Anant Acharya
Partner M. SETH Chief Financial Officer L. R. BASA Manager & Company Secretary
Mumbai, April 21, 2023 Kolkata, April 21, 2023

208
 GREENACRE HOLDINGS LIMITED

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH, 2023
For the year ended For the year ended
31st March, 2023 31st March, 2022
(` in lakhs) (` in lakhs)
A. Cash Flow from Operating Activities
PROFIT BEFORE TAX 206.81 194.55
ADJUSTMENTS FOR :
Depreciation expense 4.35 4.35
Interest Income on Deposits with Bank (17.84) –
Net gain arising on investments mandatorily measured at
Fair value through profit and loss (FVTPL) (185.39) (136.98)
OPERATING PROFIT BEFORE WORKING CAPITAL CHANGES 7.93 61.92
ADJUSTMENTS FOR :
Other assets 3.94 (20.16)
Other financial liabilities 1,381.66 (0.10)
Trade Payables (74.74) 103.09
Trade Receivables 64.43 (98.50)
Other current liabilities (9.67) 17.35
Provisions 0.77 1.04
CASH GENERATED FROM OPERATIONS 1,374.32 64.64
Income tax paid (12.74) (13.07)
NET CASH GENERATED FROM OPERATING ACTIVITIES 1,361.58 51.57
B. Cash Flow from Investing Activities
Purchase of current investments (3,591.82) (183.00)
Sale / redemption of current investments 3,603.95 140.22
Investment in bank deposits
(Maturity more than 12 months) (1,380.00) –
NET CASH USED IN INVESTING ACTIVITIES (1,367.87) (42.78)
C. Cash Flow from Financing Activities
NET CASH GENERATED FROM / (USED IN) FINANCING ACTIVITIES – –
NET INCREASE/(DECREASE) IN CASH AND CASH EQUIVALENTS (A+B+C) (6.29) 8.79
OPENING CASH AND CASH EQUIVALENTS 13.83 5.04
CLOSING CASH AND CASH EQUIVALENTS (Note 9) 7.54 13.83

The above Cash Flow Statement has been prepared under the “Indirect Method” as set out in Ind AS - 7 “Statement of Cash Flows”.
The accompanying notes 1 to 21 are an integral part of the Financial Statements.

In terms of our report attached On behalf of the Board

For S R B C & CO LLP
Chartered Accountants S. DUTTA Chairman J. SINGH Director

Firm Registration Number : 324982E/E300003
Anant Acharya
Partner M. SETH Chief Financial Officer L. R. BASA Manager & Company Secretary
Mumbai, April 21, 2023 Kolkata, April 21, 2023

209
 GREENACRE HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

Company Information: Financial instruments, Financial assets, Financial liabilities and Equity
Greenacre Holdings Limited, a wholly owned subsidiary of Russell Credit Instruments
Limited, is engaged in infrastructure support services which includes Financial assets and financial liabilities are recognised when the Company
property maintenance, providing engineering, procurement & construction becomes a party to the contractual provisions of the relevant instrument
management services and project management consultancy services. and are initially measured at fair value except for trade receivables that
1. Significant Accounting Policies do not contain a significant financing component, which are measured
at transaction price. Transaction costs that are directly attributable to the
Statement of Compliance acquisition or issue of financial assets and financial liabilities (other than
These financial statements have been prepared in accordance with financial assets and financial liabilities measured at fair value through profit
Indian Accounting Standards (Ind AS) notified under Section 133 of the or loss) are added to or deducted from the fair value on initial recognition
Companies Act, 2013. The financial statements have also been prepared in of financial assets or financial liabilities. Purchase or sale of financial assets
accordance with the relevant presentation requirements of the Companies that require delivery of assets within a time frame established by regulation
Act, 2013. The Company adopted Ind AS from 1st April, 2016. or convention in the market place (regular way trades) are recognised on
the trade date, i.e., the date when the Company commits to purchase or
Basis of Preparation
sell the asset.
The financial statements are prepared in accordance with the historical cost
Financial Assets
convention, except for certain items that are measured at fair values, as
explained in the accounting policies. Recognition: Financial assets include investments, trade receivables,
advances, security deposits, cash and cash equivalents. Such assets are
Fair Value is the price that would be received to sell an asset or paid to initially recognised at fair value or transaction price, as applicable, when
transfer a liability in an orderly transaction between market participants the Company becomes party to contractual obligations. The transaction
at the measurement date, regardless of whether that price is directly price includes transaction costs unless the asset is being fair valued through
observable or estimated using another valuation technique. the Statement of Profit and Loss.
The preparation of financial statements in conformity with Ind AS requires Classification: Management determines the classification of an asset at
management to make judgements, estimates and assumptions that affect initial recognition depending on the purpose for which the assets were
the application of the accounting policies and the reported amounts of acquired. The subsequent measurement of financial assets depends on
assets and liabilities, the disclosure of contingent assets and liabilities at the such classification.
date of the financial statements, and the reported amounts of revenues and
expenses during the year. Actual results could differ from those estimates. Financial assets are classified as those measured at:
The estimates and underlying assumptions are reviewed on an ongoing (a) amortised cost, where the financial assets are held solely for collection
basis. Revisions to accounting estimates are recognised in the period in of cash flows arising from payments of principal and / or interest.
which the estimate is revised if the revision affects only that period; they are (b) fair value through other comprehensive income (FVTOCI), where the
recognised in the period of the revision and future periods, if the revision financial assets are held not only for collection of cash flows arising
affects both current and future periods. from payments of principal and interest but also from the sale of
Operating Cycle such assets. Such assets are subsequently measured at fair value, with
unrealised gains and losses arising from changes in the fair value being
All assets and liabilities have been classified as current or non-current as
recognised in other comprehensive income.
per the Company’s normal operating cycle and other criteria set out in the
Schedule III to the Companies Act, 2013 and Ind AS 1 - Presentation of (c) fair value through profit or loss (FVTPL), where the assets are managed
Financial Statements based on the nature of products or services and the in accordance with an approved investment strategy that triggers
time between the acquisition of assets for processing and their realisation purchase and sale decisions based on their fair value of such assets.
in cash and cash equivalents. Such assets are subsequently measured at fair value, with unrealised
gains and losses arising from changes in the fair value being recognised
Property, Plant and Equipment – Tangible Assets
in the Statement of Profit and Loss in the period in which they arise.
Property, plant and equipment are stated at cost of acquisition or
Advances, security deposits, cash and cash equivalents etc. are classified
construction less accumulated depreciation and impairment, if any. For this
for measurement at amortised cost while investments may fall under any
purpose, cost includes deemed cost which represents the carrying value of
of the aforesaid classes.However, in respect of particular investments in
property, plant and equipment recognised as at 1st April, 2015 measured
equity instruments that would otherwise be measured at fair value through
as per the previous GAAP. profit or loss, an irrevocable election at initial recognition may be made to
Cost is inclusive of inward freight, duties and taxes and incidental expenses present subsequent changes in fair value through other comprehensive
related to acquisition. All upgradation / enhancements are charged off income.
as revenue expenditure unless they bring similar significant additional Impairment: The Company assesses at each reporting date whether a
benefits. financial asset (or a group of financial assets) such as investments, advances
An item of property, plant and equipment is derecognised upon disposal or and security deposits held at amortised cost and financial assets that are
when no future economic benefits are expected to arise from the continued measured at fair value through other comprehensive income are tested
use of asset. Any gain or loss arising on the disposal or retirement of an for impairment based on evidence or information that is available without
item of property, plant and equipment is determined as the difference undue cost or effort. Expected credit losses are assessed and loss allowances
between the sales proceeds and the carrying amount of the asset and is recognised if the credit quality of the financial asset has deteriorated
recognised in Statement of Profit and Loss. significantly since initial recognition.
Depreciation of these assets commences when the assets are ready for their Reclassification: When and only when the business model is changed the
intended use which is generally on commissioning. Items of property, plant Company shall reclassify all affected financial assets prospectively from the
and equipment are depreciated in a manner that amortises the cost of reclassification date as subsequently measured at amortised cost, fair value
the assets after commissioning (or other amount substituted for cost), less through other comprehensive income, fair value through profit or loss
its residual value, over their useful lives as specified in Schedule II of the without restating the previously recognised gains, losses or interest and in
Companies Act, 2013 on a straight-line basis. Land is not depreciated. terms of the reclassification principles laid down in the Ind AS relating to
Financial Instruments.
Property, plant and equipment’s residual values and useful lives are
reviewed at each Balance Sheet date and changes, if any, are treated as De-recognition: Financial assets are de-recognised when the right to
changes in accounting estimate. The estimated useful lives of property, receive cash flows from the assets has expired, or has been transferred, and
plant and equipment of the Company are as follows: the Company has transferred substantially all of the risks and rewards of
ownership. Concomitantly, if the asset is one that is measured at
Buildings 5 - 60 years (a) amortised cost, the gain or loss is recognised in the Statement of Profit
and Loss;
Plant and Equipment 15 years
(b) fair value through other comprehensive income, the cumulative fair
Impairment of Assets value adjustments previously taken to reserves are reclassified to the
Impairment loss, if any, is provided to the extent, the carrying amounts of Statement of Profit and Loss unless the asset represents an equity
assets exceed their recoverable amount. investment in which case the cumulative fair value adjustments
previously taken to reserves is reclassified within equity.
Recoverable amount is higher of an asset’s net selling price and its value
in use. Value in use is the present value of estimated future cash flows Income Recognition: Interest income is recognised in the Statement of
expected to arise from the continuing use of an asset and from its disposal Profit and Loss using the effective interest method. Dividend income is
at the end of its useful life. recognised in the Statement of Profit and Loss when the right to receive
dividend is established.
Impairment losses recognised in prior years are reversed when there is an
indication that the impairment losses recognised no longer exist or have Financial Liabilities
decreased. Such reversals are recognised as an increase in carrying amounts Trade payables and other financial liabilities are initially recognised at
of assets to the extent that it does not exceed the carrying amounts that fair value and subsequently measured at amortised cost. Any discount or
would have been determined (net of amortisation or depreciation) had no premium on redemption / settlement is recognised in the Statement of
impairment loss been recognised in previous years. Profit and Loss as finance cost over the life of the liability using the effective

210
 GREENACRE HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Contd.)

interest method and adjusted to the liability figure disclosed in the Balance The carrying amount of deferred tax assets is reviewed at each reporting
Sheet. date and reduced to the extent that it is no longer probable that sufficient
Financial liabilities are de-recognised when the liability is extinguished, that taxable profit will be available to allow all or part of the deferred tax
is, when the contractual obligation is discharged, cancelled and on expiry. asset to be utilised. Unrecognised deferred tax assets are re-assessed at
each reporting date and are recognised to the extent that it has become
Offsetting Financial Instruments
probable that future taxable profits will allow the deferred tax asset to be
Financial assets and liabilities are offset and the net amount is included in recovered.
the Balance Sheet where there is a legally enforceable right to offset the
recognised amounts and there is an intention to settle on a net basis or Income tax, insofar as it relates to items disclosed under other
realise the asset and settle the liability simultaneously. comprehensive income or equity, are disclosed separately under other
comprehensive income or equity, as applicable.
Equity Instruments
Equity instruments are recognised at the value of the proceeds, net of Deferred tax assets and liabilities are offset when there is legally enforceable
direct costs of the capital issue. right to offset current tax assets and liabilities and when the deferred tax
balances related to the same taxation authority. Current tax assets and tax
Revenue from sale of services liabilities are offset where the entity has a legally enforceable right to offset
Revenue is measured at the transaction price that the Company receives or and intends either to settle on net basis, or to realise the asset and settle the
expects to receive as consideration for services rendered, net of returns and liability simultaneously.
discounts to customers. Revenue from the sale of services is recognised,
net of allowances, if any, when the Company performs its obligations to Dividend Distribution
its customers and the amount of revenue can be measured reliably and Dividends paid (including income tax thereon) is recognised in the period
recovery of the consideration is probable. The timing of such recognition in which the interim dividends are approved by the Board of Directors, or
in case of services is in the period in which such services are rendered. in respect of the final dividend when approved by shareholders.
Employee Benefits Operating segments
The Company makes contributions to both defined benefit and defined Operating segments are reported in a manner consistent with the internal
contribution schemes which are mainly administered through duly reporting provided to the chief operating decision-maker (CODM).
constituted and approved Trusts. The CODM, who is responsible for allocating resources and assessing
Provident Fund contributions are in the nature of defined contribution performance of the operating segments, has been identified as the Board
scheme. In respect of employees who are members of constituted and of Directors of the Company.
approved trusts, the Company recognises contribution payable to such
trusts as an expense including any shortfall in interest between the amount Provisions
of interest realised by the investment and the interest payable to members Provisions are recognised when, as a result of a past event, the Company
at the rate declared by the Government of India. has a legal or constructive obligation; it is probable that an outflow of
The Company also makes contribution to defined benefit gratuity plan. The resources will be required to settle the obligation; and the amount can
cost of providing benefits under the defined benefit obligation is calculated be reliably estimated. The amount so recognised is a best estimate of the
by independent actuary using the projected unit credit method. Service consideration required to settle the obligation at the reporting date, taking
costs and net interest expense or income is reflected in the Statement of into account the risks and uncertainties surrounding the obligation.
Profit and Loss. Gain or Loss on account of remeasurements are recognised In an event when the time value of money is material, the provision
immediately through other comprehensive income in the period in which is carried at the present value of the cash flows estimated to settle the
they occur.
obligation.
The employees of the Company are entitled to compensated leave for
2. Use of Estimates and Judgements
which the Company records the liability based on actuarial valuation
computed using projected unit credit method. This benefit is unfunded. The preparation of financial statements in conformity with generally
Employee Share Based Compensation accepted accounting principles requires management to make estimates
and assumptions that affect the reported amounts of assets and liabilities
The cost of stock options and stock appreciation units granted by ITC and disclosure of contingent liabilities at the date of the financial statements
Limited, the ultimate Holding Company, to its eligible employees deputed
and the results of operations during the reporting period end. Although
to the Company is recognised at fair value. These Schemes are in the
these estimates are based upon management’s best knowledge of current
nature of equity settled / cash settled share based compensation and are
assessed, managed / administered by the ultimate Holding Company. events and actions, actual results could differ from these estimates.
In case of stock options, the fair value of stock options at the grant date The estimates and underlying assumptions are reviewed on an ongoing
is amortised on a straight-line basis over the vesting period and cost basis. Revisions to accounting estimates are recognised in the period in
recognised as an employee benefits expense in the Statement of Profit and which the estimate is revised if the revision affects only that period, or in
Loss with a corresponding credit in equity, net of reimbursements, if any. the period of the revision and future periods if the revision affects both
In case of stock appreciation units, the fair value of stock appreciation units current and future periods.
at the grant date is initially recognised and remeasured at each reporting Key sources of estimation uncertainty
date, until settled, and cost recognised as an employee benefits expenses The following are the key assumptions concerning the future, and other
in the Statement of Profit and Loss with a corresponding increase in other
key sources of estimation uncertainty at the end of the reporting period
financial liabilities.
that may have a significant risk of causing a material adjustment to the
Leases carrying amounts of assets and liabilities within the next financial year.
The Company assesses at contract inception whether a contract is, or I. Fair value measurements and valuation processes:
contains, a lease. A contract is, or contains, a lease if it conveys the right to
control the use of an identified asset for a period of time in exchange for Some of the Company’s assets and liabilities are measured at fair
consideration. value for financial reporting purposes. In estimating the fair value of
an asset or a liability, the Company uses market-observable data to
Company as a Lessor
the extent it is available. Where Level 1 inputs are not available, the
Leases in which the Company does not transfer substantially all the risks Company uses other methods, including third party valuers, where
and rewards of ownership of an asset are classified as operating leases. required, to perform the valuation. Information about the valuation
Where the Company is a lessor under an operating lease, the asset is techniques and inputs used in determining the fair value of various
capitalised within property, plant and equipment and depreciated over
assets, liabilities and share based payments are disclosed in the notes
its useful economic life. Payments received under operating leases are
to the financial statements.
recognised in the Statement of Profit and Loss on a straight-line basis over
the term of the lease. II. Useful lives of property, plant and equipment:
Taxes on Income As described in the significant accounting policies, the Company
Taxes on income comprises of current taxes and deferred taxes. Current tax reviews the estimated useful lives of property, plant and equipment at
in the Statement of Profit and Loss is provided as the amount of tax payable the end of each reporting period.
in respect of taxable income for the period using tax rates and tax laws III. Actuarial Valuation
enacted during the period, together with any adjustment to tax payable in
respect of previous years. The determination of Company’s liability towards defined benefit
obligation to employees is made through independent actuarial
Deferred tax is recognised on temporary differences between the carrying valuation including determination of amounts to be recognised in
amounts of assets and liabilities and the amounts used for taxation the Statement of Profit and Loss and in other comprehensive income.
purposes (tax base), at the tax rates and tax laws enacted or substantively
Such valuation depend upon assumptions determined after taking
enacted by the end of the reporting period.
into account inflation, seniority, promotion and other relevant factors
Deferred tax assets are recognised for the future tax consequences to the such as supply and demand factors in the employment market.
extent it is probable that future taxable profits will be available against Information about such valuation is provided in the notes to the
which the deductible temporary differences can be utilised. financial statements.

211
 GREENACRE HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Contd.)

(` in lakhs)
Gross Block Depreciation and Amortization Net Book Value
Particulars As at Additions Withdrawals As at Additions Withdrawals As at Upto For the On Upto For the On Upto As at As at
31st March, and 31st March, and 31st March, 31st year Withdrawals 31st year Withdrawals 31st 31st March, 31st March,
2021 adjustments 2022 adjustments 2023 March, and March, and March, 2023 2022
2021 adjustments 2022 adjustments 2023
3. Property, plant and equipment
Land 1,659.17 - - 1,659.17 - - 1,659.17 - - - - - - - 1,659.17 1,659.17
Buildings 91.08 - - 91.08 - - 91.08 13.03 4.35 - 17.38 4.35 - 21.73 69.35 73.70
Plant and
0.05 - - 0.05 - - 0.05 0.05 - - 0.05 - - 0.05 … …
Equipment
TOTAL 1,750.30 - - 1,750.30 - - 1,750.30 13.08 4.35 - 17.43 4.35 - 21.78 1,728.52 1,732.87
The above includes following assets given on operating lease :
Particulars As at 31st March, 2023 As at 31st March, 2022
Gross Block Accumulated Net Block Depreciation Gross Block Accumulated Net Block Depreciation
Depreciation Charge for the year Depreciation Charge for the year
Buildings (#) 77.24 13.76 63.48 1.72 77.24 12.04 65.20 1.72
TOTAL 77.24 13.76 63.48 1.72 77.24 12.04 65.20 1.72

(#) The above assets are given on operating lease, which are not non-cancellable, on short term basis and are usually renewable by mutual consent on mutually agreeable terms.
The lease rental of ` 30.48 lakhs (2022 : ` 30.48 lakhs ) is included in Lease rental income under Other income (Note 15).

As at As at
31st March, 2023 31st March, 2022
(` in lakhs) (` in lakhs)
4. Deferred tax liabilities / (assets) (Net)
Deferred tax liabilities 1.52 0.69
Less : Deferred tax assets 6.85 6.62
TOTAL (5.33) (5.93)

Movement in Deferred tax liabilities / assets balances (` in lakhs)

2022-23 Opening Balance Recognised in Recognised in Closing Balance

profit or loss OCI
Deferred tax liabilities in relation to :
Other timing differences:
On current investments - FVTPL 0.69 0.83 – 1.52

Total deferred tax liabilities 0.69 0.83 – 1.52

On fiscal allowances on property, plant and equipment etc. 0.87 0.36 – 1.23
On employees separation and retirement etc. 5.57 0.19 (0.14) 5.62
Other timing differences 0.18 (0.18) – –
Total deferred tax assets 6.62 0.37 (0.14) 6.85
Deferred tax liabilities/ (assets) (Net) (5.93) 0.46 0.14 (5.33)

2021-22 Opening Balance Recognised in Recognised in Closing Balance

profit or loss OCI
Deferred tax liabilities in relation to :
Other timing differences:
On current investments - FVTPL 0.15 0.54 – 0.69

Total deferred tax liabilities 0.15 0.54 – 0.69

On fiscal allowances on property, plant and equipment etc. 0.54 0.33 – 0.87
On employees separation and retirement etc. 5.03 0.26 0.28 5.57
Other timing differences 1.06 (0.88) – 0.18
Total deferred tax assets 6.63 (0.29) 0.28 6.62
Deferred tax liabilities/ (assets) (Net) (6.48) 0.83 (0.28) (5.93)
The Company has long term capital losses of ` 4,759.21 lakhs (2022 : ` 4,830.10 lakhs) for which no deferred tax assets have been recognised. These losses
are available for set off against capital gains arising in future. These losses will expire in financial year 2023-24.

As at As at
31st March, 2023 31st March, 2022
(` in lakhs) (` in lakhs)
Current Non-Current Current Non-Current
5. Other financial assets
Bank Deposits with more than 12 months maturity * – 1,380.00 – –
Interest accrued on deposits 17.84 – – –
TOTAL 17.84 1,380.00 – –

* Represent earmarked deposit with original and remaining maturity of more than 12 months from the Balance Sheet date.

212
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NOTES TO THE FINANCIAL STATEMENTS (Contd.)

As at As at
31st March, 2023 31st March, 2022
(` in lakhs) (` in lakhs)
Current Non-Current Current Non-Current
6. Other assets
(A) Capital Advances – 42.86 – 42.86
(B) Advances other than capital advances
(i) Security Deposits - Others – 0.30 – 0.30
(ii) Advance Tax (net of provisions) – 34.26 – 28.53
(iii) Other Advances
- Assignable claims [Refer Note 21] – 200.00 – 200.00
- Other Advances (including advances with statutory 19.24 – 23.17 –
authorities, prepaid expenses etc.)
TOTAL 19.24 277.42 23.17 271.69

As at 31st March, 2023 As at 31st March, 2022

(` in lakhs) (` in lakhs)
7. Current Investments Unquoted Unquoted

INVESTMENT IN MUTUAL FUNDS

(at fair value through profit or loss )
Aditya Birla Sun Life Floating Rate Fund 591.13 560.82
1,97,316 (2022: 2,01,797) units of ` 100.00 each
Aditya Birla Sun Life Liquid Fund – 7.16
Nil (2022 : 2,102) units of `100.00 each
Aditya Birla Sun Life Savings Fund – 1,241.66
Nil (2022 : 2,78,830) units of ` 100.00 each
ICICI Prudential Savings Fund 999.95 980.83
2,16,162 (2022 : 2,24,080) units of `100.00 each
Kotak Savings Fund – 451.71
Nil (2022 : 12,53,702) units of `10.00 each
Nippon India Liquid Fund 12.91 12.57
237 (2022 : 243) units of ` 1000.00 each
Bandhan Liquid Fund 21.18 –
784 (2022 : Nil) units of `1000.00 each
SBI Magnum Fund 999.95 –
32,624 (2022 : Nil) units of `1000.00 each
Axis Liquid Fund 87.36 67.99
3,517 (2022 : 2,893) units of `1000.00 each
HDFC Money Market Fund 821.96 –
16,701 (2022 : Nil) units of ` 1000.00 each
Kotak Liquid Fund – 3.03
Nil (2022 : 71) units of ` 1000.00 each
UTI Liquid - Cash Plan – 35.41
Nil (2022 : 960) units of ` 1000.00 each
Aggregate amount of unquoted investments 3,534.44 3,361.18
TOTAL 3,534.44 3,361.18

As at 31st March, 2023 As at 31st March, 2022

(` in lakhs) (` in lakhs)
8. Trade receivables
Unsecured, considered good 45.50 109.93
TOTAL 45.50 109.93

(` in lakhs)
Outstanding for following periods from due date of payment
As at 31 March, 2023 Not due Less than 6 6 months – More than 3 Total
1-2 years 2-3 years
months 1 year years
Undisputed Trade Receivables – considered good 45.50 – – – – – 45.50
TOTAL 45.50 – – – – – 45.50

(` in lakhs)
Outstanding for following periods from due date of payment
As at 31 March, 2022 Not due Less than 6 6 months – More than 3 Total
1-2 years 2-3 years
months 1 year years
Undisputed Trade Receivables – considered good 81.80 28.13 – – – – 109.93
TOTAL 81.80 28.13 – – – – 109.93

213
 GREENACRE HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Contd.)

As at 31st March, 2023 As at 31st March, 2022

(` in lakhs) (` in lakhs)
9. Cash and cash equivalents@
Balances with Banks
Current accounts 7.34 13.79
Cash on hand 0.20 0.04
TOTAL 7.54 13.83
@ Cash and cash equivalents include cash on hand, cash at bank and deposits with bank with original maturity of 3 months or less, as applicable.

As at As at As at As at
31st March, 2023 31st March, 2023 31st March, 2022 31st March, 2022
(No. of Shares) (` in lakhs) (No. of Shares) (` in lakhs)
10. Equity Share capital
Authorised
Equity Shares of ` 10.00 each 5,00,00,000 5000.00 5,00,00,000 5000.00
Issued and Subscribed
Equity Shares of ` 10.00 each, fully paid 4,20,60,166 4,206.02 4,20,60,166 4,206.02

A) Reconciliation of number of Equity Shares outstanding

As at beginning and at the end of the year 4,20,60,166 4,206.02 4,20,60,166 4,206.02
As at end of the year 4,20,60,166 4,206.02 4,20,60,166 4,206.02

B) Shareholders holding more than 5% of the Equity Shares in the Company

As at As at As at As at
31st March, 2023 31st March, 2023 31st March, 2022 31st March, 2022
(No. of Shares) (%) (No. of Shares) (%)
Russell Credit Limited - the Holding Company 4,20,60,166 100.00 4,20,60,166 100.00

C) Rights, preferences and restrictions attached to the Equity Shares

The Equity Shares of the Company, having par value of ` 10.00 per share, rank pari passu in all respects including voting rights and entitlement
to dividend.

D) Shares held by promoters :

Promoter Name As at 31st March, 2023 As at 31st March, 2022

No. of shares as at % of Total % change during No. of shares as at % of Total % change
end of the year Shares the year end of the year Shares during the year
Equity shares of ` 10.00 each, fully Russell Credit 4,20,60,166 100.00 – 4,20,60,166 100.00 –
paid Limited

As at As at
31st March, 2023 31st March, 2022
(` in lakhs) (` in lakhs)
11. Other financial liabilities
Non-current
Other liabilities (includes deposits from ITC Limited, the ultimate Holding Company) 24.00 80.11
Other payables [payable to ITC Limited, the ultimate Holding Company] 1.46 1.16
TOTAL 25.46 81.27
Current
Other liabilities 56.11 –
Other payables (includes payable to ITC Limited, the ultimate Holding Company) 6.71 5.35
Others 1,380.00 –
TOTAL 1,442.82 5.35

As at As at
31st March, 2023 31st March, 2022
(` in lakhs) (` in lakhs)
Current Non-Current Current Non-Current
12. Provisions
Provision for employee benefits
Retirement benefits 0.75 – 0.50 –
Other benefits 0.71 20.94 2.31 19.36
TOTAL 1.46 20.94 2.81 19.36
As at As at
31st March, 2023 31st March, 2022
(` in lakhs) (` in lakhs)
13. Other liabilities
Current
Statutory liabilities 1.30 11.43
Progress payments and advances received 11.39 10.93

TOTAL 12.69 22.36

214
 GREENACRE HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Contd.)

For the year ended For the year ended

31st March, 2023 31st March, 2022
(` in lakhs) (` in lakhs)
14. Revenue from operations
Sale of Services 595.02 639.22
TOTAL 595.02 639.22
Revenue from Sale of Services comprises revenue from:
a) Property Maintenance 312.48 305.68
b) Engineering, Procurement and Construction Management Services & Project Management
Consultancy Services 282.54 333.54
TOTAL 595.02 639.22

For the year ended For the year ended

31st March, 2023 31st March, 2022
(` in lakhs) (` in lakhs)
15. Other income
Interest income 19.06 1.94
Lease rental income 30.48 30.48
Other gains and losses 185.39 136.98
TOTAL 234.93 169.40
Interest income comprises interest from:
a) Deposits with banks - carried at amortised cost 17.84 –
b) Others (from statutory authorities) 1.22 1.94
TOTAL 19.06 1.94
Other gains and losses:
Net gain arising on financial assets (current investments)
mandatorily measured at FVTPL* 185.39 136.98
TOTAL 185.39 136.98
* Includes ` 180.22 lakhs (March 2022 : ` 1.20 lakhs) being net gain on sale of investments.

For the year ended For the year ended

31st March, 2023 31st March, 2022
(` in lakhs) (` in lakhs)
16. Employee benefits expense
Salaries and wages 143.49 137.20
Remuneration of manager's salary on deputation * 84.33 63.75
Contribution to Provident and other funds 13.96 12.42
Staff welfare expenses 7.99 6.32

TOTAL 249.77 219.69

* Includes reimbursement on account of share based payments as under :

- Employee Stock Appreciation Linked Reward (ESAR) Plan : ` 7.08 lakhs [2022 : (` 0.69 lakh)] [Refer Note 19 (v)]

For the year ended For the year ended

31st March, 2023 31st March, 2022
(` in lakhs) (` in lakhs)
17. Other expenses
Rates and taxes 2.01 0.89
Insurance 3.72 3.05
Bank charges 2.48 0.03
Travelling and conveyance 0.07 0.01
Consultancy / Professional fees 21.16 26.50
Telephone expenses 0.05 0.10
Miscellaneous expenses 7.16 2.86

TOTAL 36.65 33.44

Miscellaneous expenses include :
Auditors' remuneration and expenses *
Audit fees 1.65 1.65
Tax audit fees 0.50 0.50
Fees for other services 0.20 0.20
* Excluding taxes.

215
 GREENACRE HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Contd.)

For the year ended For the year ended

31st March, 2023 31st March, 2022
(` in lakhs) (` in lakhs)
18. Income tax expenses
A. Amount recognised in profit or loss
Current tax
Income tax for the year 7.00 13.00
Adjustments / (credits) related to previous years - Net – 2.11
Total current tax 7.00 15.11
Deferred tax
Deferred tax for the year 0.46 0.83
Total deferred tax 0.46 0.83
TOTAL 7.46 15.94
B. Amount recognised in other comprehensive income
The tax (charge) / credit arising on income and expenses recognised in other comprehensive income is as follows:
Deferred tax
On items that will not be reclassified to profit or loss
- Remeasurement of defined benefit plans (0.14) 0.28

TOTAL (0.14) 0.28

C. Reconciliation of effective tax rate

The Income tax expense for the year can be reconciled to the accounting profit as follows:

For the year ended For the year ended

31st March, 2023 31st March, 2022
(` in lakhs) (` in lakhs)
Profit before tax 206.81 194.55
Income tax expense calculated @ 25.168% 52.05 48.96
Effect of tax relating to uncertain tax positions 1.78 0.17
Effect of different tax rates on certain items# (44.59) (33.51)
Other differences (1.78) (1.79)
Total 7.46 13.83
Adjustments recognised in the current year in relation to the current tax of prior years – 2.11
Income tax recognised in profit or loss 7.46 15.94

# includes the benefit of previously unrecognised tax losses to reduce current and deferred tax expense.
The tax rate used for the above reconciliations is the corporate tax rate of 25.168% (22% + surcharge @ 10% + cess @ 4%) payable on taxable profits under
the Income-tax Act, 1961.
19. Additional Notes to the Financial Statements Fund, Gratuity and Leave Encashment Schemes, employees are
(i) Earnings per share: entitled to receive lump sum benefits.

2023 2022 The liabilities arising in the Defined Benefit Schemes are determined
in accordance with the advice of independent, professionally
Earnings per share has been computed as under: qualified actuaries, using the projected unit credit method at the
(a) Profit for the year (` in lakhs) 199.35 178.61 year end. The Company makes regular contributions to Employee
Benefit Contribution Plan.
(b) Weighted average number of 4,20,60,166 4,20,60,166
Equity Shares outstanding for Risk Management
the purpose of basic earnings The Defined Benefit Plans expose the Company to risk of actuarial
per share deficit arising out of investment risk, interest rate risk and salary
(c) Earnings per share on profit for 0.47 0.42 cost inflation risk.
the year Investment Risk: This may arise from volatility in asset values
(Face Value ` 10.00 per share) due to market fluctuations and impairment of assets due to
(in `) credit losses. The Company makes contribution to Life Insurance
- Basic and Diluted [(a)/(b)] Corporation of India (LIC) and due to its diverse portfolio, the risk
is expected to be diversified.

(ii) Defined Benefit Plans/Long Term Compensated Absences: Interest Rate Risk: The present value of Defined Benefit Plans
liability is determined using the discount rate based on the market
Description of Plans
yields prevailing at the end of reporting period on Government
The Company makes contributions to both Defined Benefit bonds. A decrease in yields will increase the fund liabilities and
(Gratuity) and Defined Contribution Plans (Provident Fund) vice-versa.
for qualifying employees. The Defined Contribution Plan
is administered through approved Trust, which operate in Salary Cost Inflation Risk: The present value of the Defined
accordance with the Trust Deed, Rules and applicable Statutes. The Benefit Plan liability is calculated with reference to the future
Company contributes for gratuity to Life Insurance Corporation salaries of participants under the Plan. Increase in salary due to
of India. The concerned Trust is managed by Trustees, who adverse inflationary pressures might lead to higher liabilities.
provide strategic guidance with regard to the management of The Trustees regularly monitor the funding and investments of
their investments and liabilities and also periodically review their these Plans. Risk mitigation systems are in place to ensure that
performance. the health of the portfolio is regularly reviewed and investments
Provident Fund and Gratuity Benefits are funded and Leave do not pose significant risk of impairment. Periodic audits are
Encashment Benefit is unfunded in nature. Under the Provident conducted to ensure adequacy of internal controls.

216
 GREENACRE HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Contd.)

For the year ended For the year ended

31st March, 2023 31st March, 2022
(` in lakhs) (` in lakhs)
Gratuity Leave Gratuity Leave
Encashment Encashment
Funded Unfunded Funded Unfunded
I Components of Employer Expense
- Recognised in the Statement of Profit and Loss
1 Current Service Cost 2.43 1.19 2.15 1.06

2 Past Service Cost – – – –

3 Net Interest Cost (0.04) 1.38 (0.05) 1.22

4 Total expense recognised in the Statement of Profit and Loss 2.39 2.57 2.10 2.28
- Re-measurements recognised in Other Comprehensive Income
5 Return on plan assets (excluding amounts included in Net interest cost) (0.27) – (0.10) –
6 Effect of changes in demographic assumptions – – – –
7 Effect of changes in financial assumptions (1.29) (0.87) (0.89) (0.54)
8 Changes in asset ceiling (excluding interest income) – – – –
9 Effect of experience adjustments 1.52 0.37 1.60 1.04
10 Total re-measurements included in Other Comprehensive Income (0.04) (0.50) 0.61 0.50
[(Gain)/Loss]
11 Total defined benefit cost recognised in Statement of Profit and Loss 2.35 2.07 2.71 2.78
and Other Comprehensive Income [(Gain)/Loss] (4+10)
The current service cost and net interest cost for the year pertaining to Gratuity expenses have been recognised in “Contribution to Provident and other
funds” and Leave Encashment in “Salaries and wages” under Note 16. The re-measurements of the net defined benefit liability are included in Other
Comprehensive Income.

For the year ended For the year ended

31st March, 2023 31st March, 2022
(` in lakhs) (` in lakhs)
Gratuity Leave Gratuity Leave
Encashment Encashment
Funded Unfunded Funded Unfunded
II Actual Returns 2.72 – 2.24 –
III Net Asset / (Liability) recognised in Balance Sheet
1 Present Value of Defined Benefit Obligation 38.38 21.65 37.99 21.67
2 Fair Value of Plan Assets 37.63 – 37.49 –
3 Status [Surplus/(Deficit)] (0.75) (21.65) (0.50) (21.67)
4 Restrictions on Asset Recognised – – – –
As at 31st March, 2023 As at 31st March, 2022
(` in lakhs) (` in lakhs)
Gratuity Leave Gratuity Leave
Encashment Encashment
Funded Unfunded Funded Unfunded
5 Net Asset/(Liability) recognised in Balance Sheet
- Current (0.75) (0.71) (0.50) (2.31)
- Non-current – (20.94) – (19.36)

For the year ended For the year ended

31st March, 2023 31st March, 2022
(` in lakhs) (` in lakhs)
Gratuity Leave Gratuity Leave
Encashment Encashment
Funded Unfunded Funded Unfunded
IV Change in Defined Benefit Obligation (DBO)

1 Present Value of DBO at the beginning of the year 37.99 21.67 33.85 19.51
2 Current Service Cost 2.43 1.18 2.15 1.06
3 Interest Cost 2.41 1.38 2.09 1.22
4 Re-measurement (Gains) / Losses:
a. Effect of changes in demographic assumptions – – – –

217
 GREENACRE HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Contd.)

For the year ended For the year ended

31st March, 2023 31st March, 2022
(` in lakhs) (` in lakhs)
Gratuity Leave Gratuity Leave
Encashment Encashment
Funded Unfunded Funded Unfunded
b. Effect of changes in financial assumptions (1.29) (0.87) (0.89) (0.54)

c. Changes in asset ceiling (excluding interest income) – – – –

d. Effect of experience adjustments 1.52 0.37 1.60 1.04

5 Curtailment Cost / (Credits) – – – –

6 Settlement Cost / (Credits) – – – –

7 Liabilities assumed in business combination – – – –

8 Exchange difference on foreign plans – – – –

9 Benefits Paid (4.68) (2.08) (0.81) (0.62)

10 Present Value of DBO at the end of the year 38.38 21.65 37.99 21.67

V Best Estimate of Employers’ Expected Contribution for the next year As at 31st March, 2023 As at 31st March, 2022
(` in lakhs) (` in lakhs)
- Gratuity 2.39 2.07

- Leave Encashment – –

For the year ended For the year ended

31st March, 2023 31st March, 2022
(` in lakhs) (` in lakhs)
Gratuity Leave Gratuity Leave
Encashment Encashment
Funded Unfunded Funded Unfunded
VI Change in Fair Value of Assets
1 Plan Assets at the beginning of the year 37.49 – 33.34 –
2 Asset acquired in Business Combination – – - –
3 Expected Return on Plan Assets 2.45 – 2.14 –
4 Re-measurement Gains/(Losses) on plan assets 0.27 – 0.10 –
5 Actual Company Contributions 2.10 – 2.72 –
6 Benefits Paid (4.68) – (0.81) –
7 Plan Assets at the end of the year 37.63 – 37.49 –

As at 31st March, 2023 As at 31st March, 2022

Discount Rate (%) Discount Rate (%)
VII Actuarial Assumptions

1 Gratuity 7.50 6.75

2 Leave Encashment 7.50 6.75

VIII Major Category of Plan Assets as a % of the Total Plan Assets As at 31st March, 2023 As at 31st March, 2022
1 Government Securities / Special Deposit with RBI – –
2 High Quality Corporate Bonds – –
3 Insurer Managed Funds* 100% 100%
4 Mutual Funds – –
5 Cash and Cash Equivalents – –
6 Term Deposits – –

* In the absence of detailed information regarding plan assets which is funded with Insurance Company, the composition of each major category
of plan assets, the percentage or amount for each category to the fair value of plan assets has not been disclosed.
The employee benefit plans do not hold any securities issued by the Company.
IX Basis used to determine the Expected Rate of Return on Plan Assets
The expected rate of return on plan assets is based on expectation of the average long term rate of return expected to prevail over the estimated term of the
obligation on the type of the investments assumed to be held by the Life Insurance Corporation of India (LIC), since the fund is managed by LIC.

218
 GREENACRE HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Contd.)

For the year ended For the year ended

31st March, 2023 31st March, 2022
(` in lakhs) (` in lakhs)
Gratuity Leave Gratuity Leave
Encashment Encashment
Funded Unfunded Funded Unfunded
X Net Asset / (Liability) recognised in Balance Sheet (including experience adjustment impact)
1 Present Value of Defined Benefit Obligation 38.38 21.65 37.99 21.67
2 Fair Value of Plan Assets 37.63 – 37.49 –
3 Status [Surplus/(Deficit)] (0.75) (21.65) (0.50) (21.67)
4 Experience Adjustment of Plan Assets [Gain/(Loss)] 0.27 – 0.10 –
5 Experience Adjustment of obligation [(Gain)/ Loss] 1.52 0.37 1.60 1.04

XI. Sensitivity Analysis

The Sensitivity Analysis below has been determined based on reasonably possible changes of the respective assumptions occurring at the end of the
reporting period, while holding all other assumptions constant. These sensitivities show the hypothetical impact of a change in each of the listed
assumptions in isolation. While each of these sensitivities holds all other assumptions constant, in practice such assumptions rarely change in isolation
and the asset value changes may offset the impact to some extent. For presenting the sensitivities, the present value of the defined benefit obligation
has been calculated using the projected unit credit method at the end of the reporting period, which is the same as that applied in calculating the
Defined Benefit Obligation (DBO) presented above. There was no change in the methods and assumptions used in the preparation of sensitivity
analysis from previous year.

(` in lakhs)
DBO as at 31st March, 2023 DBO as at 31st March, 2022
Gratuity Leave Gratuity Leave
Encashment Encashment
Funded Unfunded Funded Unfunded
1 Discount Rate + 100 basis points 36.57 20.39 36.14 20.47
2 Discount Rate - 100 basis points 40.40 23.06 40.05 23.01
3 Salary Increase Rate + 1% 40.43 23.09 40.07 23.02
4 Salary Increase Rate - 1% 36.51 20.35 36.09 20.44

Maturity Analysis of the Benefit Payments (` in lakhs)

DBO as at 31st March, 2023 DBO as at 31st March, 2022
Gratuity Leave Gratuity Leave
Encashment Encashment
Funded Unfunded Funded Unfunded
1 Year 1 3.84 0.74 4.97 2.38
2 Year 2 0.80 0.48 3.70 1.76
3 Year 3 10.25 6.34 0.76 0.44
4 Year 4 5.70 1.43 9.71 5.08
5 Year 5 8.99 4.42 5.53 2.39
6 Next 5 Years 29.81 18.51 28.81 16.46
Amount towards Defined Contribution Plans have been recognised under “Contribution to Provident and other funds” in Note 16: ` 11.57 Lakhs (2022:
` 10.32 Lakhs).

219
 GREENACRE HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Contd.)

(iii) Micro, Small and Medium enterprises:

There are no Micro, Small and Medium Enterprises to whom the Company owes dues, which are outstanding for more than 45 days during the
year and also as at 31st March, 2023. This information as required to be disclosed under the Micro, Small and Medium Enterprises Development
Act, 2006 has been determined to the extent such parties have been identified on the basis of information available with the Company.

(iv) Segment Reporting:

The Company operates in a single business segment, namely infrastructure support services and in a single geographical segment in India. The
entity-wide disclosures are as under:
(` in in lakhs)
2023 2022
Non-current assets (In India) 3,385.94 2,004.56

The Company has three (2022: two) major customers from whom it generates revenue of ` 312.48 Lakhs (2022: ` 305.68 Lakhs) and ` 282.54
Lakhs (2022: ` 333.54 Lakhs) respectively.
The Operating segments have been reported in a manner consistent with the internal reporting provided to the Board of Directors, which is the
Chief Operating Decision-Maker.

(v) Related Party Disclosures:

(a) RELATIONSHIP:

i) Ultimate Holding Company:

– ITC Limited

ii) Holding Company:

– Russell Credit Limited

iii) Other related parties with whom the Company had transactions:

Associate of the Holding Company with whom the Company had transactions during the year:
– International Travel House Limited

iv) Key Management Personnel (KMP):

– Mr. R. Tandon Chairman & Non-Executive Director (upto 21.07.2022)

– Mr. S. Dutta Chairman & Additional Non-Executive Director (w.e.f. 22.07.2022)
– Mr. J. Singh Non-Executive Director
– Ms. N. Bajaj Non-Executive Director
– Mr. M. Seth Chief Financial Officer
– Mr. L. R. Basa Manager & Company Secretary

v) Employee Trusts where there is significant influence:

– Greenacre Holdings Limited Provident Fund

– Greenacre Holdings Limited Gratuity Fund

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 NOTES TO THE FINANCIAL STATEMENTS (Contd.)

(b) DISCLOSURE OF TRANSACTIONS BETWEEN THE COMPANY AND RELATED PARTIES FOR THE YEAR AND THE STATUS OF OUTSTANDING BALANCES AS AT THE YEAR END
( ` in lakhs)
RELATED PARTY TRANSACTION SUMMARY Ultimate Holding Company Holding Company Associate of Holding Key Management Personnel Employee Trusts Total
Company
2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022
1. Rent Received 17.28 17.28 - - 15.58 15.58 - - - - 32.86 32.86
2. Purchase of Services 302.93 358.43 - - - - - - - - 302.93 358.43
3. Sale of Services 368.73 360.70 - - - - - - - - 368.73 360.70
4. Expenses Recovered 1.36 0.53 - - - - - - - - 1.36 0.53
5. Remuneration of managers on deputation
- for Chief Financial Officer (CFO) 64.06 58.70 - - - - - - - - 64.06 58.70
- for Manager & Company Secretary :
i) Ms. S. Rampuria (18/10/21-30/11/21) – 1.66 - - - - - - - - – 1.66
ii) Mr. L. R. Basa (from 01/01/22) 13.18 2.70 - - - - - - - - 13.18 2.70
6. Remuneration on account of share based 7.08 0.69 - - - - - - - - 7.08 0.69
payment for manager on deputation (For CFO)
7. Expenses Reimbursed 0.74 0.81 - - - - - - - - 0.74 0.81
8. Contribution to Greenacre Holdings Limited - - - - - - - - 11.57 10.32 11.57 10.32
Provident Fund
9. Contribution to Greenacre Holdings Limited - - - - - - - - 2.39 2.10 2.39 2.10
Gratuity Fund
10. Remuneration to Key Management Personnel
(Manager & Company Secretary)
Mr. P. Kumar (upto 30/09/21)
- Short Term Benefits – – – – – – – 8.42 – – – 8.42
- Other Benefits – – – – – – – 0.62 – – – 0.62
11. Balances as at 31st March
i) Rental Security Deposits 24.00 24.00 - - 56.11 56.11 - - - - 80.11 80.11

ii) Payables 49.30 112.73 - - - - - - - - 49.30 112.73

221
GREENACRE HOLDINGS LIMITED
 GREENACRE HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Contd.)

The Chief Financial Officer of the Company, who is on deputation from ITC Limited (ITC), the ultimate Holding Company, has been granted Stock
Options and Employee Stock Appreciation Linked Reward Units (ESAR Units) by ITC in previous year(s) under the ITC Employee Stock Option
Schemes (ITC ESOS) and under the ITC Employee Cash Settled Stock Appreciation Linked Reward Plan (ITC ESAR Plan).
The cost of stock options granted under ITC ESOS / ESAR units granted under ITC ESAR Plan have been recognised as equity settled / cash settled
share based payments respectively in accordance with Ind AS 102 – Share Based Payment. In terms of the aforesaid arrangement, the Company
has accounted for the cost of the fair value of Stock Options / ESAR Units granted to the deputed employee on-charge by ITC. Accordingly, an
amount of ` 7.08 lakhs (2022: ` 0.69 lakh) towards ESAR Units have been recognised as employee benefits expense (Refer Note 16) and the
liability on account of ESAR Units is of ` 5.69 lakhs (2022: ` 1.69 lakhs) presented under Note 11 of the financial statements.
The summary of movement of such options granted by ITC and status of the outstanding options is as under :

As at 31st March, 2023 As at 31st March, 2022

Particulars
No. of Options No. of Options

Outstanding at the beginning of the year 7,838 8,875

Add: Granted during the year - -

Less: Lapsed during the year - 1,037

Options forfeited / surrendered during the year - -

Less: Exercised during the year 2,630 -

Outstanding at the end of the year 5,208 7,838

Options exercisable at the end of the year 5,208 7,838

Note: The weighted average exercise price of the options granted to all Optionees under the ITC ESOS is computed by ITC as a whole.
Since the above-mentioned Stock Options / ESAR Units are not tradeable, no perquisite or benefit is conferred upon the employee by grant of
such Options / Units.
(vi) Previous Year’s figures have been regrouped / re-classified, where necessary to correspond with the current year’s classification / disclosure.
(vii) Leases :
As a lessor
The Company has leased out certain buildings under operating lease for lease terms upto 2 years. Lease payments are structured with periodic
escalations consistent with the prevailing market conditions. There are no variable lease payments that do not depend on an index or rate. Rental
income recognised from the leases during the year is ` 30.48 lakhs (2022: ` 30.48 lakhs).

The undiscounted minimum lease payments to be received over the remaining non-cancellable term on an annual basis are as follows:

(` in lakhs)
2023 2022
Term Lease Payments Lease Payments
Within 1 year 19.48 19.48
Between 1-5 years – –
Later than 5 years – –

(viii) Financial Ratios

Particulars Numerator Denominator 31st March 31st March
2023 2022
Current ratio (in times)1 Current Assets Current Liabilities 2.42 23.56
Trade Receivables turnover Revenue from operations Average Trade Receivables 7.66 10.53
(in times)2
Trade payables turnover (in times) Maintenance and service expense Average Trade Payables 4.10 5.34
Net capital turnover (in times)3 Revenue from operations Working Capital (Current Assets – 0.28 0.19
Current Liabilities)
Return on Equity (in %) Profit after Tax (PAT) Average Shareholder’s Equity 3.71 3.45
Net Profit (in %) Profit after Tax (PAT) Revenue from operations 33.50 27.94
Return on Capital employed (in %) Profit before Interest & Taxes (PBIT) Average Capital Employed 3.85 3.76
Return on investment (in %) Income from Investment Time Weighted Average Investments 5.50 4.26
Note: As the Company is Debt-free, the Debt-Equity Ratio and Debt Service Coverage Ratio are not applicable. Similarly, Inventory-Turnover Ratio
is not applicable to the Company’s operations.
1Current ratio as at 31st March, 2023 is lower due to higher current liabilities as at 31st March, 2023. The said increase in current liabilities is due

to receipt of ` 1380.00 lakhs towards acquired assignable claims pending final resolution of the matter, which is sub-judice. Corresponding asset
against such amount is reflected under ‘Non – Current other financial assets’ (Refer Notes 5, 11 and 21)
2Average trade receivables for FY 2022-23 are higher than those for FY 2021-22, as the Company continues to stabilise its EPCM business.

3Net capital turnover has improved due to lower working capital pursuant to the recognition of current liability amounting to ` 1380.00 lakhs

(2022: Nil) towards acquired assignable claims (Refer Notes 5, 11 and 20).
(ix) The Ministry of Corporate Affairs (MCA) has issued the Companies (Indian Accounting Standards) (Amendment) Rules, 2023 on 31st March,
2023 amending:
- Ind AS 1 ‘Presentation of Financial Statements’ - This amendment requires companies to disclose their material accounting policies rather than
their significant accounting policies.

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 GREENACRE HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Contd.)

- Ind AS 12 ‘Income Taxes’ - This amendment has narrowed the scope of the initial recognition exemption so that it does not apply to transactions
that give rise to equal and offsetting temporary differences. The amendments clarify how companies account for deferred tax on transactions
such as leases.
- Ind AS 8 ‘Accounting Policies, Changes in Accounting Estimates and Errors’ – This amendment has introduced a definition of ‘accounting
estimates’ and included amendments to help distinguish changes in accounting policies from changes in accounting estimates.
The same are applicable for financial statements pertaining to annual periods beginning on or after 1st April, 2023. Based on a preliminary
evaluation, the Company does not expect any material impact on the financial statements resulting from the implementation of these amendments

(x) Trade Payables ageing schedule (` in lakhs)

Not Due Unbilled Outstanding for following periods from due date of Total
Payables payment as at 31st March, 2023
Less than 1 1-2 years 2-3 years More than 3
year years
MSME – – – – – – –
Others 43.62 – – – – – 43.62
Disputed Dues – MSME – – – – – – –
Disputed Dues – Others – – – – – – –
Total 43.62 – – – – – 43.62

(` in lakhs)

Not Due Unbilled Outstanding for following periods from due date of Total
Payables payment as at 31st March, 2022
Less than 1 1-2 years 2-3 years More than 3
year years
MSME - - - - - - -
Others 90.14 - 28.22 - - - 118.36
Disputed Dues – MSME - - - - - - -
Disputed Dues – Others - - - - - - -
Total 90.14 - 28.22 - - - 118.36

20. Financial Instruments and Related Disclosures

1. Capital Management
The Company funds its operations mainly through internal accruals and does not have any borrowings. The Company aims at maintaining a strong
capital base largely towards supporting the future growth of its businesses as a going concern.
2. Categories of Financial Instruments (` in lakhs)

As at As at
Particulars Note 31st March, 2023 31st March, 2022
Carrying Value Fair Value Carrying Value Fair Value
A. Financial assets
a) Measured at amortised cost
i) Trade receivables 8 45.50 45.50 109.93 109.93
ii) Cash and cash equivalents 9 7.54 7.54 13.83 13.83
iii) Others 5 1,397.84 1,397.84 – –
Sub - total 1,450.88 1,450.88 123.76 123.76
b) Measured at fair value through profit or loss
i) Investment in mutual funds 7 3,534.44 3,534.44 3,361.18 3,361.18
Sub - total 3,534.44 3,534.44 3,361.18 3,361.18

Total financial assets 4,985.32 4,985.32 3,484.94 3,484.94

B. Financial liabilities
a) Measured at amortised cost
i) Trade payables 43.62 43.62 118.36 118.36
ii) Other financial liabilities 11 1,468.28 1,468.28 86.62 86.62
Total financial liabilities 1,511.90 1,511.90 204.98 204.98

C. Financial risk management objectives

The Company has a system-based approach to risk management, anchored to policies and procedures and internal financial controls aimed
at ensuring early identification, evaluation and management of key financial risks (such as market risk, credit risk and liquidity risk) that may
arise as a consequence of its business operations as well as its investing and financing activities. Accordingly, the Company’s risk management
framework has the objective of ensuring that such risks are managed within acceptable and approved risk parameters in a disciplined and
consistent manner and in compliance with applicable regulation. It also seeks to drive accountability in this regard.
Market Risks
As the Company is debt-free and its deferred payment liabilities do not carry interest, the exposure to interest rate risk from the perspective of
Financial liabilities is negligible. Investments are made in debt instruments, within approved policies and procedures guided by the tenets of
liquidity, safety and returns. This ensures that investments are only made within acceptable risk parameters.

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 GREENACRE HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Contd.)

The Company’s investments are predominantly held in debt mutual funds etc. The Company invests in mutual fund schemes of leading fund
houses. Such investments are susceptible to market price risk that arises mainly from changes in interest rate which may impact the return and
value of such investments. However, given the relatively short tenure of underlying portfolio of the mutual fund schemes in which the Company
has invested, such price risk is not significant. Fixed deposit is held with highly rated bank and is not subject to interest rate volatility.
Liquidity Risk
The Company’s Current assets aggregate `3,624.56 lakhs (2022: ` 3,508.11 lakhs) including Current investments, Trade receivables, Cash and
cash equivalents & Others of ` 3,605.32 lakhs (2022: ` 3,484.94 lakhs) against an aggregate Current liability of ` 1,500.59 lakhs (2022: ` 148.88
lakhs); Non-current liabilities due between one year to three years amount to ` 25.46 lakhs (2022: ` 81.27 lakhs) on the reporting date.
In such circumstances, liquidity risk or the risk that the Company may not be able to settle or meet its obligations as they become due, does not
exist.
Credit Risk
The risk management framework of the Company is designed to bring robustness to the risk management processes within the Company. With
respect to the Company’s investing activities, counter parties are shortlisted and exposure limits determined on the basis of their credit rating,
financial statements and other relevant information. The counter party risk is considered insignificant.
Concentrations of credit risk with respect to trade receivables are limited as the Company’s major customer is its ultimate Holding Company.
Exceptions are managed and approved by appropriate authorities, after due consideration of the counterparty’s credentials and financial capacity,
trade practices and prevailing business and economic conditions. Based on the assessment of financial assets, no loss provision is considered
necessary.
D. Fair value measurement
Fair value hierarchy
Fair value of the financial instruments is classified in various fair value hierarchies based on the following three levels:
Level 1: Quoted prices (unadjusted) in active market or Net Asset Value (NAV) for identical assets or liabilities.
Level 2: Inputs other than quoted price included within Level 1 that are observable for the asset or liability, either directly (i.e., as prices) or
indirectly (i.e., derived from prices).
The fair value of financial instruments that are not traded in an active market is determined using market approach and valuation techniques which
maximise the use of observable market data and rely as little as possible on entity-specific estimates. If significant inputs required to fair value an
instrument are observable, the instrument is included in Level 2.
The fair value of financial liabilities, where applicable, is determined using market observable inputs such as quotes from market participants, value
published by the issuer etc.
Level 3: Inputs for the assets or liabilities that are not based on observable market data (unobservable inputs).
If one or more of the significant inputs is not based on observable market data, the fair value is determined using generally accepted methodologies
such as discounted cash flow analysis, with the most significant inputs being the discount rate that reflects the credit risk of counterparty.
The fair value of trade receivables, trade payables and other Current financial assets and liabilities, where applicable, is considered to be equal to
the carrying amounts of these items due to their short-term nature. Where such items are Non-current in nature, the same has been classified as
Level 3 and fair value determined using discounted cash flow basis.
There has been no change in the valuation methodology for Level 3 inputs during the year. The Company has not classified any material financial
instruments under Level 3 of the fair value hierarchy. The sensitivity of change in the unobservable inputs used in fair valuation of Level 3 financial
assets and liabilities does not have a significant impact on their value. There were no transfers between Level 1, Level 2 and Level 3 during the year.
The following table presents the fair value hierarchy of assets measured at fair value:
(` in lakhs)

Fair Value
Particulars Fair Value Hierarchy
(Level)
As at As at
31st March, 2023 31st March, 2022
A. Financial assets

Measured at fair value through profit or loss

Investment in mutual funds 1 3,534.44 3,361.18

21. During the year 1999-2000, erstwhile Classic Infrastructure & Development Limited (CIDL) [since amalgamated with the Company] acquired assignable
claims amounting to ` 920.59 lakhs together with any interest that may accrue on the said amount till the date of actual repayment, at an agreed
consideration of ` 200.00 lakhs. This amount is included in “Other non-current assets” under Note 6.

The Company has received an amount of ` 1380.00 lakhs (2022: Nil), that has been released by the Hon’ble High Court of Karnataka against
submission of bank guarantee by the Company. The amount was deposited by the defendants with the Hon’ble High Court as per the interim order
towards their appeal. As the matter is sub-judice, the said amount is reflected under current liabilities (refer Note 11) and a concomitant earmarked
balance under non – current other financial assets (refer note 5) in the Balance Sheet.

On behalf of the Board

S. DUTTA Chairman J. SINGH Director
M. SETH Chief Financial Officer L. R. BASA Manager & Company Secretary
Kolkata, April 21, 2023

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 gold flake corporation limited
REPORT OF THE BOARD OF DIRECTORS FOR THE FINANCIAL YEAR
ENDED 31ST MARCH, 2023
1. Your Directors submit their 89th Report for the financial year ended (b) Changes in Key Managerial Personnel
31st March, 2023. During the year, there were no changes in the Key Managerial
2. COMPANY PERFORMANCE Personnel of the Company.
Your Company earned a total income of ` 1,996.67 lakhs during the (c) Retirement by Rotation
year under review. The Company remains committed to its growth In accordance with the provisions of Section 152 of the Act read
strategy through its joint venture interest in ITC Essentra Limited and with the Articles of Association of the Company, Ms. Nidhi Bajaj
continues to explore newer growth opportunities. The temporary (DIN: 02171721), Director, will retire by rotation at the ensuing
surplus funds of the Company, in the meantime, have been deployed AGM of the Company, and being eligible, offers herself for
in bank fixed deposits and debt mutual funds. re-election. Your Board has recommended her re-election.
The financial results of your Company, summarised, are as under: 5. BOARD MEETINGS
For the year ended For the year ended Six meetings of the Board were held during the year ended
31st March, 2023 31st March, 2022 31st March, 2023.
(` in lakhs) (` in lakhs)
6. DIRECTORS’ RESPONSIBILITY STATEMENT
Profits
As required under Section 134 of the Act, your Directors confirm
a. Profit Before Tax 1,858.33 1,615.63
having:
b. Less : Tax Expense 16.40 7.71
i) followed in the preparation of the Annual Accounts for the financial
c. Profit After Tax 1,841.93 1,607.92
year ended 31st March, 2023, the applicable Accounting Standards
d. Add : Other Comprehensive – – with proper explanation relating to material departures, if any;
Income
ii) selected such accounting policies and applied them consistently
e. Total Comprehensive Income 1,841.93 1,607.92
and made judgements and estimates that are reasonable and
Retained Earnings prudent so as to give a true and fair view of the state of affairs of
a. At the beginning of the year 1,331.55 1,323.47 the Company at the end of the financial year and of the profit of
b. Add : Profit for the year 1,841.93 1,607.92 the Company for that period;
c. Add : Other Comprehensive – – iii) taken proper and sufficient care for the maintenance of adequate
Income accounting records in accordance with the provisions of the Act for
d. Less : Interim Dividend paid 1,807.82 1,599.84 safeguarding the assets of the Company and for preventing and
detecting fraud and other irregularities;
e. At the end of the year 1,365.66 1,331.55
iv) prepared the Annual Accounts on a going concern basis; and
3. DIVIDEND
v) devised proper systems to ensure compliance with the provisions
During the year under review, Interim Dividend of ` 11.30 per of all applicable laws and that such systems are adequate and
Equity Share was declared by your Directors on 28th March, 2023. operating effectively.
Such Dividend was paid to the Members whose names appeared
7. ASSOCIATE AND JOINT VENTURE
in the Register of Members of the Company on the aforesaid date.
The said Interim Dividend aggregating ` 1,807.82 lakhs has been The statement in Form AOC-1 containing the salient features of
confirmed by your Directors as the Final Dividend for the financial year the financial statements of ATC Limited, associate company, and
ended 31st March, 2023. ITC Essentra Limited, joint venture company, is attached to the Financial
Statements of the Company.
4. DIRECTORS AND KEY MANAGERIAL PERSONNEL
The Company, being an intermediate wholly owned subsidiary, is not
(a) Changes in Directors
required to prepare Consolidated Financial Statements. However, brief
Messrs. Trasi Sadashiva Madhava Shenoy (DIN: 09476476) details of the performance and financial position of the Company’s
and Jagdish Singh (DIN: 00042258) were appointed, with your associate and joint venture are given below:
approval, as Non-Executive Directors of the Company with effect
from 20th June, 2022. Name of Associate / Total Revenue / Income Profit After Tax
Joint Venture Company FY 2022-23 FY 2021-22 FY 2022-23 FY 2021-22
The Board of Directors of your Company (‘the Board’) at the
(` in lakhs) (` in lakhs) (` in lakhs) (` in lakhs)
meeting held on 13th July, 2022 appointed Mr. Supratim Dutta
(DIN: 01804345) as an Additional Director and also as the ATC Limited 3,094.74 2,710.79 126.16 35.39
(associate company)
Chairman of the Company with effect from 22nd July, 2022.
In accordance with Section 161 of the Companies Act, 2013 ITC Essentra Limited 55,080.73 38,883.89 6,476.84 4,108.95
(‘the Act’) and Article 97 of the Articles of Association of the (joint venture company)
Company, Mr. Dutta will vacate office at the ensuing Annual 8. PARTICULARS OF EMPLOYEES
General Meeting (‘AGM’) and is eligible for appointment as a
The details of employees of the Company, as required under Rule 5(2)
Director of the Company.
of the Companies (Appointment and Remuneration of Managerial
The Board at the meeting held on 21st April, 2023 recommended Personnel) Rules, 2014, including details of employee(s) who had
for the approval of the Members, the appointment of Mr. Dutta drawn remuneration more than the limit specified in the said Rule, are
as a Non-Executive Director of your Company, liable to retire by
provided in the Annexure to this Report.
rotation. Requisite Notice under Section 160 of the Act has been
received by the Company for the appointment of Mr. Dutta, who The Company seeks to create equal opportunities for men and women
has filed his consent to act as a Director of your Company, if and is committed to a gender-friendly workplace. During the year, no
appointed. complaint for sexual harassment was received. However, the Company
is not required to constitute Internal Complaints Committee in terms of
Appropriate resolution seeking your approval to the aforesaid
appointment is appearing in the Notice convening the ensuing the Sexual Harassment of Women at Workplace (Prevention, Prohibition
AGM of the Company. and Redressal) Act, 2013.

Mr. Rajiv Tandon (DIN: 00042227), consequent to his retirement 9. RISK MANAGEMENT
from the services of ITC Limited, the Holding Company, stepped The risk management framework of the Company is commensurate
down as the Chairman and Non-Executive Director of your with its size and nature of business. Management of risks vests with the
Company with effect from 22nd July, 2022. Your Directors place executive management which is responsible for the day-to-day conduct
on record their appreciation for the valuable contribution made by of the affairs of the Company, within the overall framework approved
Mr. Tandon during his tenure with the Company. by the Board. The Internal Auditor of the Company periodically carries

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 gold flake corporation limited
out risk focused audits with the objective of identifying areas where the Companies (Accounts) Rules, 2014 in Form No. AOC-2, is not
risk management processes could be further strengthened. The Board applicable for this year.
annually reviews the effectiveness of the Company’s risk management 13. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE
systems and policies. REGULATORS / COURTS / TRIBUNALS
10. INTERNAL FINANCIAL CONTROLS During the year under review, no significant or material orders were
passed by the Regulators / Courts / Tribunals impacting the going
Your Company has in place adequate internal financial controls with
concern status of the Company and its future operations.
respect to the financial statements, commensurate with its size and
14. COST RECORDS
scale of operations. The Internal Auditor of the Company periodically
The Company is not required to maintain cost records in terms of
evaluates the adequacy and effectiveness of such internal financial
Section 148 of the Act read with the Companies (Cost Records and
controls. The Board which provides guidance on internal controls, also
Audit) Rules, 2014.
reviews internal audit findings and implementation of internal audit
15. STATUTORY AUDITORS
recommendations, if any.
Messrs. S R B C & CO LLP, Chartered Accountants (‘SRBC’), were
During the year, the internal financial controls in the Company with
appointed as the Auditors of your Company at the 85th AGM held on
respect to the financial statements were tested and no material weakness 20th June, 2019 to hold such office till the conclusion of the 90th AGM.
in the design or operation of such controls was observed. Nonetheless, Pursuant to Section 142 of the Act, the Board has recommended for the
your Company recognises that any internal financial control framework, approval of the Members, remuneration of SRBC for the financial year
no matter how well designed, has inherent limitations and accordingly, 2023-24. Appropriate resolution in respect of the same is being placed
regular audit and review processes are undertaken to ensure that such for your approval at the ensuing AGM of the Company.
systems are reinforced on an ongoing basis. 16. COMPLIANCE WITH SECRETARIAL STANDARDS
11. PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS The Company is in compliance with the applicable Secretarial Standards
issued by the Institute of Company Secretaries of India and approved
During the year ended 31st March, 2023, the Company has neither
by the Central Government under Section 118 of the Act.
given any loan or guarantee nor has made any investment under
17. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION,
Section 186 of the Act.
FOREIGN EXCHANGE EARNINGS AND OUTGO
12. RELATED PARTY TRANSACTIONS Considering the nature of business of your Company, no comment is
During the year ended 31st March, 2023, the Company has neither required on conservation of energy and technology absorption.
entered into any contract or arrangement with its related parties During the year under review, there has been no foreign exchange
which is not at arm’s length nor has the Company entered into any earnings or outflow.
material contract or arrangement with them, in terms of Section 188 On behalf of the Board
of the Act. Accordingly, the disclosure of Related Party Transactions, S. Dutta Chairman
as required in terms of Section 134 of the Act read with Rule 8 of Dated : 21st April, 2023 T.S.M. Shenoy Director

Annexure to the Report of the Board of Directors for the financial year ended 31st March, 2023
[Information pursuant to Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014]

Name Age Designation Gross Net Qualifications Experience Date of Previous

(Years) Remuneration Remuneration (Years) commencement of Employment /
(`) (`) employment / deputation Position held

1 2 3 4 5 6 7 8 9

V. Luharuka* 38 Chief Financial 1,14,70,020/- 64,78,655/- B. Com (Hons.), 15 01.01.2015 ITC Limited –
Officer A.C.A. Manager (Finance)

P. Kumar* 32 Manager and 18,99,652/- 14,01,607/- B. Com (Hons.), 8 01.10.2021 ITC Limited -
Company A.C.S. Manager
Secretary (Secretarial)

* On deputation from ITC Limited, the Holding Company (‘ITC’).

Notes:
1. Gross Remuneration includes salary, variable pay / performance bonus, long-term incentives, allowances & other benefits / applicable perquisites
borne by the Company, except provisions for gratuity and leave encashment which are actuarially determined on an overall Company basis. The term
‘remuneration’ has the meaning assigned to it under the Companies Act, 2013.
2. Net Remuneration comprises cash income less tax deducted at source and employee’s own contribution to provident fund.
3. The Chief Financial Officer has been granted Stock Options by ITC under its Employee Stock Option Schemes at ‘market price’ [within the meaning of
the Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021]. Since these Stock Options are not
tradeable, no perquisite or benefit is immediately conferred upon the employee by grant of such Options and accordingly, the said grant has not been
considered as remuneration.
4. The aforesaid employee(s) are neither relative of any Director / Manager of the Company nor hold any equity share in the Company.
On behalf of the Board
S. DUTTA Chairman
Dated : 21st April, 2023 T.S.M. Shenoy Director

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 gold flake corporation limited
IndEPENDENT AUDITOR’S REPORT To the Members of GOLD FLAKE
CORPORATION LIMITED
Auditor’s Responsibilities for the Audit of the Ind AS Financial Statements
Report on the Audit of the Ind AS Financial Statements
Our objectives are to obtain reasonable assurance about whether the Ind AS
Opinion
financial statements as a whole are free from material misstatement, whether
We have audited the accompanying Ind AS financial statements of Gold Flake due to fraud or error, and to issue an auditor’s report that includes our opinion.
Corporation Limited (“the Company”), which comprise the Balance Sheet as at Reasonable assurance is a high level of assurance, but is not a guarantee that
March 31 2023, the Statement of Profit and Loss, including the statement of an audit conducted in accordance with SAs will always detect a material
Other Comprehensive Income, the Cash Flow Statement and the Statement of misstatement when it exists. Misstatements can arise from fraud or error and are
Changes in Equity for the year then ended, and notes to the Ind AS financial considered material if, individually or in the aggregate, they could reasonably be
statements, including a summary of significant accounting policies and other expected to influence the economic decisions of users taken on the basis of these
explanatory information. Ind AS financial statements.
In our opinion and to the best of our information and according to the As part of an audit in accordance with SAs, we exercise professional judgment
explanations given to us, the aforesaid Ind AS financial statements give the and maintain professional skepticism throughout the audit. We also:
information required by the Companies Act, 2013, as amended (“the Act”) in • Identify and assess the risks of material misstatement of the Ind AS financial
the manner so required and give a true and fair view in conformity with the statements, whether due to fraud or error, design and perform audit
accounting principles generally accepted in India, of the state of affairs of the procedures responsive to those risks, and obtain audit evidence that is
Company as at March 31, 2023, its profit including other comprehensive sufficient and appropriate to provide a basis for our opinion. The risk of not
income, its cash flows and the changes in equity for the year ended on that date. detecting a material misstatement resulting from fraud is higher than for
Basis for Opinion one resulting from error, as fraud may involve collusion, forgery, intentional
We conducted our audit of the Ind AS financial statements in accordance with omissions, misrepresentations, or the override of internal control.
the Standards on Auditing (SAs), as specified under Section 143(10) of the Act. • Obtain an understanding of internal control relevant to the audit in order
Our responsibilities under those Standards are further described in the ‘Auditor’s to design audit procedures that are appropriate in the circumstances.
Responsibilities for the Audit of the Ind AS Financial Statements’ section of our Under Section 143(3)(i) of the Act, we are also responsible for expressing
report. We are independent of the Company in accordance with the ‘Code of our opinion on whether the Company has adequate internal financial
Ethics’ issued by the Institute of Chartered Accountants of India together with controls with reference to financial statements in place and the operating
the ethical requirements that are relevant to our audit of the financial statements effectiveness of such controls.
under the provisions of the Act and the Rules thereunder, and we have fulfilled • Evaluate the appropriateness of accounting policies used and the
our other ethical responsibilities in accordance with these requirements and the reasonableness of accounting estimates and related disclosures made by
Code of Ethics. We believe that the audit evidence we have obtained is sufficient management.
and appropriate to provide a basis for our audit opinion on the Ind AS financial
• Conclude on the appropriateness of management’s use of the going concern
statements.
basis of accounting and, based on the audit evidence obtained, whether
Information Other than the Financial Statements and Auditor’s Report a material uncertainty exists related to events or conditions that may cast
Thereon significant doubt on the Company’s ability to continue as a going concern.
The Company’s Board of Directors is responsible for the other information. The If we conclude that a material uncertainty exists, we are required to draw
other information comprises the information included in the Board report, but attention in our auditor’s report to the related disclosures in the financial
does not include the Ind AS financial statements and our auditor’s report thereon. statements or, if such disclosures are inadequate, to modify our opinion.
Our opinion on the Ind AS financial statements does not cover the other Our conclusions are based on the audit evidence obtained up to the date
information and we do not express any form of assurance conclusion thereon. of our auditor’s report. However, future events or conditions may cause the
In connection with our audit of the Ind AS financial statements, our responsibility Company to cease to continue as a going concern.
is to read the other information and, in doing so, consider whether such other • Evaluate the overall presentation, structure and content of the Ind AS
information is materially inconsistent with the financial statements or our financial statements, including the disclosures, and whether the Ind AS
knowledge obtained in the audit or otherwise appears to be materially misstated. financial statements represent the underlying transactions and events in a
If, based on the work we have performed, we conclude that there is a material manner that achieves fair presentation.
misstatement of this other information, we are required to report that fact. We We communicate with those charged with governance regarding, among other
have nothing to report in this regard. matters, the planned scope and timing of the audit and significant audit findings,
Responsibility of Management for the Ind AS Financial Statements including any significant deficiencies in internal control that we identify during
The Company’s Board of Directors is responsible for the matters stated our audit.
in Section 134(5) of the Act with respect to the preparation of these Ind AS We also provide those charged with governance with a statement that we have
financial statements that give a true and fair view of the financial position, complied with relevant ethical requirements regarding independence, and to
financial performance including other comprehensive income, cash flows and communicate with them all relationships and other matters that may reasonably
changes in equity of the Company in accordance with the accounting principles be thought to bear on our independence, and where applicable, related
generally accepted in India, including the Indian Accounting Standards (Ind safeguards.
AS) specified under Section 133 of the Act read with the Companies (Indian Report on Other Legal and Regulatory Requirements
Accounting Standards) Rules, 2015, as amended. This responsibility also includes 1. As required by the Companies (Auditor’s Report) Order, 2020 (“the Order”),
maintenance of adequate accounting records in accordance with the provisions issued by the Central Government of India in terms of sub-section (11) of
of the Act for safeguarding of the assets of the Company and for preventing and Section 143 of the Act, we give in the “Annexure 1” a statement on the
detecting frauds and other irregularities; selection and application of appropriate matters specified in paragraphs 3 and 4 of the Order.
accounting policies; making judgments and estimates that are reasonable and
2. As required by Section 143(3) of the Act, we report that:
prudent; and the design, implementation and maintenance of adequate internal
(a) We have sought and obtained all the information and explanations
financial controls, that were operating effectively for ensuring the accuracy
which to the best of our knowledge and belief were necessary for the
and completeness of the accounting records, relevant to the preparation and
purposes of our audit;
presentation of the Ind AS financial statements that give a true and fair view and
are free from material misstatement, whether due to fraud or error. (b) In our opinion, proper books of account as required by law have been
kept by the Company so far as it appears from our examination of those
In preparing the Ind AS financial statements, management is responsible for
books ;
assessing the Company’s ability to continue as a going concern, disclosing, as
applicable, matters related to going concern and using the going concern basis (c) The Balance Sheet, the Statement of Profit and Loss including the
of accounting unless management either intends to liquidate the Company or to Statement of Other Comprehensive Income, the Cash Flow Statement
cease operations, or has no realistic alternative but to do so. and Statement of Changes in Equity dealt with by this Report are in
agreement with the books of account ;
Those Board of Directors are also responsible for overseeing the Company’s
financial reporting process. (d) In our opinion, the aforesaid Ind AS financial statements comply with

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 gold flake corporation limited
the Accounting Standards specified under Section 133 of the Act, writing or otherwise, that the Intermediary shall, whether, directly
read with Companies (Indian Accounting Standards) Rules, 2015, as or indirectly lend or invest in other persons or entities identified
amended; in any manner whatsoever by or on behalf of the Company
(e) On the basis of the written representations received from the directors (“Ultimate Beneficiaries”) or provide any guarantee, security or
as on March 31, 2023 taken on record by the Board of Directors, the like on behalf of the Ultimate Beneficiaries;
none of the directors is disqualified as on March 31, 2023 from being b) The management has represented that, to the best of its
appointed as a director in terms of Section 164 (2) of the Act; knowledge and belief, no funds have been received by the
(f) With respect to the adequacy of the internal financial controls with Company from any persons or entities, including foreign entities
reference to these Ind AS financial statements and the operating (“Funding Parties”), with the understanding, whether recorded
effectiveness of such controls, refer to our separate Report in in writing or otherwise, that the Company shall, whether, directly
“Annexure 2” to this report; or indirectly, lend or invest in other persons or entities identified
(g) In our opinion, the Company has not paid / provided any managerial in any manner whatsoever by or on behalf of the Funding Party
remuneration to its directors during the year and hence the provisions (“Ultimate Beneficiaries”) or provide any guarantee, security or
of Section 197 read with Schedule V to the Act are not applicable to the like on behalf of the Ultimate Beneficiaries; and
the Company for the year ended March 31, 2023; c) Based on such audit procedures performed that have been
(h) With respect to the other matters to be included in the Auditor’s considered reasonable and appropriate in the circumstances,
Report in accordance with Rule 11 of the Companies (Audit and nothing has come to our notice that has caused us to believe
Auditors) Rules, 2014, as amended, in our opinion and to the best of that the representations under sub-clause (a) and (b) contain any
our information and according to the explanations given to us: material misstatement.

i. The Company does not have any pending litigations which would v. The interim dividend declared and paid by the Company during
impact its financial position; the year and until the date of this audit report is in accordance with
Section 123 of the Act.
ii. The Company did not have any long-term contracts including
derivative contracts for which there were any material foreseeable vi. As proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 is
losses; applicable for the Company only w.e.f. April 1, 2023, reporting under
this clause is not applicable.
iii. There were no amounts which were required to be transferred to
the Investor Education and Protection Fund by the Company; For S R B C & CO LLP

iv.a) The management has represented that, to the best of its Chartered Accountants
knowledge and belief, no funds have been advanced or loaned ICAI Firm Registration Number: 324982E/E300003
or invested (either from borrowed funds or share premium per Anant Acharya
or any other sources or kind of funds) by the Company to or Partner
in any other persons or entities, including foreign entities
Place of Signature: Mumbai Membership Number: 124790
(“Intermediaries”), with the understanding, whether recorded in
Date: April 21, 2023 UDIN: 23124790BGVIKE7347

ANNEXURE 1 REFERRED TO IN PARAGRAPH 1 UNDER THE HEADING (c) The Company has not granted loans and advances in the nature of
“REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS” OF OUR loans to companies, firms, Limited Liability Partnerships or any other
REPORT OF EVEN DATE parties. Accordingly, the requirement to report on clause 3(iii)(c) to
(i) (a)(A) The Company has maintained proper records showing full 3(iii)(f) of the Order are not applicable to the Company and hence
particulars, including quantitative details and situation of Property, not commented upon.
Plant and Equipment. (iv) In our opinion and according to the information and explanations
(B) The Company has not capitalized any intangible assets in the books given to us, there are no loans, investments, guarantees, and
of the Company and accordingly, the requirement to report on securities given in respect of which provisions of Section 185 and
clause 3(i)(a)(B) of the Order is not applicable to the Company. 186 of the Companies Act 2013 are applicable and hence not
(b) Property, plant and equipment have been physically verified by the commented upon.
management during the year and no material discrepancies were (v) The Company has neither accepted any deposits from the public
identified on such verification. nor accepted any amounts which are deemed to be deposits within
(c) There is no immovable property, held by the Company and the meaning of Sections 73 to 76 of the Companies Act and the
accordingly, the requirement to report on clause 3(i)(c) of the Order rules made thereunder, to the extent applicable. Accordingly, the
is not applicable to the Company. requirement to report on clause 3(v) of the Order is not applicable
to the Company.
(d) The Company has not revalued its Property, Plant and Equipment
(including Right of use assets) or intangible assets during the year (vi) To the best of our knowledge and as explained, the Company is
ended March 31, 2023. not in the business of sale of any goods. Therefore, in our opinion,
the provisions of clause 3(vi) of the Order are not applicable to the
(e) There are no proceedings initiated or are pending against the
Company.
Company for holding any benami property under the Prohibition of
Benami Property Transactions Act, 1988 and rules made thereunder. (vii) (a) The Company is regular in depositing with appropriate authorities
undisputed statutory dues including provident fund, employees’
(ii) (a) The Company’s business, in view of its current operations, does
state insurance, income-tax, goods and service tax, cess and other
not require maintenance of inventories and, accordingly, the
statutory dues applicable to it. Customs duty and excise duty are not
requirements to report on clause 3(ii) (a) of the Order is not
applicable to the Company.
applicable to the Company and hence not commented upon.
(b) According to the information and explanations given to us and audit
(b) The Company has not been sanctioned working capital limits
procedures performed by us, no undisputed amounts payable in
in excess of Rs. five crores in aggregate from banks or financial
respect of provident fund, employees’ state insurance, income-tax,
institutions during any point of time of the year on the basis of
service tax, sales-tax, value added tax, goods and service tax, cess
security of current assets. Accordingly, the requirement to report on
and other statutory dues applicable to it were outstanding, at the
clause 3(ii)(b) of the Order is not applicable to the Company.
year end, for a period of more than six months from the date they
(iii) (a) During the year the Company has not provided loans, advances
became payable. Customs duty and excise duty are not applicable
in the nature of loans, stood guarantee or provided security to
to the Company.
companies, firms, Limited Liability Partnerships or any other parties.
(c) According to the information and explanations given to us, there
Accordingly, the requirement to report on clause 3(iii)(a) of the
are no dues of income tax, sales-tax, service tax, customs duty,
Order is not applicable to the Company.
excise duty, value added tax, goods and service tax, cess and other
(b) During the year the Company has not made investments, provided
statutory dues which have not been deposited on account of any
guarantees, provided security and granted loans and advances in the
dispute.
nature of loans to companies, firms, Limited Liability Partnerships or
(viii) The Company has not surrendered or disclosed any transaction,
any other parties. Accordingly, the requirement to report on clause
previously unrecorded in the books of account, in the tax
3(iii)(b) of the Order is not applicable to the Company.

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 gold flake corporation limited
assessments under the Income Tax Act, 1961 as income during the nature of its business though it is not required to have an internal
year. Accordingly, the requirement to report on clause 3(viii) of the audit system under Section 138 of the Companies Act, 2013.
Order is not applicable to the Company. (b) The internal audit reports of the Company issued till the date of the
(ix) (a) The Company did not have any outstanding loans or borrowings or audit report, for the period under audit have been considered by us.
interest thereon due to any lender during the year. Accordingly, the (xv) According to the information and explanations given by the
requirement to report on clause (ix)(a) of the Order is not applicable management and audit procedures performed by us, the Company
to the Company. has not entered into any non-cash transactions with directors or
(b) The Company has not been declared wilful defaulter by any bank or persons connected with him as referred to in Section 192 of the
financial institution or government or any government authority. Companies Act, 2013.
(c) The Company did not have any term loans outstanding during the (xvi) (a) According to the information and explanations given to us, the
year hence, the requirement to report on clause (ix)(c) of the Order provisions of Section 45-IA of the Reserve Bank of India Act, 1934
is not applicable to the Company. are not applicable to the Company.
(d) The Company did not raise any funds during the year hence, the (b) The Company is not engaged in any Non-Banking Financial or
requirement to report on clause (ix)(d) of the Order is not applicable Housing Finance activities. Accordingly, the requirement to report
to the Company. on clause 3(xvi)(b) of the Order is not applicable to the Company.
(e) On an overall examination of the financial statements of the (c) The Company is not a Core Investment Company as defined
Company, the Company has not taken any funds from any entity or in the regulations made by Reserve Bank of India. Accordingly,
person on account of or to meet the obligations of its associates or the requirement to report on clause 3(xvi)(c) of the Order is not
joint ventures. The Company does not have any subsidiary company. applicable to the Company.
(f) The Company has not raised loans during the year on the pledge (d) There is no Core Investment Company as a part of the Group, hence,
of securities held in its joint ventures or associate companies. The the requirement to report on clause 3(xvi)(d) of the Order is not
Company does not have any subsidiary company. Hence, the applicable to the Company.
requirement to report on clause (ix)(f) of the Order is not applicable (xvii) The Company has not incurred cash losses in the current year and in
to the Company. the immediately preceding financial year.
(x) (a) According to the information and explanations given by the (xviii) There has been no resignation of the statutory auditors during the
management, the Company has not raised any money during the year and accordingly requirement to report on clause 3(xviii) of the
year by way of initial public offer / further public offer (including Order is not applicable to the Company.
debt instruments) hence, reporting under clause 3(x)(a) is not (xix) On the basis of the financial ratios disclosed in note 18(ix) to the
applicable to the Company and hence not commented upon. financial statements, ageing and expected dates of realization of
(b) The Company has not made any preferential allotment or private financial assets and payment of financial liabilities, other information
placement of shares /fully or partially or optionally convertible accompanying the financial statements, our knowledge of the Board
debentures during the year under audit and hence, the requirement of Directors and management plans and based on our examination
to report on clause 3(x)(b) of the Order is not applicable to the of the evidence supporting the assumptions, nothing has come
Company. to our attention, which causes us to believe that any material
(xi) (a) No fraud by the Company or no fraud on the Company has been uncertainty exists as on the date of the audit report that Company
noticed or reported during the year. is not capable of meeting its liabilities existing at the date of balance
(b) During the year, no report under sub-section (12) of Section 143 of sheet as and when they fall due within a period of one year from the
the Companies Act, 2013 has been filed by us in Form ADT – 4 as balance sheet date. We, however, state that this is not an assurance
prescribed under Rule 13 of Companies (Audit and Auditors) Rules, as to the future viability of the Company. We further state that our
2014 with the Central Government. reporting is based on the facts up to the date of the audit report and
(c) As represented to us by the management, there are no whistle we neither give any guarantee nor any assurance that all liabilities
blower complaints received by the Company during the year. falling due within a period of one year from the balance sheet date,
(xii) In our opinion, the Company is not a Nidhi company. Therefore, the will get discharged by the Company as and when they fall due.
provisions of clause 3(xii)(a) to (c) of the Order are not applicable to (xx) According to the information and explanations given to us, the
the Company and hence not commented upon. provisions of Section 135 of the Companies Act 2013 are not
(xiii) According to the information and explanations given by the applicable to the Company. Accordingly, the requirement to report
management and audit procedures performed by us, transactions on clause 3(xx) (a) and (b) of the Order are not applicable to the
with the related parties are in compliance with Section 188 of Company and hence not commented upon.
Companies Act, 2013 where applicable and the details have been For S R B C & CO LLP
disclosed in the notes to the financial statements, as required by Chartered Accountants
the applicable accounting standards. The provisions of Section 177 ICAI Firm Registration Number: 324982E/E300003
are not applicable to the Company and accordingly reporting under
clause 3(xiii) of the Order in so far as it relates to Section 177 of the per Anant Acharya
Act is not applicable to the Company and hence not commented Partner
upon.
Place of Signature: Mumbai Membership Number: 124790
(xiv)(a) The Company has implemented internal audit system on a voluntary
Date: April 21, 2023 UDIN: 23124790BGVIKE7347
basis which is commensurate with the size of the Company and

229
 gold flake corporation limited
ANNEXURE 2 TO THE INDEPENDENT AUDITOR’S REPORT OF EVEN DATE appropriate to provide a basis for our audit opinion on the Company’s internal
ON THE IND AS FINANCIAL STATEMENTS OF GOLD FLAKE CORPORATION financial controls with reference to these financial statements.
LIMITED Meaning of Internal Financial Controls With Reference to these Financial
Report on the Internal Financial Controls under Clause (i) of Sub-section 3 Statements
of Section 143 of the Companies Act, 2013 (“the Act”) A company’s internal financial controls with reference to financial statements
We have audited the internal financial controls with reference to financial is a process designed to provide reasonable assurance regarding the reliability
statements of Gold Flake Corporation Limited (“the Company”) as of March of financial reporting and the preparation of financial statements for external
31, 2023 in conjunction with our audit of the Ind AS financial statements of the purposes in accordance with generally accepted accounting principles. A
Company for the year ended on that date. company’s internal financial controls with reference to financial statements
Management’s Responsibility for Internal Financial Controls includes those policies and procedures that (1) pertain to the maintenance of
records that, in reasonable detail, accurately and fairly reflect the transactions
The Company’s Management is responsible for establishing and maintaining
and dispositions of the assets of the company; (2) provide reasonable assurance
internal financial controls based on the internal control over financial reporting
that transactions are recorded as necessary to permit preparation of financial
criteria established by the Company considering the essential components
statements in accordance with generally accepted accounting principles,
of internal control stated in the Guidance Note on Audit of Internal Financial
and that receipts and expenditures of the company are being made only in
Controls Over Financial Reporting issued by the Institute of Chartered
accordance with authorisations of management and directors of the company;
Accountants of India (“ICAI”). These responsibilities include the design,
and (3) provide reasonable assurance regarding prevention or timely detection
implementation and maintenance of adequate internal financial controls that
of unauthorised acquisition, use, or disposition of the company’s assets that
were operating effectively for ensuring the orderly and efficient conduct of its
could have a material effect on the financial statements.
business, including adherence to the Company’s policies, the safeguarding of
its assets, the prevention and detection of frauds and errors, the accuracy and Inherent Limitations of Internal Financial Controls with Reference to
completeness of the accounting records, and the timely preparation of reliable Financial Statements
financial information, as required under the Companies Act, 2013. Because of the inherent limitations of internal financial controls with reference
Auditor’s Responsibility to Ind AS financial statements, including the possibility of collusion or improper
management override of controls, material misstatements due to error or
Our responsibility is to express an opinion on the Company’s internal financial
fraud may occur and not be detected. Also, projections of any evaluation of
controls with reference to these financial statements based on our audit.
the internal financial controls with reference to financial statements to future
We conducted our audit in accordance with the Guidance Note on Audit of
periods are subject to the risk that the internal financial control with reference
Internal Financial Controls Over Financial Reporting (the “Guidance Note”) and
to financial statements may become inadequate because of changes in
the Standards on Auditing, as specified under Section 143(10) of the Act, to
conditions, or that the degree of compliance with the policies or procedures
the extent applicable to an audit of internal financial controls, both issued by
may deteriorate.
ICAI. Those Standards and the Guidance Note require that we comply with
ethical requirements and plan and perform the audit to obtain reasonable Opinion
assurance about whether adequate internal financial controls with reference to In our opinion, the Company has, in all material respects, adequate internal
these financial statements was established and maintained and if such controls financial controls with reference to Ind AS financial statements and such internal
operated effectively in all material respects. financial controls with reference to Ind AS financial statements were operating
Our audit involves performing procedures to obtain audit evidence about effectively as at March 31, 2023, based on the internal control over financial
the adequacy of the internal financial controls with reference to these reporting criteria established by the Company considering the essential
financial statements and their operating effectiveness. Our audit of internal components of internal control stated in the Guidance Note issued by the ICAI.
financial controls with reference to financial statements included obtaining an For S R B C & CO LLP
understanding of internal financial controls with reference to these financial Chartered Accountants
statements, assessing the risk that a material weakness exists, and testing and
ICAI Firm Registration Number: 324982E/E300003
evaluating the design and operating effectiveness of internal control based on
the assessed risk. The procedures selected depend on the auditor’s judgement, per Anant Acharya
including the assessment of the risks of material misstatement of the financial Partner
statements, whether due to fraud or error. Place of Signature: Mumbai Membership Number: 124790
We believe that the audit evidence we have obtained is sufficient and Date: April 21, 2023 UDIN: 23124790BGVIKE7347

230
 gold flake corporation limited
BALANCE SHEET AS AT 31ST MARCH, 2023

Note As at As at
31st March, 2023 31st March, 2022
(` in lakhs) (` in lakhs)
ASSETS
Non-current assets
(a) Property, Plant and Equipment 3 0.02 0.02
(b) Financial Assets
(i) Investments 4 600.64 600.64
(c) Income Tax Assets (Net) 5 181.06 256.85
Current assets
(a) Financial Assets
(i) Investments 6 576.00 218.22
(ii) Cash and cash equivalents 7 3.26 6.55
(iii) Other Bank Balances 8 1,872.48 2,086,42
(iv) Others 9 15.27 2,467.01 15.17 2,326.36

TOTAL ASSETS 3,248.73 3,183.87

EQUITY AND LIABILITIES
Equity
(a) Equity Share capital 10 1,599.84 1,599.84
(b) Other Equity 1,452.92 3,052.76 1,418.81 3,018.65
Liabilities
Non-current liabilities
(a) Financial Liabilities
(i) Other financial liabilities 11 2.23 1.79
(b) Deferred tax liabilities (Net) 12 6.76 2.01
Current liabilities
(a) Financial Liabilities
(i) Other financial liabilities 11 6.20 1.43
(b) Other liabilities 13 180.78 159.99
TOTAL EQUITY AND LIABILITIES 3,248.73 3,183.87

The accompanying notes 1 to 19 are an integral part of the Financial Statements.

In terms of our report attached

For S R B C & CO LLP
Chartered Accountants
Firm Registration Number : 324982E/E300003 On behalf of the Board
Anant Acharya S. Dutta Chairman T. S. M. SHENOY Director
Partner V. LUHARUKA Chief Financial Officer P. Kumar Manager & Company Secretary
Mumbai, April 21, 2023 Kolkata, April 21, 2023

STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED 31ST MARCH, 2023
Note For the year ended For the year ended
31st March, 2023 31st March, 2022
(` in lakhs) (` in lakhs)
I Other Income 14 1,996.67 1,728.89
Total Income (I) 1,996.67 1,728.89
II EXPENSES
Employee benefits expense 15 136.12 110.61
Other expenses 16 2.22 2.65
Total Expenses (II) 138.34 113.26
III Profit before tax (I - II) 1,858.33 1,615.63
IV Tax expense:
Current Tax 17A 11.65 8.55
Deferred Tax 17A 4.75 (0.84 )
V Profit for the year (III - IV) 1,841.93 1,607.92
VI Other Comprehensive Income – –
VII Total Comprehensive Income for the year (V + VI) 1,841.93 1,607.92
VIII Earnings per equity share (Face Value of ` 10.00 each):
- Basic and Diluted ( in ` ) 18 (i) 11.51 10.05

The accompanying notes 1 to 19 are an integral part of the Financial Statements.

In terms of our report attached

For S R B C & CO LLP
Chartered Accountants
Firm Registration Number : 324982E/E300003 On behalf of the Board
Anant Acharya S. Dutta Chairman T. S. M. SHENOY Director
Partner V. LUHARUKA Chief Financial Officer P. Kumar Manager & Company Secretary
Mumbai, April 21, 2023 Kolkata, April 21, 2023

231
 gold flake corporation limited
Statement of changes in equity for the year ended 31st March, 2023
A. Equity Share Capital (` in lakhs)
Balance at the Changes in equity share Balance at the
beginning of the capital during the year end of the
reporting year reporting year
For the year ended 31st March, 2023 1,599.84 – 1,599.84
For the year ended 31st March, 2022 1,599.84 – 1,599.84

B. Other Equity (` in lakhs)

Reserves and Surplus
FY 2022-23 Total
General Reserve Retained Earnings
Balance as at 1st April, 2022 87.26 1,331.55 1,418.81
Profit for the year - 1,841.93 1,841.93
Other Comprehensive Income (net of tax) - - -

Total Comprehensive Income - 1,841.93 1,841.93

Interim Dividend paid - (1,807.82) (1,807.82)
Balance as at 31st March, 2023 87.26 1,365.66 1,452.92

Reserves and Surplus

FY 2021-22 Total
General Reserve Retained Earnings

Balance as at 1st April, 2021 87.26 1,323.47 1,410.73

Profit for the year - 1,607.92 1,607.92
Other Comprehensive Income (net of tax) - - -

Total Comprehensive Income - 1,607.92 1,607.92

Interim Dividend paid - (1,599.84) (1,599.84)
Balance as at 31st March, 2022 87.26 1,331.55 1,418.81

General Reserve: This Reserve is created by an appropriation from one component of Equity (generally Retained Earnings) to another, not being an item of Other Comprehensive
Income. The same can be utilised by the Company in accordance with the provisions of the Companies Act, 2013.
Retained Earnings: This Reserve represents the cumulative profits of the Company and effects of remeasurement of defined benefit obligations. This Reserve can be utilised in
accordance with the provisions of the Companies Act, 2013.

The accompanying notes 1 to 19 are an integral part of the Financial Statements.

In terms of our report attached
For S R B C & CO LLP
Chartered Accountants
Firm Registration Number : 324982E/E300003 On behalf of the Board
Anant Acharya S. Dutta Chairman T. S. M. SHENOY Director
Partner V. LUHARUKA Chief Financial Officer P. Kumar Manager & Company Secretary
Mumbai, April 21, 2023 Kolkata, April 21, 2023

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 gold flake corporation limited
CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH, 2023
For the year ended For the year ended
31st March, 2023 31st March, 2022
(` in lakhs) (` in lakhs)
A. Cash Flow from Operating Activities
PROFIT BEFORE TAX 1,858.33 1,615.63
ADJUSTMENTS FOR:
Interest Income (147.93 ) (125.32 )
Dividend Income (1,800.00 ) (1,575.00 )
Net (gain)/loss arising on investments mandatorily
measured at Fair value through profit or loss (48.74 ) (28.57 )
OPERATING PROFIT/(LOSS) BEFORE WORKING CAPITAL CHANGES (138.34 ) (113.26 )
ADJUSTMENTS FOR:
Provisions – (1.22 )
Other financial asset – 0.01
Other financial liabilities and other liabilities 26.00 85.91
CASH USED IN OPERATIONS (112.34 ) (28.56 )
Income tax paid / (refund) 64.13 (166.51 )
NET CASH USED IN OPERATING ACTIVITIES (48.21 ) (195.07 )
B. Cash Flow from Investing Activities
Purchase of current investments (1,194.80 ) (2,131.00 )
Sale / redemption of current investments 885.77 2,061.05
Dividend Income 1,800.00 1,575.00
Interest received 147.83 121.96
Investment in bank deposits (original maturity more than 3 months) (4,774.80 ) (4,004.63 )
Redemption / maturity of bank deposits (original maturity more than 3 months) 4,988.74 4,177.12
NET CASH GENERATED FROM INVESTING ACTIVITIES 1,852.74 1,799.50
C. Cash Flow from Financing Activities
Dividend paid (1.807.82 ) (1,599.84 )
NET CASH USED IN FINANCING ACTIVITIES
(1,807.82 ) (1,599.84 )
NET INCREASE/(DECREASE) IN CASH AND CASH EQUIVALENTS (A+B+C) (3.29 ) 4.59
OPENING CASH AND CASH EQUIVALENTS 6.55 1.96
CLOSING CASH AND CASH EQUIVALENTS (Note 7) 3.26 6.55

The above Cash Flow Statement has been prepared under the “Indirect Method” as set out in Ind AS - 7 “Statement of Cash Flows”.
The accompanying notes 1 to 19 are an integral part of the Financial Statements.

In terms of our report attached

For S R B C & CO LLP
Chartered Accountants
Firm Registration Number : 324982E/E300003 On behalf of the Board
Anant Acharya S. Dutta Chairman T. S. M. SHENOY Director
Partner V. LUHARUKA Chief Financial Officer P. Kumar Manager & Company Secretary
Mumbai, April 21, 2023 Kolkata, April 21, 2023

233
 gold flake corporation limited
NOTES TO THE FINANCIAL STATEMENTS

Company Information: Investment in Subsidiaries, Associates and Joint Venture

Gold Flake Corporation Limited, a wholly owned subsidiary of ITC Limited, Investment in subsidiaries, associates and joint venture are carried at cost
is a company within the meaning of the Companies Act, 2013. While the less accumulated impairment, if any.
main objects of the Company are primarily to manufacture and deal in Financial instruments, Financial assets, Financial liabilities and Equity
tobacco & tobacco related products, it continues to explore newer growth instruments
opportunities. It remains committed to its growth strategy through its joint Financial assets and financial liabilities are recognised when the Company
venture and associate. The temporary surplus funds of the Company, in the becomes a party to the contractual provisions of the relevant instrument
meantime, are deployed in bank fixed deposits and debt mutual funds. and are initially measured at fair value except for trade receivables that
1. Significant Accounting Policies do not contain a significant financing component, which are measured
Statement of Compliance at transaction price. Transaction costs that are directly attributable to the
acquisition or issue of financial assets and financial liabilities (other than
These financial statements have been prepared in accordance with financial assets and financial liabilities measured at fair value through profit
Indian Accounting Standards (Ind AS) notified under Section 133 of the
or loss) are added to or deducted from the fair value on initial recognition
Companies Act, 2013. The financial statements have also been prepared in
of financial assets or financial liabilities. Purchase or sale of financial assets
accordance with the relevant presentation requirements of the Companies
that require delivery of assets within a time frame established by regulation
Act, 2013. The Company adopted Ind AS from 1st April, 2016.
or convention in the market place (regular way trades) are recognised on
Basis of Preparation the trade date, i.e., the date when the Company commits to purchase or
The financial statements are prepared in accordance with the historical cost sell the asset.
convention, except for certain items that are measured at fair values, as Financial Assets
explained in the accounting policies. Recognition: Financial assets include investments, trade receivables,
Fair Value is the price that would be received to sell an asset or paid to advances, security deposits, cash and cash equivalents. Such assets are
transfer a liability in an orderly transaction between market participants initially recognised at fair value or transaction price, as applicable, when
at the measurement date, regardless of whether that price is directly the Company becomes party to contractual obligations. The transaction
observable or estimated using another valuation technique. price includes transaction costs unless the asset is being fair valued through
The preparation of financial statements in conformity with Ind AS requires the Statement of Profit and Loss.
management to make judgements, estimates and assumptions that affect Classification: Management determines the classification of an asset at
the application of the accounting policies and the reported amounts of initial recognition depending on the purpose for which the assets were
assets and liabilities, the disclosure of contingent assets and liabilities at the acquired. The subsequent measurement of financial assets depends on
date of the financial statements, and the reported amounts of revenues and such classification.
expenses during the year. Actual results could differ from those estimates. The financial assets are classified as those measured at:
The estimates and underlying assumptions are reviewed on an ongoing
(a) amortised cost, where the financial assets are held solely for collection
basis. Revisions to accounting estimates are recognised in the period in
of cash flows arising from payments of principal and / or interest.
which the estimate is revised if the revision affects only that period; they are
recognised in the period of the revision and future periods if the revision (b) fair value through other comprehensive income (FVTOCI), where the
affects both current and future periods. financial assets are held not only for collection of cash flows arising
from payments of principal and interest but also from the sale of
Operating Cycle
such assets. Such assets are subsequently measured at fair value, with
All assets and liabilities have been classified as current or non-current as unrealised gains and losses arising from changes in the fair value being
per the Company’s normal operating cycle and other criteria set out in the recognised in other comprehensive income.
Schedule III to the Companies Act, 2013 and Ind AS 1 - Presentation of (c) fair value through profit or loss (FVTPL), where the assets are managed
Financial Statements based on the nature of products or services and the in accordance with an approved investment strategy that triggers
time between the acquisition of assets for processing and their realisation
purchase and sale decisions based on their fair value of such assets.
in cash and cash equivalents.
Such assets are subsequently measured at fair value, with unrealised
Property, Plant and Equipment – Tangible Assets gains and losses arising from changes in the fair value being recognised
Property, plant and equipment are stated at cost of acquisition less in the Statement of Profit and Loss in the period in which they arise.
accumulated depreciation and impairment, if any. For this purpose, cost Trade receivables, advances, security deposits, cash and cash equivalents
includes deemed cost which represents the carrying value of property, etc. are classified for measurement at amortised cost while investments
plant and equipment recognised as at 1st April, 2015 measured as per the may fall under any of the aforesaid classes. However, in respect of particular
previous GAAP. investments in equity instruments that would otherwise be measured at fair
Cost is inclusive of inward freight, duties and taxes and incidental expenses value through profit or loss, an irrevocable election at initial recognition
related to acquisition. All upgradation / enhancements are charged off may be made to present subsequent changes in fair value through other
as revenue expenditure unless they bring similar significant additional comprehensive income.
benefits. Impairment: The Company assesses at each reporting date whether a
An item of property, plant and equipment is derecognised upon disposal or financial asset (or a group of financial assets) such as investments, trade
when no future economic benefits are expected to arise from the continued receivables, advances and security deposits held at amortised cost and
use of asset. Any gain or loss arising on the disposal or retirement of an financial assets that are measured at fair value through other comprehensive
item of property, plant and equipment is determined as the difference income are tested for impairment based on evidence or information that is
between the sales proceeds and the carrying amount of the asset and is available without undue cost or effort. Expected credit losses are assessed
recognised in Statement of Profit and Loss. and loss allowances recognised if the credit quality of the financial asset has
Depreciation of these assets commences when the assets are ready for their deteriorated significantly since initial recognition.
intended use which is generally on commissioning. Items of property, plant Reclassification: When and only when the business model is changed the
and equipment are depreciated in a manner that amortises the cost of Company shall reclassify all affected financial assets prospectively from the
the assets after commissioning (or other amount substituted for cost), less reclassification date as subsequently measured at amortised cost, fair value
its residual value, over their useful lives as specified in Schedule II of the through other comprehensive income, fair value through profit or loss
Companies Act, 2013 on a straight line basis. Land is not depreciated. without restating the previously recognised gains, losses or interest and in
Property, plant and equipment’s residual values and useful lives are terms of the reclassification principles laid down in the Ind AS relating to
reviewed at each Balance Sheet date and changes, if any, are treated as Financial Instruments.
changes in accounting estimate. The estimated useful lives of property, De-recognition: Financial assets are de-recognised when the right to
plant and equipment of the Company are as follows: receive cash flows from the assets has expired, or has been transferred and
the Company has transferred substantially all of the risks and rewards of
Office Equipment - Desktop 3 years ownership. Concomitantly, if the asset is one that is measured at:
Inventories (a) amortised cost, the gain or loss is recognised in the Statement of Profit
Inventories are stated at lower of cost and net realisable value. The cost and Loss;
is calculated on weighted average method. Cost comprises expenditure (b) fair value through other comprehensive income, the cumulative fair
incurred in the normal course of business in bringing such inventories to its value adjustments previously taken to reserves are reclassified to the
present location and condition and includes, where applicable, appropriate Statement of Profit and Loss unless the asset represents an equity
overheads based on normal level of activity. Net realisable value is the investment in which case the cumulative fair value adjustments
estimated selling price less estimated costs for completion and sale. previously taken to reserves is reclassified within equity.

234
 gold flake corporation limited
NOTES TO THE FINANCIAL STATEMENTS (Contd.)

Income Recognition: Interest income is recognised in the Statement of Dividend Distribution

Profit and Loss using the effective interest method. Dividend income is Dividends paid (including income tax thereon) is recognised in the period
recognised in the Statement of Profit and Loss when the right to receive in which the interim dividends are approved by the Board of Directors, or
dividend is established. in respect of the final dividend when approved by shareholders.
Financial Liabilities Operating Segments
Trade payables and other financial liabilities are initially recognised at fair
Operating segments are reported in a manner consistent with the internal
value and are subsequently measured at amortised cost. Any discount or
reporting provided to the chief operating decision-maker (CODM).
premium on redemption / settlement is recognised in the Statement of
The CODM, who is responsible for allocating resources and assessing
Profit and Loss as finance cost over the life of the liability using the effective
performance of the operating segments, has been identified as the Board
interest method and adjusted to the liability figure disclosed in the Balance
of Directors of the Company.
Sheet.
Provisions
Financial liabilities are de-recognised when the liability is extinguished, that
is, when the contractual obligation is discharged, cancelled and on expiry. Provisions are recognised when, as a result of a past event, the Company
Offsetting Financial Instruments has a legal or constructive obligation; it is probable that an outflow of
resources will be required to settle the obligation; and the amount can
Financial assets and liabilities are offset and the net amount is included in
be reliably estimated. The amount so recognised is a best estimate of the
the Balance Sheet where there is a legally enforceable right to offset the
consideration required to settle the obligation at the reporting date, taking
recognised amounts and there is an intention to settle on a net basis or
into account the risks and uncertainties surrounding the obligation.
realise the asset and settle the liability simultaneously.
In an event when the time value of money is material, the provision
Equity Instruments
is carried at the present value of the cash flows estimated to settle the
Equity instruments are recognised at the value of the proceeds, net of obligation.
direct costs of the capital issue.
2. Use of Estimates and Judgements
Employee Share Based Compensation
The preparation of financial statements in conformity with generally
The cost of stock options and stock appreciation units granted by ITC
accepted accounting principles requires management to make estimates
Limited, the Holding Company, to its eligible employees deputed to the
and assumptions that affect the reported amounts of assets and liabilities
Company is recognised at fair value. These Schemes are in the nature of
and disclosure of contingent liabilities at the date of the financial statements
equity settled / cash settled share based compensation and are assessed,
and the results of operations during the reporting period end. Although
managed / administered by the Holding Company.
these estimates are based upon management’s best knowledge of current
In case of stock options, the fair value of stock options at the grant date events and actions, actual results could differ from these estimates.
is amortised on a straight line basis over the vesting period and cost
recognised as an employee benefits expenses in the Statement of Profit The estimates and underlying assumptions are reviewed on an ongoing
and Loss with a corresponding credit in equity, net of reimbursements, if basis. Revisions to accounting estimates are recognised in the period in
any. which the estimate is revised if the revision affects only that period, or in
the period of the revision and future periods if the revision affects both
In case of stock appreciation units, the fair value of stock appreciation units
current and future periods.
at the grant date is initially recognised and remeasured at each reporting
date, until settled, and cost recognized as an employee benefits expenses Key sources of estimation uncertainty
in the Statement of Profit and Loss with a corresponding increase in other The following are the key assumptions concerning the future, and other
financial liabilities. key sources of estimation uncertainty at the end of the reporting period
Taxes on Income that may have a significant risk of causing a material adjustment to the
Taxes on income comprises of current taxes and deferred taxes. Current carrying amounts of assets and liabilities within the next financial year.
tax in the Statement of Profit and Loss is provided as the amount of tax i. Fair value measurements and valuation processes:
payable in respect of taxable income for the period using tax rates and tax
laws enacted or substantively enacted during the period, together with any Some of the Company’s assets and liabilities are measured at fair
adjustment to tax payable in respect of previous years. value for financial reporting purposes. In estimating the fair value of
an asset or a liability, the Company uses market-observable data to
Deferred tax is recognised on temporary differences between the carrying the extent it is available. Where Level 1 inputs are not available, the
amounts of assets and liabilities and the amounts used for taxation Company uses other methods, including third party valuers, where
purposes (tax base), at the tax rates and tax laws enacted or substantively required, to perform the valuation. Information about the valuation
enacted by the end of the reporting period. techniques and inputs used in determining the fair value of various
Deferred tax assets are recognised for the future tax consequences to the assets, liabilities and share based payments are disclosed in the notes
extent it is probable that future taxable profits will be available against to the financial statements.
which the deductible temporary differences can be utilised.
ii. Actuarial Valuation:
Income tax, in so far as it relates to items disclosed under other
comprehensive income or equity, are disclosed separately under other The determination of Company’s liability towards defined benefit
comprehensive income or equity, as applicable. obligation to employees is made through independent actuarial
valuation including determination of amounts to be recognised in
Deferred tax assets and liabilities are offset when there is legally enforceable the Statement of Profit and Loss and in other comprehensive income.
right to offset current tax assets and liabilities and when the deferred tax Such valuation depend upon assumptions determined after taking into
balances related to the same taxation authority. Current tax assets and tax account inflation, seniority, promotion and other relevant factors such
liabilities are offset where the entity has a legally enforceable right to offset as supply and demand factors in the employment market. Information
and intends either to settle on net basis, or to realise the asset and settle the about such valuation is provided in notes to the financial statements.
liability simultaneously.

(` in lakhs)

Gross Block Depreciation and Amortization Net Book Value

As at Additions Withdrawals As at Additions Withdrawals As at Upto For the On Upto For the On Upto As at 31st As at 31st
31st and 31st March, and 31st March, 31st year Withdrawals 31st year Withdrawals 31st March, March,
Particulars
March, adjustments 2022 adjustments 2023 March, and March, and March, 2023 2022
2021 2021 adjustments 2022 adjustments 2023
3. Property, Plant and
Equipment
Office Equipment 0.42 – – 0.42 – – 0.42 0.40 – – 0.40 – – 0.40 0.02 0.02
Total 0.42 – – 0.42 – – 0.42 0.40 – – 0.40 – – 0.40 0.02 0.02

235
 gold flake corporation limited
NOTES TO THE FINANCIAL STATEMENTS (contd.)
As at As at
31st March, 2023 31st March, 2022
(` in lakhs) (` in lakhs)
4. Non-current investments Unquoted Unquoted
INVESTMENT IN EQUITY INSTRUMENTS
In Associates (at cost)
ATC Limited
55,650 Equity Shares of ` 100.00 each, fully paid 83.48 83.48
1,39,125 Equity Shares of ` 100.00 each, ` 70.00 paid 292.16 292.16
In Joint Ventures (at cost)
ITC Essentra Limited
22,50,000 Equity Shares of ` 10.00 each, fully paid 225.00 225.00
TOTAL 600.64 600.64
5. Income Tax Assets (Net) : Non-Current
Income Tax Assets (net of provisions) 181.06 256.85
TOTAL 181.06 256.85

6. Current investments Unquoted Unquoted

INVESTMENT IN MUTUAL FUNDS
(at fair value through profit or loss)
Axis Liquid Fund 15.01 21.00
604 (2022 - 894) units of ` 1000.00 each
Aditya Birla Sun Life Saving Fund 326.94 120.42
69,523 (2022 - 27,042) units of ` 100.00 each
Kotak Corporate Bond Fund 25.87 34.80
789 (2022 - 1,111) units of ` 1000.00 each
Nippon India Liquid Fund – 21.00
Nil (2022 - 407) units of ` 1000.00 each
Axis Ultra Short Term Fund 208.18 –
15,77,979 (2022 - Nil) units of ` 10.00 each
UTI Liquid Cash Plan – 21.00
Nil (2022 - 606) units of ` 1000.00 each
TOTAL 576.00 218.22
7. Cash and cash equivalents@
Balances with Banks
Current accounts 3.26 6.55
TOTAL 3.26 6.55
@
Cash and cash equivalents include cash on hand, cheques, cash at bank, deposits with banks with original maturity of 3 months or less etc., as applicable.

8. Other Bank Balances

In deposit accounts * 1,872.48 2,086.42
TOTAL 1,872.48 2,086.42
* Represents deposits with original maturity of more than 3 months having remaining maturity of less than 12 months from the Balance Sheet date.

9. Other Financial assets

Current
Interest accrued on deposits 15.27 15.17
TOTAL 15.27 15.17

As at As at As at As at
31st March, 2023 31st March, 2023 31st March, 2022 31st March, 2022
(No. of Shares) (` in lakhs) (No. of Shares) (` in lakhs)
10. Equity Share capital
Authorised
Equity Shares of ` 10.00 each 2,00,00,000 2,000.00 2,00,00,000 2,000.00
Issued and Subscribed
Equity Shares of ` 10.00 each, fully paid 1,59,98,385 1,599.84 1,59,98,385 1,599.84
A) Reconciliation of number of Equity Shares outstanding
As at beginning and at the end of the year 1,59,98,385 1,599.84 1,59,98,385 1,599.84
B) Shareholders holding more than 5% of the Equity Shares in the Company
As at As at As at As at
31st March, 2023 31st March, 2023 31st March, 2022 31st March, 2022
(No. of Shares) (%) (No. of Shares) (%)
ITC Limited - the Holding Company 1,59,98,385 100.00 1,59,98,385 100.00
C) Rights, preferences and restrictions attached to the Equity Shares
The Equity Shares of the Company, having par value of ` 10.00 per share, rank pari passu in all respects including voting rights and entitlement to dividend.
D) Shares held by promoters
Promoter As at 31st March, 2023 As at 31st March, 2022
Name
No. of Shares % of total % Change No. of Shares % of total % Change during
shares during the year shares the year
Equity Shares of ` 10.00 each, fully paid ITC Limited 1,59,98,385 100.00 – 1,59,98,385 100.00 –
Total 1,59,98,385 100.00 – 1,59,98,385 100.00 –

236
 gold flake corporation limited
NOTES TO THE FINANCIAL STATEMENTS (Contd.)

As at As at As at As at
31st March, 2023 31st March, 2023 31st March, 2022 31st March, 2022
(` in lakhs) (` in lakhs) (` in lakhs) (` in lakhs)
Non-Current Current Non-Current Current
11. Other financial liabilities
Other payables to related parties 2.23 5.61 1.79 0.84
Others (Liabilities for expenses) – 0.59 – 0.59
TOTAL 2.23 6.20 1.79 1.43

As at As at
31st March, 2023 31st March, 2022
(` in lakhs) (` in lakhs)

12. Deferred tax liabilities (Net)

Deferred tax liabilities 6.76 2.01
Less: Deferred tax assets – –
TOTAL 6.76 2.01

Movement in Deferred tax liabilities / (assets) balances (` in lakhs)

2022-23 Opening Balance Recognised in Recognised in OCI Closing Balance
profit or loss
Deferred tax liabilities in relation to :
On current investments - FVTPL 2.01 4.75 – 6.76
Total deferred tax liabilities 2.01 4.75 – 6.76
On employees separation and retirement etc. – – – –
Total deferred tax assets – – – –
Deferred tax liabilities/ (assets) (Net) 2.01 4.75 – 6.76

Movement in Deferred tax liabilities / (assets) balances (` in lakhs)

2021-22 Opening Balance Recognised in Recognised in OCI Closing Balance
profit or loss
Deferred tax liabilities in relation to :
On current investments - FVTPL 3.15 (1.14) – 2.01
Total deferred tax liabilities 3.15 (1.14) – 2.01
On employees separation and retirement etc. 0.30 (0.30) – –
Total deferred tax assets 0.30 (0.30) – –
Deferred tax liabilities/ (assets) (Net) 2.85 (0.84) – 2.01

As at As at
31st March, 2023 31st March, 2022
(` in lakhs) (` in lakhs)

13. Other liabilities

Statutory liabilities 180.78 159.99
TOTAL 180.78 159.99

For the For the

year ended year ended
31st March, 2023 31st March, 2022
(` in lakhs) (` in lakhs)
14. Other income
Interest income 147.93 125.32
Dividend income 1,800.00 1,575.00
Other gains and losses 48.74 28.57
TOTAL 1,996.67 1,728.89
Interest income comprises interest from:
a) Deposits with banks - carried at amortised cost 134.17 125.12
b) Other financial assets measured at amortised cost – –
c) Others (from statutory authorities) 13.76 0.20
TOTAL 147.93 125.32
Dividend income comprises dividend from:
Non-Current investments 1,800.00 1,575.00
TOTAL 1,800.00 1,575.00
Other gains and losses
Net gain / (loss) arising on financial assets mandatorily measured at FVTPL * 48.74 28.57
TOTAL 48.74 28.57
* Includes ` 25.05 lakhs (2022 : ` 24.44 lakhs) being net gain on sale of investments.

237
 gold flake corporation limited
NOTES TO THE FINANCIAL STATEMENTS (Contd.)

For the For the

year ended year ended
31st March, 2023 31st March, 2022
(` in lakhs) (` in lakhs)
15. Employee benefits expense
Salaries and wages – 9.09
Remuneration of managers’ salary on deputation@ 135.08 100.20
Staff welfare expenses 1.04 0.73
Provision for Retirement and Other Benefits – 0.59
TOTAL 136.12 110.61
@
Includes charge/ (credit) on account of share based payments as under :
- Employee Stock Appreciation Linked Reward (ESAR) Plan : ` 9.38 lakhs [2022 : ` 0.89 lakh] [Refer Note 18(vii)]

16. Other expenses

Rates and taxes 0.13 0.13
Insurance 0.01 0.06
Bank charges 0.10 0.02
Consultancy / Professional fees 0.67 1.15
Miscellaneous expenses 1.31 1.29
TOTAL 2.22 2.65

Miscellaneous expenses include:

Auditors’ remuneration and expenses#
Audit fees 0.66 0.66
Tax audit fees 0.10 0.10
Fees for other services 0.31 0.31
# Excluding taxes.

17. Income tax expenses

A. Amount recognised in profit or loss
Current tax
Income tax for the year 11.20 11.40
Adjustments / (credits) related to previous years - Net 0.45 (2.85 )
Total current tax 11.65 8.55
Deferred tax
Deferred tax for the year 4.75 (0.84 )
Total deferred tax 4.75 (0.84)
TOTAL 16.40 7.71
B. Reconciliation of effective tax rate
The income tax expense for the year can be reconciled to the accounting profit as follows:
Profit before tax 1,858.33 1,615.63
Income tax expense calculated @ 25.168% 467.70 406.62
Effect of tax relating to uncertain tax positions 2.36 0.22
Effect of difference in taxable income / deductible expense (453.02 ) (396.40 )
Other differences (1.09 ) 0.12
Total 15.95 10.56
Adjustments recognised in the current year in relation to the current tax of prior years 0.45 (2.85 )
Income tax recognised in profit or loss 16.40 7.71

The tax rate used for the above reconciliations is the corporate tax rate of 25.168% (22% + surcharge @ 10% + cess @ 4%) payable on taxable profits under
the Income-tax Act, 1961.

238
 gold flake corporation limited
NOTES TO THE FINANCIAL STATEMENTS (Contd.)

18. Additional Notes to the Financial Statements

(i) Earnings per share:

2023 2022
Earnings per share has been computed as under:
(a) Profit for the year (` in lakhs) 1,841.93 1,607.92
(b) Weighted average number of Equity Shares outstanding for the purpose of basic earnings per share 1,59,98,385 1,59,98,385
(c) Earnings per share on profit for the year (Face Value ` 10.00 per share) - Basic & Diluted [(a)/(b)] (in `) 11.51 10.05

(ii) Uncalled liability in respect of partly paid-up 1,39,125 shares of ATC Limited @ ` 90.00 per share (includes ` 60.00 per share as premium) is ` 125.21 Lakhs
(2022 : ` 125.21 Lakhs).
(iii) Defined Benefit Plans / Long Term Compensated Absences:
Description of Plans
The Company makes provisions for Defined Benefit Plans for qualifying employees. Gratuity and Leave Encashment Benefits are unfunded in nature.
The liabilities arising in the Defined Benefit Schemes are determined in accordance with the advice of independent, professionally qualified actuary, using the
projected unit credit method at the year end.
Risk Management
The Defined Benefit Plans expose the Company to risk of actuarial deficit arising out of interest rate risk and salary cost inflation risk.
Interest Rate Risk: The present value of Defined Benefit Plans liability is determined using the discount rate based on the market yields prevailing at the end
of reporting period on Government bonds. A decrease in yields will increase the fund liabilities and vice-versa.
Salary Cost Inflation Risk: The present value of the Defined Benefit Plan liability is calculated with reference to the future salaries of participants under the
Plan. Increase in salary due to adverse inflationary pressures might lead to higher liabilities.

For the year ended For the year ended

31st March, 2023 31st March, 2022
(` in lakhs) (` in lakhs)
Gratuity Leave Gratuity Leave
Encashment Encashment
Unfunded Unfunded Unfunded Unfunded

I Components of Employer Expense

- Recognised in Profit or Loss

1 Current Service Cost – – 0.39 0.20
2 Past Service Cost – – – –
3 Net Interest Cost – – – –
4 Total expense recognised in the Statement of Profit and Loss – – 0.39 0.20
- Re-measurements recognised in Other Comprehensive Income
5 Return on plan assets (excluding amounts included in Net interest cost) – – – –
6 Effect of changes in demographic assumptions – – – –
7 Effect of changes in financial assumptions – – – –
8 Changes in asset ceiling (excluding interest income) – – – –
9 Effect of experience adjustments – – – –
10 Total re-measurements included in Other Comprehensive Income – – – –
[(Gain)/Loss]
11 Total defined benefit cost recognised in Statement of Profit and Loss and – – 0.39 0.20
Other Comprehensive Income [(Gain)/Loss] (4+10)
The current service cost and net interest cost for the year pertaining to Gratuity expenses and Leave Encashment have been recognised in “Provision for
Retirement and Other Benefits” under Note 15. The re-measurements of the net defined benefit liability are included in Other Comprehensive Income.
Gratuity Leave Gratuity Leave
Encashment Encashment
Unfunded Unfunded Unfunded Unfunded
II Actual Returns – – – –
III Net Asset / (Liability) recognised in Balance Sheet
1 Present Value of Defined Benefit Obligation – – – –
2 Fair Value of Plan Assets – – – –
3 Status [Surplus / (Deficit)] – – – –
4 Restrictions on Asset Recognised – – – –
5 Net Asset / (Liability) recognised in Balance Sheet Gratuity Leave Gratuity Leave
Encashment Encashment
Unfunded Unfunded Unfunded Unfunded
- Current – – – –
- Non-current – – – –

239
 gold flake corporation limited
NOTES TO THE FINANCIAL STATEMENTS (Contd.)

For the year ended For the year ended

31st March, 2023 31st March, 2022
(` in lakhs) (` in lakhs)
Gratuity Leave Gratuity Leave
Encashment Encashment
Unfunded Unfunded Unfunded Unfunded

IV Change in Defined Benefit Obligation (DBO)

1 Present Value of DBO at the beginning of the year – – 0.62 0.60

2 Current Service Cost – – 0.39 0.20
3 Interest Cost – – – –
4 Re-measurement Gains / (Losses):
a. Effect of changes in demographic assumptions – – – –

b. Effect of changes in financial assumptions – – – –

c. Changes in asset ceiling (excluding interest income) – – – –

d. Effect of experience adjustments – – – –

5 Transfer In – – – –
6 Curtailment Cost / (Credits) – – – –
7 Settlement Cost / (Credits) – – – –
8 Liabilities assumed in business combination – – – –
9 Exchange difference on foreign plans – – – –
10 Benefits Paid – – (1.01) (0.80)
11 Present Value of DBO at the end of the year – – – –

As at 31st March, 2023 As at 31st March, 2022

V Actuarial Assumptions Discount Rate (%) Discount Rate (%)
1 Gratuity – –
2 Leave Encashment – –

For the year ended For the year ended

31st March, 2023 31st March, 2022
(` in lakhs) (` in lakhs)
Gratuity Leave Gratuity Leave
Encashment Encashment
Unfunded Unfunded Unfunded Unfunded

VI Net Asset / (Liability) recognised in Balance Sheet (including experience

adjustment impact)
1 Present Value of Defined Benefit Obligation – – – –
2 Fair Value of Plan Assets – – – –
3 Status [Surplus / (Deficit)] – – – –
4 Experience Adjustment of Plan Assets [Gain / (Loss)] – – – –
5 Experience Adjustment of obligation [(Gain) / Loss ] – – – –

VII. Sensitivity Analysis

The Sensitivity Analysis below has been determined based on reasonably possible change of the respective assumptions occurring at the end of the reporting
period, while holding all other assumptions constant. These sensitivities show the hypothetical impact of a change in each of the listed assumptions in isolation.
While each of these sensitivities holds all other assumptions constant, in practice such assumptions rarely change in isolation and the asset value changes may
offset the impact to some extent. For presenting the sensitivities, the present value of the defined benefit obligation has been calculated using the projected unit
credit method at the end of the reporting period, which is the same as that applied in calculating the Defined Benefit Obligation (DBO) presented above. There
was no change in the methods and assumptions used in the preparation of sensitivity analysis from previous year.

(` in lakhs)
DBO as at 31st March, 2023 DBO as at 31st March, 2022
Gratuity Leave Gratuity Leave
Encashment Encashment
Unfunded Unfunded Unfunded Unfunded

1 Discount Rate + 100 basis points – – – –

2 Discount Rate - 100 basis points – – – –
3 Salary Increase Rate + 1% – – – –
4 Salary Increase Rate - 1% – – – –

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 gold flake corporation limited
NOTES TO THE FINANCIAL STATEMENTS (Contd.)
Maturity Analysis of the Benefit Payments (` in lakhs)
DBO as at 31st March, 2023 DBO as at 31st March, 2022
Gratuity Leave Encashment Gratuity Leave Encashment
Unfunded Unfunded Unfunded Unfunded
1 Year 1 – – – –
2 Year 2 – – – –
3 Year 3 – – – –
4 Year 4 – – – –
5 Year 5 – – – –
6 Next 5 Years – – – –

(iv) Micro, Small and Medium scale Enterprises:

There are no Micro, Small and Medium Enterprises to whom the Company owes dues, which are outstanding for more than 45 days during the
year and also as at 31st March, 2023. This information as required to be disclosed under the Micro, Small and Medium Enterprises Development
Act, 2006 has been determined to the extent such parties have been identified on the basis of information available with the Company.
(v) Segment Reporting:
The Company operates in a single business and geographical segment in India. The entity-wide disclosures are as under:
(` in lakhs)

2023 2022
Non-current assets (in India) 181.08 256.87
The Operating Segments have been reported in a manner consistent with the internal reporting provided to the Board of Directors, which is the
Chief Operating Decision Maker.

(vi) Related Party Disclosures :

(a) Relationship :
(i) Holding Company :
– ITC Limited
(ii) Key Management Personnel :
– Mr. R. Tandon Chairman & Non-Executive Director (upto 21.07.2022)
– Mr. S. Dutta Chairman & Additional Non-Executive Director (w.e.f. 22.07.2022)
– Mr. J. Singh Non-Executive Director
– Mr. T.S.M. Shenoy Non-Executive Director
– Ms. N. Bajaj Non-Executive Director
– Mr. V. Luharuka Chief Financial Officer
– Mr. P. Kumar Manager & Company Secretary
(iii) Other related parties with whom the Company had transactions:
Joint Venture
– ITC Essentra Limited
(b) DISCLOSURE OF TRANSACTIONS BETWEEN THE COMPANY AND RELATED PARTIES FOR THE YEAR AND THE STATUS OF OUTSTANDING
BALANCES AS AT THE YEAR END :
(` in lakhs)
Key Management
Holding Company Joint Venture Total
Related Party Transaction Summary Personnel
2023 2022 2023 2022 2023 2022 2023 2022
1. Purchase of Internal audit services 0.33 0.33 – – – – 0.33 0.33
2. Dividend Income – – 1,800.00 1,575.00 – – 1,800.00 1,575.00
3. Remuneration of managers on deputation reim-
bursed
- for Chief Financial Officer (CFO) 106.78 92.03 – – – – 106.78 92.03
- for Manager & Company Secretary (Mr. P. Kumar) 18.92 7.28 – – – – 18.92 7.28
4. Remuneration on account of share based payment 9.38 0.89 – – – – 9.38 0.89
for manager on deputation (for CFO)
5. Expenses Reimbursed 1.04 0.73 – – – – 1.04 0.73
6. Remuneration of Key Management Personnel
Manager & Company Secretary (Ms. S Rampuria
from 01.04.21 upto 30.09.21)
- Short Term Benefits – – – – – 9.09 – 9.09
- Other Benefits – – – – – 1.81 – 1.81
7. Dividend Paid 1,807.82 1,599.84 – – – – 1,807.82 1,599.84
Outstanding Balances
8. Payables [Refer Note 11] 7.84 2.63 – – – – 7.84 2.63
(vii) The Chief Financial Officer of the Company, who is on deputation from ITC Limited (ITC), the Holding Company, has been granted Stock Options
and Employee Stock Appreciation Linked Reward Units (ESAR Units) by ITC under the ITC Employee Stock Option Schemes (ITC ESOS) and under
ITC Employee Cash Settled Stock Appreciation Linked Reward Plan (ITC ESAR Plan).
The cost of equity settled options granted under ITC ESOS / cash settled units granted under ITC ESAR Plan have been recognized as equity
settled / cash settled share based payments respectively in accordance with Ind AS 102 – Share Based Payment. In terms of the deputation
arrangement, the Company has accounted for the cost of the fair value of Stock Options / ESAR units granted to the deputed employee on-charge
by ITC. Accordingly, an amount of ` 9.38 Lakhs [2022: ` 0.89 Lakh] towards ESAR Units have been recognized as employee benefits expense
(Refer Note 15). The liability of ` 7.84 Lakhs (2022: ` 2.63 Lakhs) on account of ESAR Units is presented under Note 11 of the financial statements.

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 gold flake corporation limited
The summary of movement of the aforesaid Stock Options granted by ITC and status of the outstanding options is as under:

Particulars As at 31st March, 2023 As at 31st March, 2022

No. of Options No. of Options
Outstanding at the beginning of the year 7,320 7,320
Add: Granted during the year – –
Less: Lapsed during the year – –
Less: Exercised during the year 1,098 –
Outstanding at the end of the year 6,222 7,320
Options exercisable at the end of the year 6,222 7,320
Note: The weighted average exercise price of the options granted to all Optionees under the ITC ESOS is computed by ITC as a whole.
Since the above-mentioned Stock Options / ESAR Units are not tradeable, no perquisite or benefit is conferred upon the employee by grant of such Options
/ Units.
(viii) List of significant investments:
a. Interest in Associate:

Proportion of the ownership interest * Method used to account for the

Name of the Principal Place of
As at 31st March, As at 31st March, investments in Separate Financial
Investee Business
2023 2022 Statement
ATC Limited Hosur, India 47.50% 47.50% At cost

b. Interest in Joint Venture:

The Company’s interest, as a venturer, in jointly controlled entity (incorporated Joint Venture) is:

Percentage of ownership interests * Method used to account for the

Name of the Principal Place of investments in Separate Financial
Investee Business As at 31st March, As at 31st March,
2023 2022 Statement
ITC Essentra Limited Bengaluru, India 50.00% 50.00% At cost
* Also refer Note 4.
(ix) Financial Ratios:

Particulars Numerator Denominator 31st March, 31st March,

2023 2022
Current ratio (in times) Current Assets Current Liabilities 13.19 14.41
Return on Equity (in %) Profit after Tax (PAT) Average Shareholder’s Equity 60.68 53.34
Return on Capital employed (in %) Profit before Interest and Taxes (PBIT) Average Capital Employed 61.13 53.55
Return on investment (in %) Income from Investment Time Weighted Average Investments 131.99 120.75
Note: Debt-Equity Ratio, Debt Service Coverage Ratio, Inventory Turnover Ratio, Trade Receivables Turnover Ratio, Trade Payables Turnover Ratio, Net
Capital Turnover Ratio & Net Profit Ratio are not applicable for the Company.
(x) The Ministry of Corporate Affairs (MCA) has issued the Companies (Indian Accounting Standards) (Amendment) Rules, 2023 on 31st March, 2023 amending:
- Ind AS 1, ‘Presentation of Financial Statements’ - This amendment requires companies to disclose their material accounting policies rather than their
significant accounting policies.
- Ind AS 12 ‘Income Taxes’ - This amendment has narrowed the scope of the initial recognition exemption so that it does not apply to transactions that
give rise to equal and offsetting temporary differences. The amendments clarify how companies account for deferred tax on transactions such as leases.
- Ind AS 8 ‘Accounting Policies, Changes in Accounting Estimates and Errors’ – This amendment has introduced a definition of ‘accounting estimates’ and
included amendments to help distinguish changes in accounting policies from changes in accounting estimates.
The same are applicable for financial statements pertaining to annual periods beginning on or after 1st April, 2023. Based on a preliminary evaluation,
the Company does not expect any material impact on the financial statements resulting from the implementation of these amendments.
19. Financial Instruments and Related Disclosures
a. Capital Management
The Company funds its operations mainly through internal accruals and do not have any borrowings. The Company aims at maintaining a strong capital
base largely towards supporting the future growth of its businesses as a going concern.
b. Categories of Financial Instruments (` in lakhs)

Particulars Note As at As at
31st March, 2023 31st March, 2022
Carrying Value Fair Value Carrying Value Fair Value
A. Financial assets
a) Measured at amortised cost
i) Cash and cash equivalents 7 3.26 3.26 6.55 6.55
ii) Other bank balances 8 1,872.48 1,872.48 2,086.42 2,086.42
iii) Other financial assets 9 15.27 15.27 15.17 15.17

Sub-total 1,891.01 1,891.01 2,108.14 2,108.14

b) Measured at Fair Value through Profit or Loss

i) Investment in Mutual Funds 6 576.00 576.00 218.22 218.22
Sub-total 576.00 576.00 218.22 218.22
Total financial assets 2,467.01 2,467.01 2,326.36 2,326.36
B. Financial liabilities
a) Measured at amortised cost
i) Other financial liabilities 11 8.43 8.43 3.22 3.22
Total financial liabilities 8.43 8.43 3.22 3.22

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 gold flake corporation limited
c. Financial risk management objectives
The Company has a system-based approach to risk management, anchored to policies and procedures and internal financial controls aimed at ensuring
early identification, evaluation and management of key financial risks (such as market risk, credit risk and liquidity risk) that may arise as a consequence
of its business operations as well as its investing and financing activities. Accordingly, the Company’s risk management framework has the objective of
ensuring that such risks are managed within acceptable and approved risk parameters in a disciplined and consistent manner and in compliance with
applicable regulations. It also seeks to drive accountability in this regard.
Market Risk
As the Company is debt-free and its deferred payment liabilities do not carry interest, the exposure to interest rate risk from the perspective of financial
liabilities is negligible. Investments are made in debt instruments, within approved policies and procedures guided by the tenets of liquidity, safety and
return. This ensures that investments are only made within acceptable risk parameters.
The Company’s investments are predominantly held in debt mutual funds, fixed deposits etc. The Company invests in mutual fund schemes of leading
fund houses. Such investments are susceptible to market price risk that arise mainly from changes in interest rate which may impact the return and value
of such investments. However, given the relatively short tenure of underlying portfolio of the mutual fund schemes in which the Company has invested,
such price risk is not significant.
Fixed deposits are held with highly rated banks and companies, have a short tenure and are not subject to interest rate volatility.
Liquidity Risk
The Company’s Current assets aggregate to ` 2,467.01 lakhs (2022: ` 2,326.36 lakhs) including Current Investments, Cash and cash equivalents, and
Other Bank Balances of ` 2,451.74 lakhs (2022: ` 2,311.19 lakhs) against an aggregate current liability of ` 186.98 lakhs (2022: ` 161.42 lakhs) on the
reporting date.
In such circumstances, liquidity risk or the risk that the Company may not be able to settle or meet its obligations as they become due does not exist.
Credit Risk
The risk management framework of the Company is designed to bring robustness to the risk management processes within the Company. With respect
to the Company’s investing activities, counter parties are shortlisted and exposure limits determined on the basis of their credit rating, where available,
financial statements and other relevant information. The counter party risk is considered insignificant. Based on the assessment of financial assets, no loss
provision is considered necessary.
d. Fair value measurement
Fair value hierarchy
Fair value of the financial instruments is classified in various fair value hierarchies based on the following three levels:
Level 1: Quoted prices (unadjusted) in active market or Net Asset Value (NAV) for identical assets or liabilities.
Level 2: Inputs other than quoted price included within level 1 that are observable for the asset or liability, either directly (i.e., as prices) or indirectly (i.e.,
derived from prices).
The fair value of financial instruments that are not traded in an active market is determined using market approach and valuation techniques which max-
imize the use of observable market data and rely as little as possible on entity-specific estimates. If significant inputs required to fair value an instrument
are observable, the instrument is included in Level 2.
The fair value of financial liabilities, where applicable, is determined using market observable inputs such as quotes from market participants, value pub-
lished by the issuer etc.
Level 3: Inputs for the assets or liabilities that are not based on observable market data (unobservable inputs).
If one or more of the significant inputs is not based on observable market data, the fair value is determined using generally accepted methodologies such
as discounted cash flow analysis, with the most significant inputs being the discount rate that reflects the credit risk of counterparty.
The fair value of trade payables and other Current financial assets and liabilities, where applicable, is considered to be equal to the carrying amounts of
these items due to their short-term nature. Where such items are Non-current in nature, the same has been classified as Level 3 and fair value determined
using discounted cash flow basis.
There has been no change in the valuation methodology for Level 3 inputs during the year. The Company has not classified any material financial instru-
ments under Level 3 of the fair value hierarchy. The sensitivity of change in the unobservable inputs used in fair valuation of Level 3 financial assets and
liabilities does not have a significant impact on their value. There were no transfers between Level 1, Level 2 and Level 3 during the year.
The following table presents the fair value hierarchy of assets measured at fair value:
(` in lakhs)

Particulars Fair Value

Hierarchy (Level) As at 31st March, 2023 As at 31st March, 2022
A. Financial assets
Measured at Fair value through Profit or Loss
Investment in Mutual Funds 1 576.00 218.22

On behalf of the Board

S. Dutta Chairman T. S. M. SHENOY Director
V. LUHARUKA Chief Financial Officer P. Kumar Manager & Company Secretary
Kolkata, April 21, 2023

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 gold flake corporation limited
Form AOC-1
[Pursuant to first proviso to sub-section (3) of Section 129 of the Companies Act, 2013 read with Rule 5 of Companies (Accounts) Rules, 2014]
Statement containing salient features of the financial statement of Subsidiaries / Associate companies / Joint Ventures

Part A: Subsidiaries
Not Applicable

Part B: Associates and Joint Ventures

Statement pursuant to Section 129(3) of the Companies Act, 2013 related to Associate companies and Joint Ventures

Name of Associates / Joint Ventures ATC Limited ITC Essentra Limited

1. Latest audited Balance Sheet Date 31-March-2023 31-March-2023

2. Date on which the Associate or Joint Ventures was associated or acquired 06-April-1996 30-June-1994

3. Shares of Associate / Joint Ventures held by the Company on the year end

Number 1,94,775 # 22,50,000

Amount of Investment in Associates / Joint Venture (` in Lakhs) 375.64 225.00

Extent of Holding % 47.50 50.00

4. Description of how there is significant influence Associate Joint Venture

5. Reason why the Associate / Joint Venture is not consolidated Not Applicable * Not Applicable *

6. Net worth attributable to Shareholding as per latest audited Balance Sheet (` in Lakhs) 752.28 10,860.67

7. Profit / (Loss) for the year (` in Lakhs) 126.16 6,476.84

i. Considered in Consolidation (` in Lakhs) * – –

ii. Not Considered in Consolidation (` in Lakhs) * 126.16 6,476.84

* The Company, being an intermediate wholly owned subsidiary, is not required to prepare Consolidated Financial Statements in terms of the Companies (Accounts) Rules, 2014 and ITC Limited, the Holding
Company, prepares Consolidated Financial Statements.
# Comprises,
55,650 Equity shares of ` 100.00 each, fully paid-up and
1,39,125 Equity shares of ` 100.00 each, ` 70.00 paid-up

1. Names of the Associates or Joint Ventures which are yet to commence operations : None
2. Names of Associates or Joint Ventures which have been liquidated or sold during the year : None

On behalf of the Board

S. Dutta Chairman T. S. M. SHENOY Director

V. LUHARUKA Chief Financial Officer P. Kumar Manager & Company Secretary
Kolkata, April 21, 2023

244
 ITC INTEGRATED BUSINESS SERVICES LIMITED
REPORT OF THE BOARD OF DIRECTORS FOR THE FINANCIAL YEAR ENDED
31ST MARCH, 2023
1. Your Directors submit their 11th Report for the financial year ended
ii) selected such accounting policies and applied them consistently and
31st March, 2023.
made judgements and estimates that are reasonable and prudent so
2. COMPANY PERFORMANCE as to give a true and fair view of the state of affairs of the Company at
During the year under review, the Company earned total income of the end of the financial year and of the profit of the Company for that
` 65.14 lakhs with profit after tax of ` 4.24 lakhs. period;
The Company during the year, with your approval, entered into the iii) taken proper and sufficient care for the maintenance of adequate
business of providing support to the Business Shared Services operations of accounting records in accordance with the provisions of the Act for
ITC Limited, the Holding Company (‘ITC’). For this purpose, the Company safeguarding the assets of the Company and for preventing and
also changed its name to ‘ITC Integrated Business Services Limited’ with detecting fraud and other irregularities;
effect from 20th December, 2022, after obtaining requisite approvals.
Accordingly, the Company ceased to be an ‘Unregistered Core Investment iv) prepared the Annual Accounts on a going concern basis; and
Company’ within the meaning of the Core Investment Companies v) devised proper systems to ensure compliance with the provisions of
(Reserve Bank) Directions, 2016. all applicable laws and that such systems are adequate and operating
The financial results of your Company, summarised, are as under: effectively.
For the year ended For the year ended 6. SUBSIDIARY COMPANY
31st March, 2023 31st March, 2022 The statement in Form AOC-1 containing the salient features of the
(` in lakhs) (` in lakhs) financial statements of MRR Trading & Investment Company Limited, a
wholly owned subsidiary, is attached to the Financial Statements of the
Profits Company.
a. Profit Before Tax 5.73 1.19
The Company, being an intermediate wholly owned subsidiary, is not
b. Less : Tax Expense 1.49 0.32 required to prepare Consolidated Financial Statements. However, brief
c. Profit After Tax 4.24 0.87 details of the performance and financial position of the Company’s
d. Add : Other Comprehensive Income – – subsidiary company is given below:

e. Total Comprehensive Income 4.24 0.87 Name of Subsidiary Total Income Profit after Tax
Retained Earnings (` in lakhs) (` in lakhs)
a. At the beginning of the year 97.69 96.82 FY 2022-23 FY 2021-22 FY 2022-23 FY 2021-22
b. Add : Profit for the year 4.24 0.87 MRR Trading & Investment 7.25 7.25 0.28 0.13
c. Add : Other Comprehensive Income – – Company Limited
d. At the end of the year 101.93 97.69 7. PARTICULARS OF EMPLOYEES
3. DIRECTORS The details of employees of the Company, as required under Rule 5(2) of
the Companies (Appointment and Remuneration of Managerial Personnel)
(a) Changes in Directors Rules, 2014, including details of employee(s) who had drawn remuneration
Mr. Trasi Sadashiva Madhava Shenoy (DIN: 09476476) was appointed, more than the limit specified in the said Rule, are provided in Annexure 1
with your approval, as a Non-Executive Director of the Company with to this Report.
effect from 20th June, 2022. The Company seeks to create equal opportunities for men and women
The Board of Directors of your Company (‘the Board’) at the and is committed to a gender-friendly workplace. During the year, no
meeting held on 21st April, 2023 appointed Messrs. Amitav Mukherji complaint for sexual harassment was received. However, the Company is
(DIN: 10105060) and Jagdish Singh (DIN: 00042258) as Additional not required to constitute Internal Complaints Committee in terms of the
Directors of the Company with effect from the said date. In accordance Sexual Harassment of Women at Workplace (Prevention, Prohibition and
with Section 161 of the Companies Act, 2013 (‘the Act’) Redressal) Act, 2013.
and Article 16 of the Articles of Association of the Company, 8. RISK MANAGEMENT
Messrs. Mukherji and Singh will vacate office at the ensuing The risk management framework of the Company is commensurate with its
Annual General Meeting (‘AGM’) and are eligible for appointment as
size and nature of business. Management of risks vests with the executive
Directors of the Company.
management which is responsible for the day-to-day conduct of the affairs
The Board at the aforesaid meeting also recommended for the approval of the Company, within the overall framework approved by the Board.
of the Members, the appointment of Messrs. Mukherji and Singh as The Internal Auditor of the Company periodically carries out risk focused
Non-Executive Directors of your Company, liable to retire by rotation. audits with the objective of identifying areas where risk management
Requisite Notices under Section 160 of the Act have been received processes could be further strengthened. The Board annually reviews the
by the Company for the appointment of Messrs. Mukherji and Singh, effectiveness of the Company’s risk management systems and policies.
who have filed their consents to act as Directors of your Company, if
9. INTERNAL FINANCIAL CONTROLS
appointed.
Your Company has in place adequate internal financial controls with
Appropriate resolutions seeking your approval to the aforesaid respect to the financial statements, commensurate with its size and scale of
appointments are appearing in the Notice convening the ensuing operations. The Internal Auditor of the Company periodically evaluates the
AGM of the Company. adequacy and effectiveness of such internal financial controls. The Board
Mr. Rajiv Tandon (DIN: 00042227), consequent to his retirement which provides guidance on internal controls, also reviews internal audit
from the services of ITC, stepped down as the Chairman findings and implementation of internal audit recommendations, if any.
and Non-Executive Director of your Company with effect from During the year, the internal financial controls in the Company with
22nd July, 2022. Your Directors place on record their appreciation respect to the financial statements were tested and no material weakness
for the valuable contribution made by Mr. Tandon during his tenure in the design or operation of such controls was observed. Nonetheless,
with the Company. The Board appointed Mr. Supratim Dutta as the your Company recognises that any internal financial control framework,
Chairman of the Company with effect from 22nd July, 2022. no matter how well designed, has inherent limitations and accordingly,
(b) Retirement by Rotation regular audit and review processes are undertaken to ensure that such
In accordance with the provisions of Section 152 of the Act read systems are reinforced on an ongoing basis.
with the Articles of Association of the Company, Ms. Nidhi Bajaj 10. PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS
(DIN: 02171721), Director, will retire by rotation at the ensuing AGM During the year ended 31st March, 2023, the Company has neither given
of the Company, and being eligible, offers herself for re-election. Your any loan or guarantee nor has made any investment under Section 186 of
Board has recommended her re-election. the Act.
4. BOARD MEETINGS 11. RELATED PARTY TRANSACTIONS
Five meetings of the Board were held during the year ended The details of material related party transaction(s) entered into by the
31st March, 2023. Company during the year ended 31st March, 2023 in the prescribed
5. DIRECTORS’ RESPONSIBILITY STATEMENT Form No. AOC-2 are enclosed under Annexure 2 to this Report.

As required under Section 134 of the Act, your Directors confirm having: 12. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS /
COURTS / TRIBUNALS
i) followed in the preparation of the Annual Accounts for the financial
During the year under review, no significant or material orders were passed
year ended 31st March, 2023, the applicable Accounting Standards
by the Regulators / Courts / Tribunals impacting the going concern status
with proper explanation relating to material departures, if any;
of the Company and its future operations.

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 ITC INTEGRATED BUSINESS SERVICES LIMITED
13. COST RECORDS 15. COMPLIANCE WITH SECRETARIAL STANDARDS
The Company is not required to maintain cost records in terms of The Company is in compliance with the applicable Secretarial Standards
Section 148 of the Act read with the Companies (Cost Records and Audit) issued by the Institute of Company Secretaries of India and approved by
Rules, 2014. the Central Government under Section 118 of the Act.
16. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN
14. STATUTORY AUDITORS
EXCHANGE EARNINGS AND OUTGO
Messrs. S R B C & CO LLP, Chartered Accountants (‘SRBC’), were appointed Considering the nature of business of your Company, no comment is
as the Auditors of your Company at the 7th AGM held on 20th June, 2019 required on conservation of energy and technology absorption.
to hold such office till the conclusion of the 12th AGM. Pursuant to During the year under review, there has been no foreign exchange earnings
Section 142 of the Act, the Board has recommended for the approval or outflow.
of the Members, remuneration of SRBC for the financial year 2023-24. On behalf of the Board
Appropriate resolution in respect of the same is being placed for your S. DUTTA Chairman
approval at the ensuing AGM of the Company. Dated: 21st April, 2023 T.S.M. SHENOY Director

Annexure 1 to the Report of the Board of Directors for the financial year ended 31st March, 2023
[Information pursuant to Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014]

Name Age Designation Gross Net Qualification Experience Date of Previous

(Years) Remuneration Remuneration (Years) commencement of Employment /
(`) (`) employment Position held
1 2 3 4 5 6 7 8 9
R. Mehrotra 54 Vice President 49,35,900/- * 30,92,734/- * B. Sc., C.A. 30 01.03.2023 Syniverse Technologies
& Head of (India) Private Limited
Business – Vice President,
Shared Services Shared Services Centre
S. Mishra 22 Manager- 2,14,212/- 2,09,652/- B. Com, CMA 1 14.02.2022 –
Accounts (Foundation)

* Includes one-time joining bonus

Notes:

a. Gross Remuneration includes salary, variable pay / performance bonus, allowances, contribution to provident fund and other benefits / applicable
perquisites borne by the Company, except provisions for gratuity and leave encashment which are actuarially determined on an overall Company
basis. The term ‘remuneration’ has the meaning assigned to it under the Companies Act, 2013.
b. Net Remuneration comprises cash income less tax deducted at source and employee’s own contribution to provident fund, as applicable.
c. The aforesaid appointments are contractual in accordance with terms and conditions as per the Company’s rules and the said employees are neither
relative of any Director of the Company nor hold any equity share in the Company.
On behalf of the Board
S. DUTTA Chairman
Dated: 21st April, 2023 T.S.M. SHENOY Director

Annexure 2 to the Report of the Board of Directors

for the financial year ended 31st March, 2023
FORM NO. AOC-2
[Pursuant to Section 134(3)(h) of the Companies Act, 2013 and Rule 8(2) of the Companies (Accounts) Rules, 2014]
Form for disclosure of particulars of contracts / arrangements entered into by the Company with related parties referred to in sub-section (1) of
Section 188 of the Companies Act, 2013 including certain arm’s length transactions under third proviso thereto
1. Details of contracts or arrangements or transactions not at arm’s length basis

a) Name(s) of the related party and nature of relationship

b) Nature of contracts / arrangements / transactions
c) Duration of the contracts / arrangements / transactions
d) Salient terms of the contracts or arrangements or transactions including the value, if any
NIL
e) Justification for entering into such contracts or arrangements or transactions
f) Date(s) of approval by the Board
g) Amount paid as advances, if any
h) Date on which the resolution was passed in general meeting as required under first proviso to Section 188

2. Details of material contracts or arrangements or transactions at arm’s length basis

a) Name(s) of the related party and nature of relationship ITC Limited, the Holding Company (ITC)
b) Nature of the contracts / arrangements / transactions Providing support to the Business Shared Services
initiative of ITC
c) Duration of the contracts / arrangements / transactions Service Agreement with effect from 1st March, 2023
d) Salient terms of the contracts or arrangements or transactions including the value, if any Value of transaction during the year - ` 71.02 lakhs
e) Date(s) of approval by the Board, if any 11th October, 2022
f) Amount paid as advances, if any Nil

On behalf of the Board

S. DUTTA Chairman
Dated: 21st April, 2023 T.S.M. SHENOY Director

246
 ITC INTEGRATED BUSINESS SERVICES LIMITED
INDEPENDENT AUDITOR’S REPORT
TO THE MEMBERS OF ITC INTEGRATED BUSINESS SERVICES LIMITED be expected to influence the economic decisions of users taken on the basis of
REPORT ON THE AUDIT OF THE IND AS FINANCIAL STATEMENTS these Ind AS financial statements.
As part of an audit in accordance with SAs, we exercise professional judgment
Opinion and maintain professional skepticism throughout the audit. We also:
We have audited the accompanying Ind AS financial statements of ITC • Identify and assess the risks of material misstatement of the Ind AS financial
Integrated Business Services Limited (formerly known as ITC Investments &
statements, whether due to fraud or error, design and perform audit
Holdings Limited) (“the Company”), which comprise the Balance Sheet as at
procedures responsive to those risks, and obtain audit evidence that is
March 31 2023, the Statement of Profit and Loss, including the statement of
sufficient and appropriate to provide a basis for our opinion. The risk of not
Other Comprehensive Income, the Cash Flow Statement and the Statement of
detecting a material misstatement resulting from fraud is higher than for
Changes in Equity for the year then ended, and notes to the Ind AS financial
one resulting from error, as fraud may involve collusion, forgery, intentional
statements, including a summary of significant accounting policies and other
omissions, misrepresentations, or the override of internal control.
explanatory information.
• Obtain an understanding of internal control relevant to the audit in order
In our opinion and to the best of our information and according to the
to design audit procedures that are appropriate in the circumstances.
explanations given to us, the aforesaid Ind AS financial statements give the
Under Section 143(3)(i) of the Act, we are also responsible for expressing
information required by the Companies Act, 2013, as amended (“the Act”)
our opinion on whether the Company has adequate internal financial
in the manner so required and give a true and fair view in conformity with
controls with reference to financial statements in place and the operating
the accounting principles generally accepted in India, of the state of affairs of
effectiveness of such controls.
the Company as at March 31, 2023, its profit including other comprehensive
income, its cash flows and the changes in equity for the year ended on that • Evaluate the appropriateness of accounting policies used and the
date. reasonableness of accounting estimates and related disclosures made by
Basis for Opinion management.

We conducted our audit of the Ind AS financial statements in accordance • Conclude on the appropriateness of management’s use of the going
with the Standards on Auditing (SAs), as specified under Section 143(10) of concern basis of accounting and, based on the audit evidence obtained,
the Act. Our responsibilities under those Standards are further described in whether a material uncertainty exists related to events or conditions that
the ‘Auditor’s Responsibilities for the Audit of the Ind AS Financial Statements’ may cast significant doubt on the Company’s ability to continue as a going
section of our report. We are independent of the Company in accordance with concern. If we conclude that a material uncertainty exists, we are required
the ‘Code of Ethics’ issued by the Institute of Chartered Accountants of India to draw attention in our auditor’s report to the related disclosures in the
together with the ethical requirements that are relevant to our audit of the financial statements or, if such disclosures are inadequate, to modify our
financial statements under the provisions of the Act and the Rules there under, opinion. Our conclusions are based on the audit evidence obtained up to
and we have fulfilled our other ethical responsibilities in accordance with these the date of our auditor’s report. However, future events or conditions may
requirements and the Code of Ethics. We believe that the audit evidence we cause the Company to cease to continue as a going concern.
have obtained is sufficient and appropriate to provide a basis for our audit • Evaluate the overall presentation, structure and content of the Ind AS
opinion on the Ind AS financial statements. financial statements, including the disclosures, and whether the Ind AS
Information Other than the Financial Statements and Auditor’s Report financial statements represent the underlying transactions and events in a
Thereon manner that achieves fair presentation.
The Company’s Board of Directors is responsible for the other information. We communicate with those charged with governance regarding, among
The other information comprises the information included in the Board report, other matters, the planned scope and timing of the audit and significant
but does not include the Ind AS financial statements and our auditor’s report audit findings, including any significant deficiencies in internal control that we
thereon. identify during our audit.
Our opinion on the Ind AS financial statements does not cover the other We also provide those charged with governance with a statement that we
information and we do not express any form of assurance conclusion thereon. have complied with relevant ethical requirements regarding independence,
and to communicate with them all relationships and other matters that may
In connection with our audit of the Ind AS financial statements, our responsibility
reasonably be thought to bear on our independence, and where applicable,
is to read the other information and, in doing so, consider whether such
related safeguards.
other information is materially inconsistent with the financial statements or
our knowledge obtained in the audit or otherwise appears to be materially Report on Other Legal and Regulatory Requirements
misstated. If, based on the work we have performed, we conclude that there is 1. As required by the Companies (Auditor’s Report) Order, 2020 (“the
a material misstatement of this other information, we are required to report that Order”), issued by the Central Government of India in terms of sub-section
fact. We have nothing to report in this regard. (11) of Section 143 of the Act, we give in the “Annexure 1”a statement on
Responsibility of Management for the Ind AS Financial Statements the matters specified in paragraphs 3 and 4 of the Order.
The Company’s Board of Directors is responsible for the matters stated in 2. As required by Section 143(3) of the Act, we report that:
Section 134(5) of the Act with respect to the preparation of these Ind AS (a) We have sought and obtained all the information and explanations
financial statements that give a true and fair view of the financial position, which to the best of our knowledge and belief were necessary for the
financial performance including other comprehensive income, cash flows and purposes of our audit;
changes in equity of the Company in accordance with the accounting principles
generally accepted in India, including the Indian Accounting Standards (Ind (b) In our opinion, proper books of account as required by law have been
AS) specified under Section 133 of the Act read with the Companies (Indian kept by the Company so far as it appears from our examination of
Accounting Standards) Rules, 2015, as amended. This responsibility also includes those books;
maintenance of adequate accounting records in accordance with the provisions (c) The Balance Sheet, the Statement of Profit and Loss including the
of the Act for safeguarding of the assets of the Company and for preventing Statement of Other Comprehensive Income, the Cash Flow Statement
and detecting frauds and other irregularities; selection and application of and Statement of Changes in Equity dealt with by this Report are in
appropriate accounting policies; making judgments and estimates that are agreement with the books of account;
reasonable and prudent; and the design, implementation and maintenance of (d) In our opinion, the aforesaid Ind AS financial statements comply with
adequate internal financial controls, that were operating effectively for ensuring
the Accounting Standards specified under Section 133 of the Act,
the accuracy and completeness of the accounting records, relevant to the
read with Companies (Indian Accounting Standards) Rules, 2015, as
preparation and presentation of the Ind AS financial statements that give a true
amended;
and fair view and are free from material misstatement, whether due to fraud
or error. (e) On the basis of the written representations received from the directors
as on March 31, 2023 taken on record by the Board of Directors,
In preparing the Ind AS financial statements, management is responsible for
none of the directors is disqualified as on March 31, 2023 from being
assessing the Company’s ability to continue as a going concern, disclosing, as
appointed as a director in terms of Section 164 (2) of the Act;
applicable, matters related to going concern and using the going concern basis
of accounting unless management either intends to liquidate the Company or (f) With respect to the adequacy of the internal financial controls with
to cease operations, or has no realistic alternative but to do so. reference to these Ind AS financial statements and the operating
effectiveness of such controls, refer to our separate Report in
Those Board of Directors are also responsible for overseeing the Company’s
“Annexure 2” to this report;
financial reporting process.
(g) In our opinion, the Company has not paid / provided any managerial
Auditor’s Responsibilities for the Audit of the Ind AS Financial Statements
remuneration to its directors during the year and hence the provisions
Our objectives are to obtain reasonable assurance about whether the Ind AS of Section 197 read with Schedule V to the Act are not applicable to
financial statements as a whole are free from material misstatement, whether the Company for the year ended March 31, 2023;
due to fraud or error, and to issue an auditor’s report that includes our opinion.
Reasonable assurance is a high level of assurance, but is not a guarantee that (h) With respect to the other matters to be included in the Auditor’s
an audit conducted in accordance with SAs will always detect a material Report in accordance with Rule 11 of the Companies (Audit and
misstatement when it exists. Misstatements can arise from fraud or error and are Auditors) Rules, 2014, as amended in our opinion and to the best of
considered material if, individually or in the aggregate, they could reasonably our information and according to the explanations given to us:

247
 ITC INTEGRATED BUSINESS SERVICES LIMITED
i. The Company does not have any pending litigations which would shall, whether, directly or indirectly, lend or invest in other
impact its financial position; persons or entities identified in any manner whatsoever by or
ii. The Company did not have any long-term contracts including on behalf of the Funding Party (“Ultimate Beneficiaries”) or
derivative contracts for which there were any material foreseeable provide any guarantee, security or the like on behalf of the
losses; Ultimate Beneficiaries; and
iii. There were no amounts which were required to be transferred to c) Based on such audit procedures performed that have been
the Investor Education and Protection Fund by the Company; considered reasonable and appropriate in the circumstances,
iv. a) The management has represented that, to the best of its nothing has come to our notice that has caused us to believe
knowledge and belief, no funds have been advanced or that the representations under sub-clause (a) and (b) contain
loaned or invested (either from borrowed funds or share any material misstatement.
premium or any other sources or kind of funds) by the v. No dividend has been declared or paid during the year by the
Company to or in any other person or entity, including foreign Company.
entities (“Intermediaries”), with the understanding, whether
recorded in writing or otherwise, that the Intermediary shall, vi. As proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014
whether, directly or indirectly lend or invest in other persons is applicable for the Company only w.e.f. April 1, 2023, reporting
or entities identified in any manner whatsoever by or on under this clause is not applicable.
behalf of the Company (“Ultimate Beneficiaries”) or provide
any guarantee, security or the like on behalf of the Ultimate For S R B C & CO LLP
Beneficiaries; Chartered Accountants
b) The management has represented that, to the best of its ICAI Firm Registration Number: 324982E/E300003
knowledge and belief, no funds have been received by per Anant Acharya
the Company from any person or entity, including foreign Partner
entities (“Funding Parties”), with the understanding, Place of Signature: Mumbai Membership Number: 124790
whether recorded in writing or otherwise, that the Company Date: April 21, 2023 UDIN: 23124790BGVIKD8272

ANNEXURE 1 REFERRED TO IN PARAGRAPH 1 UNDER THE HEADING service tax, sales-tax, value added tax, goods and services tax, cess
“REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS” OF OUR and other statutory dues applicable to it were outstanding, at the
REPORT OF EVEN DATE year end, for a period of more than six months from the date they
became payable. Customs duty and excise duty are not applicable
(i) The Company has not capitalized any Property, Plant and Equipment to the Company.
or intangible assets in the books of the Company and accordingly, the
(c) According to the information and explanations given to us, there
requirement to report on clause 3(i) of the Order is not applicable to the are no dues of income tax, sales-tax, service tax, customs duty,
Company. excise duty, value added tax, goods and services tax, cess and other
(ii) (a) The Company’s business does not require maintenance of inventories statutory dues which have not been deposited on account of any
and accordingly, the requirements to report on clause 3(ii)(a) of the dispute.
Order is not applicable to the Company and hence not commented (viii) The Company has not surrendered or disclosed any transaction,
upon. previously unrecorded in the books of account, in the tax assessments
under the Income Tax Act, 1961 as income during the year. Accordingly,
(b) The Company has not been sanctioned working capital limits
the requirement to report on clause 3(viii) of the Order is not applicable
in excess of ` five crores in aggregate from banks or financial
to the Company.
institutions during any point of time of the year on the basis of
security of current assets. Accordingly, the requirement to report on (ix) (a) The Company did not have any outstanding loans or borrowings
clause 3(ii)(b) of the Order is not applicable to the Company. or interest thereon due to any lender during the year. Accordingly,
the requirement to report on clause 3(ix)(a) of the Order is not
(iii) (a) During the year the Company has not provided loans, advances applicable to the Company.
in the nature of loans, stood guarantee or provided security to
companies, firms, Limited Liability Partnerships or any other parties. (b) The Company has not been declared wilful defaulter by any bank or
Accordingly, the requirement to report on clause 3(iii)(a) of the financial institution or government or any government authority.
Order is not applicable to the Company. (c) The Company did not have any term loans outstanding during the
(b) During the year the Company has not made investments, provided year hence, the requirement to report on clause 3(ix)(c) of the Order
guarantees, provided security and granted loans and advances in the is not applicable to the Company.
nature of loans to companies, firms, Limited Liability Partnerships or (d) The Company did not raise any funds during the year hence,
any other parties. Accordingly, the requirement to report on clause the requirement to report on clause 3(ix)(d) of the Order is not
3(iii)(b) of the Order is not applicable to the Company. applicable to the Company.
(c) The Company has not granted loans and advances in the nature of (e) On an overall examination of the financial statements of the
loans to companies, firms, Limited Liability Partnerships or any other Company, the Company has not taken any funds from any entity or
parties. Accordingly, the requirement to report on clause 3(iii)(c) to person on account of or to meet the obligations of its subsidiary. The
3(iii)(f) of the Order is not applicable to the Company and hence not Company does not have any joint ventures or associate companies.
commented upon. (f) The Company has not raised loans during the year on the pledge of
(iv) In our opinion and according to the information and explanations given securities held in its subsidiary.The Company does not have any joint
to us, there are no loans, investments, guarantees, and securities given in venturesorassociate companies. Hence, the requirement to report
respect of which provisions of Sections 185 and 186 of the Companies Act on clause 3(ix)(f) of the Order is not applicable to the Company.
2013 are applicable and hence not commented upon. (x) (a) According to the information and explanations given by the
management, the Company has not raised any money during the
(v) The Company has neither accepted any deposits from the public nor
year by way of initial public offer / further public offer (including
accepted any amounts which are deemed to be deposits within the
debt instruments) hence, reporting under clause 3(x)(a) is not
meaning of Sections 73 to 76 of the Companies Act and the rules made
applicable to the Company and hence not commented upon.
thereunder, to the extent applicable. Accordingly, the requirement to
report on clause 3(v) of the Order is not applicable to the Company. (b) The Company has not made any preferential allotment or private
placement of shares /fully or partially or optionally convertible
(vi) To the best of our knowledge and as explained, the Company is not in the debentures during the year under audit and hence, the requirement
business of sale of any goods. Therefore, in our opinion, the provisions of to report on clause 3(x)(b) of the Order is not applicable to the
clause 3(vi) of the Order are not applicable to the Company. Company.
(vii) (a) The Company is regular in depositing with appropriate authorities (xi) (a) No fraud by the Company or no fraud on the Company has been
undisputed statutory dues including provident fund, employees’ noticed or reported during the year.
state insurance, income-tax, goods and services tax, cess and other
(b) During the year, no report under sub-section (12) of Section 143 of
statutory dues applicable to it. Customs duty and excise duty are not
the Companies Act, 2013 has been filed by us in Form ADT – 4 as
applicable to the Company.
prescribed under Rule 13 of Companies (Audit and Auditors) Rules,
(b) According to the information and explanations given to us and audit 2014 with the Central Government.
procedures performed by us, no undisputed amounts payable in
(c) As represented to us by the management, there are no whistle
respect of provident fund, employees’ state insurance, income-tax,
blower complaints received by the Company during the year.

248
 ITC INTEGRATED BUSINESS SERVICES LIMITED
(xii) In our opinion, the Company is not a Nidhi company. Therefore, the (xvii) The Company has not incurred cash losses in the current year and in the
provisions of clause 3(xii)(a) to (c) of the Order are not applicable to the immediately preceding financial year.
Company and hence not commented upon.
(xviii)There has been no resignation of the statutory auditors during the year
(xiii) According to the information and explanations given by the management and accordingly requirement to report on Clause 3(xviii) of the Order is
and audit procedures performed by us, transactions with the related not applicable to the Company.
parties are in compliance with Section 188 of Companies Act, 2013
where applicable and the details have been disclosed in the notes to the (xix) On the basis of the financial ratios disclosed in note 19 (iv) to the financial
financial statements, as required by the applicable accounting standards. statements, ageing and expected dates of realization of financial assets
The provisions of Section 177 are not applicable to the Company and and payment of financial liabilities, other information accompanying
accordingly reporting under clause 3(xiii) of the Order in so far as it relates the financial statements, our knowledge of the Board of Directors and
to Section 177 of the Act is not applicable to the Company and hence not management plans and based on our examination of the evidence
commented upon. supporting the assumptions, nothing has come to our attention, which
(xiv) (a) The Company has implemented internal audit system on a voluntary causes us to believe that any material uncertainty exists as on the date
basis which is commensurate with the size of the Company and of the audit report that Company is not capable of meeting its liabilities
nature of its business though it is not required to have an internal existing at the date of balance sheet as and when they fall due within a
audit system under Section 138 of the Companies Act, 2013. period of one year from the balance sheet date. We, however, state that
(b) The internal audit reports of the Company issued till the date of the this is not an assurance as to the future viability of the Company. We
audit report, for the period under audit have been considered by us. further state that our reporting is based on the facts up to the date of the
audit report and we neither give any guarantee nor any assurance that all
(xv) According to the information and explanations given by the management
liabilities falling due within a period of one year from the balance sheet
and audit procedures performed by us, the Company has not entered into
date, will get discharged by the Company as and when they fall due.
any non-cash transactions with directors or persons connected with him
as referred to in Section 192 of the Companies Act, 2013. (xx) According to the information and explanations given to us, the provisions
(xvi) (a) The Company is not required to be registered under section 45-IA of of Section 135 of the Companies Act 2013 are not applicable to the
the Reserve Bank of India Act, 1934. Company. Accordingly, the requirement to report on clause 3(xx) (a)
and (b) of the Order are not applicable to the Company and hence not
(b) The Company is not engaged in any Non-Banking Financial or
commented upon.
Housing Finance activities. Accordingly, the requirement to report
on clause 3(xvi)(b) of the Order is not applicable to the Company.
For S R B C & CO LLP
(c) The Company is not a Core Investment Company as defined
in the regulations made by Reserve Bank of India. Accordingly, Chartered Accountants
the requirement to report on clause 3(xvi)(c) of the Order is not ICAI Firm Registration Number: 324982E/E300003
applicable to the Company. per Anant Acharya
Partner
(d) There is no Core Investment Company as a part of the Group, hence,
Place of Signature: Mumbai Membership Number: 124790
the requirement to report on clause 3(xvi)(d) of the Order is not
Date: April 21, 2023 UDIN: 23124790BGVIKD8272
applicable to the Company.

ANNEXURE 2 TO THE INDEPENDENT AUDITOR’S REPORT OF EVEN DATE these financial statements was established and maintained and if such controls
ON THE IND AS FINANCIAL STATEMENTS OF ITC INTEGRATED BUSINESS operated effectively in all material respects.
SERVICES LIMITED
Our audit involves performing procedures to obtain audit evidence about
Report on the Internal Financial Controls under Clause (i) of Sub-section 3 the adequacy of the internal financial controls with reference to these
of Section 143 of the Companies Act, 2013 (“the Act”) financial statements and their operating effectiveness. Our audit of internal
We have audited the internal financial controls with reference to financial financial controls with reference to financial statements included obtaining an
statements of ITC Integrated Business Services Limited (“the Company”) as of understanding of internal financial controls with reference to these financial
March 31, 2023 in conjunction with our audit of the Ind AS financial statements statements, assessing the risk that a material weakness exists, and testing and
of the Company for the year ended on that date. evaluating the design and operating effectiveness of internal control based on
the assessed risk. The procedures selected depend on the auditor’s judgement,
Management’s Responsibility for Internal Financial Controls
including the assessment of the risks of material misstatement of the financial
The Company’s Management is responsible for establishing and maintaining statements, whether due to fraud or error.
internal financial controls based on the internal control over financial reporting
We believe that the audit evidence we have obtained is sufficient and
criteria established by the Company considering the essential components
appropriate to provide a basis for our audit opinion on the Company’s internal
of internal control stated in the Guidance Note on Audit of Internal Financial
financial controls with reference to these financial statements.
Controls Over Financial Reporting issued by the Institute of Chartered
Accountants of India (“ICAI”). These responsibilities include the design, Meaning of Internal Financial Controls With Reference to these Financial
implementation and maintenance of adequate internal financial controls that Statements
were operating effectively for ensuring the orderly and efficient conduct of its
business, including adherence to the Company’s policies, the safeguarding of A company’s internal financial controls with reference to financial statements
its assets, the prevention and detection of frauds and errors, the accuracy and is a process designed to provide reasonable assurance regarding the reliability
completeness of the accounting records, and the timely preparation of reliable of financial reporting and the preparation of financial statements for external
financial information, as required under the Companies Act, 2013. purposes in accordance with generally accepted accounting principles. A
company’s internal financial controls with reference to financial statements
Auditor’s Responsibility
includes those policies and procedures that (1) pertain to the maintenance of
Our responsibility is to express an opinion on the Company’s internal financial records that, in reasonable detail, accurately and fairly reflect the transactions
controls with reference to these financial statements based on our audit. and dispositions of the assets of the company; (2) provide reasonable assurance
We conducted our audit in accordance with the Guidance Note on Audit of that transactions are recorded as necessary to permit preparation of financial
Internal Financial Controls Over Financial Reporting (the “Guidance Note”) and statements in accordance with generally accepted accounting principles,
the Standards on Auditing, as specified under Section 143(10) of the Act, to and that receipts and expenditures of the company are being made only in
the extent applicable to an audit of internal financial controls, both issued by accordance with authorisations of management and directors of the company;
ICAI. Those Standards and the Guidance Note require that we comply with and (3) provide reasonable assurance regarding prevention or timely detection
ethical requirements and plan and perform the audit to obtain reasonable of unauthorised acquisition, use, or disposition of the company’s assets that
assurance about whether adequate internal financial controls with reference to could have a material effect on the financial statements.

249
 ITC INTEGRATED BUSINESS SERVICES LIMITED
Inherent Limitations of Internal Financial Controls with Reference to financial controls with reference to Ind AS financial statements were operating
Financial Statements effectively as at March 31, 2023, based on the internal control over financial
reporting criteria established by the Company considering the essential
Because of the inherent limitations of internal financial controls with reference
components of internal control stated in the Guidance Note issued by the ICAI.
to Ind AS financial statements, including the possibility of collusion or improper
management override of controls, material misstatements due to error or
fraud may occur and not be detected. Also, projections of any evaluation of
the internal financial controls with reference to financial statements to future
periods are subject to the risk that the internal financial control with reference For S R B C & CO LLP
to financial statements may become inadequate because of changes in Chartered Accountants
conditions, or that the degree of compliance with the policies or procedures ICAI Firm Registration Number: 324982E/E300003
may deteriorate.
per Anant Acharya
Opinion Partner

In our opinion, the Company has, in all material respects, adequate internal Place of Signature: Mumbai Membership Number: 124790
financial controls with reference to Ind AS financial statements and such internal Date: April 21, 2023 UDIN: 23124790BGVIKD8272

ITC INTEGRATED BUSINESS SERVICES LIMITED

(Formerly known as ITC Investments & Holdings Limited)
BALANCE SHEET AS AT 31ST MARCH, 2023
Note As at As at As at
31st March, 2023 31st March, 2022 1st April, 2021
(` in lakhs ) (` in lakhs ) (` in lakhs )
ASSETS
Non-current assets
(a) Financial Assets
(i) Investments 3 451.63 451.63 451.63
(b) Deferred tax assets (Net) 4 0.11 – –
(c) Income Tax Assets (Net) 5 0.35 452.09 0.37 452.00 0.19 451.82

Current assets
(a) Financial Assets
(i) Investments 6 85.12 – –
(ii) Cash and cash equivalents 7 0.80 0.84 1.35
(iii) Other Bank Balances 8 49.25 94.98 93.66
(iv) Others 9 0.52 135.69 0.37 96.19 0.48 95.49
(b) Other current assets 10 – – 0.01

TOTAL ASSETS 587.78 548.19 547.32

EQUITY AND LIABILITIES

Equity
(a) Equity Share Capital 11 450.00 450.00 450.00
(b) Other Equity 101.93 551.93 97.69 547.69 96.82 546.82

Liabilities
Current liabilities
(a) Financial Liabilities
(i) Other financial liabilities 12 6.86 0.49 0.49
(b) Other current liabilities 13 28.99 35.85 0.01 0.50 0.01 0.50

TOTAL EQUITY AND LIABILITIES 587.78 548.19 547.32

The accompanying notes 1 to 20 are an integral part of the Financial Statements.

In terms of our report attached

For S R B C & CO LLP On behalf of the Board
Chartered Accountants
Firm Registration Number : 324982E/E300003

Anant Acharya S. DUTTA Chairman T.S.M. SHENOY Director

Partner
Mumbai, April 21, 2023 Kolkata, April 21, 2023

250
 ITC INTEGRATED BUSINESS SERVICES LIMITED
ITC INTEGRATED BUSINESS SERVICES LIMITED
(Formerly known as ITC Investments & Holdings Limited)
STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED 31ST MARCH, 2023
Note For the year ended For the year ended
31st March, 2023 31st March, 2022
(` in lakhs) (` in lakhs)
I Revenue from operations 14 60.19 –
II Other income 15 4.95 4.75
III Total Income (I+II) 65.14 4.75
IV EXPENSES
Employee benefits expense 16 57.91 2.42
Other expenses 17 1.50 1.14
Total Expenses (IV) 59.41 3.56
V Profit before tax (III - IV) 5.73 1.19
VI Tax expense:
Current tax 18A 1.59 0.32
Deferred tax 18A (0.10) –
VII Profit for the year (V - VI) 4.24 0.87
VIII Other Comprehensive Income – –
IX Total Comprehensive Income for the year (VII + VIII) 4.24 0.87
X Earnings per equity share (Face Value ` 10.00 each) 19(i) 0.09 0.02
(Basic and Diluted) (in `)

The accompanying notes 1 to 20 are an integral part of the Financial Statements.

In terms of our report attached
For S R B C & CO LLP On behalf of the Board
Chartered Accountants
Firm Registration Number : 324982E/E300003

Anant Acharya S. DUTTA Chairman T.S.M. SHENOY Director

Partner
Mumbai, April 21, 2023 Kolkata, April 21, 2023

STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31ST MARCH, 2023
A. Equity Share Capital
(` in lakhs)

Balance at the beginning year Changes in equity share Balance at the end of
of the reporting year capital during the year the reporting year

For the year ended 31st March, 2023 450.00 – 450.00

For the year ended 31st March, 2022 450.00 – 450.00

B. Other Equity (` in lakhs)

FY 2022-23 Reserves & Surplus Total

Retained Earnings
Balance as at 1st April, 2022 97.69 97.69
Profit for the year 4.24 4.24
Other Comprehensive Income for the year (net of tax) – –
Total Comprehensive Income for the year 4.24 4.24
Balance as at 31st March, 2023 101.93 101.93

(` in lakhs)

FY 2021-22 Reserves & Surplus Total

Retained Earnings

Balance as at 1st April, 2021 96.82 96.82

Profit for the year 0.87 0.87
Other Comprehensive Income for the year (net of tax) – –
Total Comprehensive Income for the year 0.87 0.87
Balance as at 31st March, 2022 97.69 97.69

Retained Earnings: This Reserve represents the cumulative profits of the Company and effects of remeasurement of defined benefit obligations. This Reserve can be
utilised in accordance with the provisions of the Companies Act, 2013.

The accompanying notes 1 to 20 are an integral part of the Financial Statements.

In terms of our report attached

For S R B C & CO LLP On behalf of the Board
Chartered Accountants
Firm Registration Number : 324982E/E300003

Anant Acharya S. DUTTA Chairman T.S.M. SHENOY Director

Partner
Mumbai, April 21, 2023 Kolkata, April 21, 2023

251
 ITC INTEGRATED BUSINESS SERVICES LIMITED
CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH, 2023
For the year ended For the year ended
31st March, 2023 31st March, 2022
(` in lakhs) (` in lakhs)
A. Cash Flow from Operating Activities
PROFIT BEFORE TAX 5.73 1.19
Interest income on Banks Deposits (4.82) (4.75)
Interest on Income tax refund (0.01) –
OPERATING PROFIT BEFORE WORKING CAPITAL CHANGES 0.90 (3.56)
ADJUSTMENTS FOR:
Other current assets – 0.01
Other financial liabilities and Other liabilities 35.36 –
CASH GENERATED FROM / (USED IN) OPERATIONS 36.26 (3.55)
Income tax paid (1.56) (0.51)
NET CASH GENERATED FROM / (USED IN) OPERATING ACTIVITIES 34.70 (4.06)
B. Cash Flow from Investing Activities
Purchase of current investments (85.12) –
Interest received on deposits with Banks 4.65 4.86
Investment in bank deposits (original maturity less than 3 months) (90.00) –
Investment in bank deposits (original maturity more than 3 months) (52.26) (52.86)
Redemption / maturity of bank deposits (original maturity more than 3 months) 97.99 51.55
Redemption / maturity of bank deposits (original maturity less than 3 months) 90.00 –
NET CASH GENERATED FROM / (USED IN) INVESTING ACTIVITIES (34.74) 3.55
C. Cash Flow from Financing Activities – –

NET INCREASE/(DECREASE) IN CASH AND CASH EQUIVALENTS (A+B+C) (0.04) (0.51)

OPENING CASH AND CASH EQUIVALENTS 0.84 1.35
CLOSING CASH AND CASH EQUIVALENTS (Note 7) 0.80 0.84

The above Cash Flow Statement has been prepared under the “Indirect Method” as set out in Ind AS - 7 “Statement of Cash Flows”.

The accompanying notes 1 to 20 are an integral part of the Financial Statements.

In terms of our report attached

For S R B C & CO LLP On behalf of the Board
Chartered Accountants
Firm Registration Number : 324982E/E300003

Anant Acharya S. DUTTA Chairman T.S.M. SHENOY Director

Partner
Mumbai, April 21, 2023 Kolkata, April 21, 2023

Notes to the Financial Statements

Company Information
ITC Integrated Business Services Limited (IIBSL, hereinafter referred to as “the
Company”) (formerly known as ITC Investments & Holdings Limited), a 100% 2. Significant Accounting Policies
subsidiary of ITC Limited, is a Public Limited Company with its registered office in Basis of Preparation
Kolkata, West Bengal, India. The financial statements are prepared in accordance with the historical cost
ITC Investments & Holdings Limited was an ‘unregistered Core Investment Company’ convention, except for certain items that are measured at fair values, as explained
within the meaning of the Core Investment Companies (Reserve Bank) Directions, in the accounting policies.
2016. Fair Value is the price that would be received to sell an asset or paid to transfer a
Consequent to the commencement of new business of shared services, the Company liability in an orderly transaction between market participants at the measurement
date, regardless of whether that price is directly observable or estimated using
has ceased to be an unregistered Core Investment Company and the name of the
another valuation technique.
Company has been changed to ITC Integrated Business Services Limited w.e.f. 20th
December, 2022. The preparation of financial statements in conformity with Ind AS requires
management to make judgements, estimates and assumptions that affect
1. First Time Adoption of Ind AS and Statement of Compliance the application of the accounting policies and the reported amounts of assets
(i) Up to the year ended 31st March, 2022, the Company, being an ‘unregistered and liabilities, the disclosure of contingent assets and liabilities at the date of
Core Investment Company’ prepared its financial statements in accordance the financial statements, and the reported amounts of revenues and expenses
with the requirements of generally accepted accounting principles in India during the year. Actual results could differ from those estimates. The estimates
and underlying assumptions are reviewed on an ongoing basis. Revisions to
and the Standards notified under the Companies (Accounting Standards)
accounting estimates are recognised in the period in which the estimate is
Rules, 2006. Upon cessation of being an ‘unregistered Core Investment
revised if the revision affects only that period; they are recognised in the period
Company’, the Company has adopted Indian Accounting Standards (Ind of the revision and future periods if the revision affects both current and future
AS) notified under Section 133 of the Companies Act, 2013. These are the periods.
Company’s first Ind AS financial statements.
Operating Cycle
(ii) Ind AS 101 (First-time Adoption of Indian Accounting Standards) provides
All assets and liabilities have been classified as current or non-current as per the
a suitable starting point for accounting in accordance with Ind AS and is Company’s normal operating cycle and other criteria set out in the Schedule III
required to be mandatorily followed by first-time adopters. Such Standards to the Companies Act, 2013 and Ind AS 1 - Presentation of Financial Statements
require the Company to prepare the opening Balance Sheet as per Ind AS based on the nature of products or services and the time between the acquisition
as of 1st April, 2021 (the transition date). The Company has accordingly of assets for processing and their realisation in cash and cash equivalents.
prepared its opening Balance Sheet under Ind AS. Upon transition to Ind AS, Property, Plant and Equipment – Tangible Assets
no material change has been recognised. Accordingly, no impact of such
Property, plant and equipment are stated at cost of acquisition or construction
transition has been made in the retained earnings of the Company. Further,
less accumulated depreciation and impairment, if any. Cost is inclusive of inward
no material exemptions and exceptions permitted on first time adoption of
freight, duties and taxes and incidental expenses related to acquisition. All
Ind AS has been availed. upgradation / enhancements are charged off as revenue expenditure unless they
(iii) The profit after tax, equity and cash flow statement in previous GAAP do not bring similar significant additional benefits.
have reconciling item with those reported under Ind AS. Consequently, no An item of property, plant and equipment is derecognised upon disposal or
reconciliations have been presented. when no future economic benefits are expected to arise from the continued

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 ITC INTEGRATED BUSINESS SERVICES LIMITED
use of asset. Any gain or loss arising on the disposal or retirement of an item of De-recognition: Financial assets are de-recognised when the right to receive cash
property, plant and equipment is determined as the difference between the sales flows from the assets has expired, or has been transferred and the Company has
proceeds and the carrying amount of the asset and is recognised in Statement of transferred substantially all of the risks and rewards of ownership. Concomitantly,
Profit and Loss. if the asset is one that is measured at:
(a) amortised cost, the gain or loss is recognised in the Statement of Profit and
Depreciation of these assets commences when the assets are ready for their
Loss;
intended use which is generally on commissioning. Items of property, plant and
(b) fair value through other comprehensive income, the cumulative fair value
equipment are depreciated in a manner that amortises the cost of the assets after adjustments previously taken to reserves are reclassified to the Statement
commissioning (or other amount substituted for cost), less its residual value, of Profit and Loss unless the asset represents an equity investment in which
over their useful lives as specified in Schedule II of the Companies Act, 2013 on case the cumulative fair value adjustments previously taken to reserves is
a straight-line basis. Land is not depreciated. reclassified within equity.
Property, plant and equipment’s residual values and useful lives are reviewed
at each Balance Sheet date and changes, if any, are treated as changes in Income Recognition: Interest income is recognised in the Statement of Profit
accounting estimate. and Loss using the effective interest method. Dividend income is recognised in
the Statement of Profit and Loss when the right to receive dividend is established.
Intangible Assets
Financial Liabilities
Intangible assets represent purchased software. Software is capitalised where it
is expected to provide future enduring economic benefits. Capitalisation costs Trade payables and other financial liabilities are initially recognised at fair value
include license fees and costs of implementation/ system integration services. The and are subsequently measured at amortised cost. Any discount or premium
costs are capitalised in the year in which the relevant software is implemented for on redemption / settlement is recognised in the Statement of Profit and Loss as
use and is amortised on the straight-line method over a period not exceeding 5 finance cost over the life of the liability using the effective interest method and
years. Intangible assets’ useful lives are reviewed and adjusted if appropriate, at adjusted to the liability figure disclosed in the Balance Sheet.
each balance sheet date. Financial liabilities are de-recognised when the liability is extinguished, that is,
Impairment of Assets when the contractual obligation is discharged, cancelled and on expiry.
Impairment loss, if any, is provided to the extent that the carrying amount of Offsetting Financial Instruments
assets exceed their recoverable amount. Recoverable amount is higher of an Financial assets and liabilities are offset and the net amount is included in the
asset’s fair value less costs to sell and its value in use. Value in use is the present Balance Sheet where there is a legally enforceable right to offset the recognised
value of estimated future cash flows expected to arise from the continuing amounts and there is an intention to settle on a net basis or realise the asset and
use of an asset and from its disposal at the end of its useful life. Impairment settle the liability simultaneously.
losses recognised in prior years are reversed when there is an indication that the Revenue from sale of services
impairment losses recognised no longer exist or have decreased. Such reversals
are recognised as an increase in carrying amounts of assets to the extent that it Revenue is measured at the transaction price that the Company receives or
does not exceed the carrying amounts that would have been determined (net expects to receive as consideration for services rendered, net of returns and
of amortisation or depreciation) had no impairment loss been recognised in discounts to customers.
previous years. Revenue from sale of services is recognised, net of allowances, if any, when the
Investment in Subsidiary Company performs its obligations to its customers and the amount of revenue
can be measured reliably and recovery of the consideration is probable. The
Investment in subsidiary is carried at cost less accumulated impairment, if any. timing of such recognition in case of services is in the period in which such
services are rendered. Revenue excludes amounts collected on behalf of third
Financial instruments, Financial assets, Financial liabilities and Equity parties, such as sales tax, value added tax and goods and services tax.
instruments
Amounts received or billed in advance of services performed are presented as
Financial assets and financial liabilities are recognised when the Company unearned revenue (contract liabilities). Unbilled revenue represents amounts
becomes a party to the contractual provisions of the relevant instrument and recognised based on services performed in advance of billing in accordance with
are initially measured at fair value except for trade receivables that do not contract terms.
contain a significant financing component, which are measured at transaction
price. Transaction costs that are directly attributable to the acquisition or issue Employee Benefits
of financial assets and financial liabilities (other than financial assets and financial The Company makes contribution to defined contribution Scheme. Contributions
liabilities measured at fair value through profit or loss) are added to or deducted to Provident Fund are in the nature of defined contribution scheme which are
from the fair value on initial recognition of financial assets or financial liabilities. deposited with the Government and recognised as expense.
Purchase or sale of financial assets that require delivery of assets within a time For defined benefit scheme, if any, the cost of providing benefit is calculated
frame established by regulation or convention in the market place (regular way by an independent actuary using the project unit credit method. Service costs
trades) are recognised on the trade date, i.e., the date when the Company and net interest expense or income is reflected in the Statement of Profit and
commits to purchase or sell the asset. Loss. Gain or Loss on account of re-measurements are recognised immediately
Financial Assets through other comprehensive income in the period in which they occur.
Recognition: Financial assets include investments advances, trade receivables, Taxes on Income
cash and cash equivalents. Such assets are initially recognised at fair value
or transaction price, as applicable, when the Company becomes party to Taxes on income comprises of current taxes and deferred taxes. Current tax in
contractual obligations. The transaction price includes transaction costs unless the Statement of Profit and Loss is provided as the amount of tax payable in
the asset is being fair valued through the Statement of Profit and Loss. respect of taxable income for the period using tax rates and tax laws enacted
or substantively enacted during the period, together with any adjustment to tax
Classification: Management determines the classification of an asset at initial payable in respect of previous years.
recognition depending on the purpose for which the assets were acquired. The
subsequent measurement of financial assets depends on such classification. Deferred tax is recognised on temporary differences between the carrying
amounts of assets and liabilities and the amounts used for taxation purposes (tax
The financial assets are classified as those measured at: base), at the tax rates and tax laws enacted or substantively enacted by the end
(a) amortised cost, where the financial assets are held solely for collection of of the reporting period.
cash flows arising from payments of principal and / or interest. Deferred tax assets are recognised for the future tax consequences to the extent
(b) fair value through other comprehensive income (FVTOCI), where the it is probable that future taxable profits will be available against which the
financial assets are held not only for collection of cash flows arising from deductible temporary differences can be utilised.
payments of principal and interest but also from the sale of such assets. Income tax, in so far as it relates to items disclosed under other comprehensive
Such assets are subsequently measured at fair value, with unrealised gains income or equity, are disclosed separately under other comprehensive income or
and losses arising from changes in the fair value being recognised in other equity, as applicable.
comprehensive income. Deferred tax assets and liabilities are offset when there is legally enforceable right
(c) fair value through profit or loss (FVTPL), where the assets are managed in to offset current tax assets and liabilities and when the deferred tax balances
accordance with an approved investment strategy that triggers purchase related to the same taxation authority. Current tax assets and tax liabilities are
and sale decisions based on their fair value of such assets. Such assets are offset where the entity has a legally enforceable right to offset and intends either
subsequently measured at fair value, with unrealised gains and losses arising to settle on net basis, or to realise the asset and settle the liability simultaneously.
from changes in the fair value being recognised in the Statement of Profit Provisions
and Loss in the period in which they arise.
Provisions are recognised when, as a result of a past event, the Company has a
Trade receivables, advances, security deposits, cash and cash equivalents etc. are legal or constructive obligation; it is probable that an outflow of resources will
classified for measurement at amortised cost while investments may fall under be required to settle the obligation; and the amount can be reliably estimated.
any of the aforesaid classes. However, in respect of particular investments in The amount so recognised is a best estimate of the consideration required to
equity instruments that would otherwise be measured at fair value through profit settle the obligation at the reporting date, taking into account the risks and
or loss, an irrevocable election at initial recognition may be made to present uncertainties surrounding the obligation.
subsequent changes in fair value through other comprehensive income.
Use of Estimates & Judgements and Key Sources of Estimation Uncertainty
Impairment: The Company assesses at each reporting date whether a financial
The preparation of financial statements in conformity with Ind AS requires
asset (or a group of financial assets) such as investments, trade receivables,
management to make judgements, estimates and assumptions that affect
advances and security deposits held at amortised cost and financial assets that the application of the accounting policies and the reported amounts of assets
are measured at fair value through other comprehensive income are tested for and liabilities, the disclosure of contingent assets and liabilities at the date of
impairment based on evidence or information that is available without undue the financial statements, and the reported amounts of revenues and expenses
cost or effort. Expected credit losses are assessed and loss allowances recognised during the year. Although these estimates are based upon management’s best
if the credit quality of the financial asset has deteriorated significantly since initial knowledge of current events and actions, actual results could differ from these
recognition. estimates.
Reclassification: When and only when the business model is changed the The estimates and underlying assumptions are reviewed on an ongoing basis.
Company shall reclassify all affected financial assets prospectively from the Revisions to accounting estimates are recognised in the period in which the
reclassification date as subsequently measured at amortised cost, fair value estimate is revised if the revision affects only that period, or in the period of the
through other comprehensive income, fair value through profit or loss without revision and future periods if the revision affects both current and future periods.
restating the previously recognised gains, losses or interest and in terms
of the reclassification principles laid down in the Ind AS relating to Financial There are no material judgements or sources of estimates uncertainty which may
Instruments. impact these financial statements materially.

253
 ITC INTEGRATED BUSINESS SERVICES LIMITED
NOTES TO THE FINANCIAL STATEMENTS

As at As at As at
31st March, 2023 31st March, 2022 1st April, 2021
(` in lakhs) (` in lakhs) (` in lakhs)
3. Non- current investments Unquoted Unquoted Unquoted
INVESTMENT IN EQUITY INSTRUMENTS
In Subsidiary (at cost)
MRR Trading & Investment Company Limited
50,000 Equity Shares of ` 10.00 each, fully paid 451.63 451.63 451.63
TOTAL 451.63 451.63 451.63

As at As at As at
31st March, 2023 31st March, 2022 1st April, 2021
(` in lakhs) (` in lakhs) (` in lakhs)
4. Deferred tax assets (Net)
Deferred tax assets 0.14 – –
Less: Deferred tax liabilities 0.03 – –
TOTAL 0.11 – –

Movement in Deferred tax assets / (liabilities) balances (` lakhs)

Opening Recognised Recognised Closing
2022-23 Balance in profit or in OCI Balance
loss
Deferred tax assets / (liabilities) in relation to :
On other timing differences – 0.14 – 0.14
Total deferred tax assets – 0.14 – 0.14
On current investments - FVTPL – 0.03 – 0.03
Total deferred tax liabilities – 0.03 – 0.03
Deferred tax assets / (liabilities) (Net) - 0.11 - 0.11

Opening Balance Recognised in Recognised Closing Balance

2021-22
profit or loss in OCI
Deferred tax assets / (liabilities) in relation to :
On other timing differences – – – –
Total deferred tax assets – – – –
On current investments - FVTPL – – – –
Total deferred tax liabilities – – – –
Deferred tax assets / (liabilities) (Net) – – – –

As at As at As at
31st March, 2023 31st March, 2022 1st April, 2021
(` in lakhs) (` in lakhs) (` in lakhs)
5. Income Tax Assets (Net) Non-Current Non-Current Non-Current
Income Tax Assets (net of provisions) 0.35 0.37 0.19
TOTAL 0.35 0.37 0.19

As at As at As at
31st March, 2023 31st March, 2022 1st April, 2021
(` in lakhs) (` in lakhs) (` in lakhs)
6. Current investments Unquoted Unquoted Unquoted
INVESTMENT IN MUTUAL FUNDS
(at fair value through profit or loss)
Axis Liquid Fund 85.12 – –
3,427 (2022 : Nil, 2021 : Nil) units of ` 1000.00 each
TOTAL 85.12 – –

As at As at As at
31st March, 2023 31st March, 2022 1st April, 2021
(` in lakhs) (` in lakhs) (` in lakhs)
7. Cash and cash equivalents@
Balances with banks
Current accounts 0.80 0.84 1.35
TOTAL 0.80 0.84 1.35

@ Cash and cash equivalents include cash on hand, cheques, cash at bank, deposits with banks with original maturity of 3 months or less etc., as applicable.

254
 ITC INTEGRATED BUSINESS SERVICES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (Contd.)
As at As at As at
31st March, 2023 31st March, 2022 1st April, 2021
(` in lakhs) (` in lakhs) (` in lakhs)
8. Other bank balances
In deposit accounts * 49.25 94.98 93.66
TOTAL 49.25 94.98 93.66

* Represents deposits with original maturity of more than 3 months having remaining maturity of less than 12 months from the Balance Sheet date.
As at As at As at
31st March, 2023 31st March, 2022 1st April, 2021
(` in lakhs) (` in lakhs) (` in lakhs)
9. Other financial assets
Current
Interest accrued on deposits 0.52 0.37 0.48
TOTAL 0.52 0.37 0.48
As at As at As at
31st March, 2023 31st March, 2022 1st April, 2021
(` in lakhs) (` in lakhs) (` in lakhs)
10. Other current assets
Current
Prepaid expenses – – 0.01
TOTAL – – 0.01

As at As at As at As at As at As at
31st March, 2023 31st March, 2023 31st March, 2022 31st March, 2022 1st April, 2021 1st April, 2021
(No. of Shares) (` in lakhs) (No. of Shares) (` in lakhs) (No. of Shares) (` in lakhs)
11.Equity Share capital
Authorised
Equity Shares of ` 10.00 each 1,00,00,000 1,000.00 1,00,00,000 1,000.00 1,00,00,000 1,000.00
Issued and Subscribed
Equity Shares of ` 10.00 each 45,00,000 450.00 45,00,000 450.00 45,00,000 450.00
fully paid
A) Reconciliation of number of
Equity Shares outstanding
As at beginning and at the 45,00,000 450.00 45,00,000 450.00 45,00,000 450.00
end of the year
B) Shareholders holding more than 5% of the Equity Shares in the Company
As at As at As at As at As at As at
31st March, 2023 31st March, 2023 31st March, 2022 31st March, 2022 1st April, 2021 1st April, 2021
(No. of Shares) (%) (No. of Shares) (%) (No. of Shares) (%)
ITC Limited - the Holding 45,00,000 100.00 45,00,000 100.00 45,00,000 100.00
Company
C) Rights, preferences and restrictions attached to the Equity Shares
The Equity Shares of the Company, having par value of ` 10.00 per share, rank pari passu in all respects including voting rights and entitlement to
dividend.
D) Shares held by promoter
As at 31st March, 2023 As at 31st March, 2022 As at 1st April, 2021
Promoter No. of % of % Change No. of % of % Change No. of % of % Change
Name Shares total during Shares total during Shares total during the
Shares the year shares the year shares year
Equity Shares ITC Limited 45,00,000 100.00 – 45,00,000 100.00 – 45,00,000 100.00 –
of `10.00 each
fully paid
Total 45,00,000 100.00 – 45,00,000 100.00 – 45,00,000 100.00 –

As at As at As at
31st March, 2023 31st March, 2022 1st April, 2021
(` in lakhs) (` in lakhs) (` in lakhs)
12. Other financial liabilities
Current
Others (Liabilities for expenses) 0.49 0.49 0.49
Employee payables 6.37 – –
TOTAL 6.86 0.49 0.49
As at As at As at
31st March, 2023 31st March, 2022 1st April, 2021
(` in lakhs) (` in lakhs) (` in lakhs)
13. Other current liabilities
Current
Statutory liabilities 28.99 0.01 0.01
TOTAL 28.99 0.01 0.01

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 ITC INTEGRATED BUSINESS SERVICES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (Contd.)
For the year ended For the year ended 18. Income tax expenses
31st March, 2023 31st March, 2022
(` in lakhs) (` in lakhs) A. Amount recognised in profit or loss
14. Revenue from operations Current tax
Sale of Services 60.19 –
Income tax for the period 1.55 0.32
TOTAL 60.19 –
15. Other income Adjustments / (credits) related to
Interest income 4.83 4.75 previous years - Net 0.04 ...
Other gains and losses 0.12 –
Total current tax 1.59 0.32
TOTAL 4.95 4.75
Interest income comprises interest from: Deferred tax
a) Deposits with banks - carried at amortised cost 4.82 4.75 Deferred tax for the year (0.10) –
b) Others (from statutory authorities) 0.01 –
Total deferred tax (0.10) –
TOTAL 4.83 4.75
Other gains and losses: TOTAL 1.49 0.32
Net gain arising on financial assets B. Reconciliation of effective tax rate
(current investments) mandatorily
The income tax expense for the year can be reconciled to the accounting profit
measured at FVTPL 0.12 –
TOTAL 0.12 – as follows:
16. Employee benefits expense Profit before tax 5.73 1.19
Salaries and wages 57.26 2.36 Income tax expense
Contribution to Provident and other funds 0.38 –
Staff welfare expenses 0.27 0.06 calculated @ 25.168% 1.44 0.30
TOTAL 57.91 2.42
Other differences 0.01 0.02
17. Other expenses Total 1.45 0.32
Rates and taxes 0.27 0.06
Information technology services 0.13 – Adjustments recognised in the current year
Insurance 0.06 0.06 in relation to the current tax of prior years 0.04 ...
Auditors’ remuneration and expenses
Audit fees* 0.64 0.64 Income tax recognised in profit or loss 1.49 0.32
Bank charges ... 0.01
Consultancy / Professional fees 0.40 0.37 The tax rate used for the above reconciliations is the corporate tax rate of
TOTAL 1.50 1.14 25.168% (22% + surcharge @ 10% + cess @ 4%) payable on taxable profits
* Including taxes under the Income-tax Act, 1961.

19. Additional Notes to the Financial Statements (iii) Related Party Disclosures:
(i) Earnings per share: (a) RELATIONSHIP:
(i) Holding Company:
2023 2022 - ITC Limited
Earnings per share has been computed as under: (ii) Subsidiary Company:
(a) Profit for the year (` in lakhs) 4.24 0.87 - MRR Trading & Investment Company Limited
(iii) Key Management Personnel:
(b) Weighted average number of Equity 45,00,000 45,00,000
- Mr. R. Tandon Chairman & Non-Executive Director (upto 21.07.2022)
Shares outstanding
- Mr. S. Dutta Chairman (w.e.f. 22.07.2022) & Non-Executive Director
(c) Earnings per share on profit for the year - Ms. N. Bajaj Non-Executive Director
(Face Value ` 10.00 per share) 0.09 0.02 - Mr. A. Mukherji Additional Non-Executive Director (w.e.f. 21.04.2023)
- Basic & Diluted [(a)/(b)] (in `) - Mr. J. Singh Additional Non-Executive Director (w.e.f. 21.04.2023)
- Mr. T.S.M. Shenoy Non-Executive Director
(ii) Segment Reporting:
The Company operates in a single business and geographical segment in (b) DISCLOSURE OF TRANSACTIONS BETWEEN THE COMPANY
India. The entity-wide disclosures are as under: AND RELATED PARTIES FOR THE YEAR AND THE STATUS OF
OUTSTANDING BALANCES AS AT THE YEAR END :
(` in lakhs)
(` in Lakhs)
2023 2022 2021
Holding
Non-current assets (in India) 0.35 0.37 0.19 Total
Related Party Transaction Summary Company
The Company has one customer (in India) from whom it generates revenue
of ` 60.19 lakhs (2022: Nil) 2023 2022 2023 2022
The Operating Segments have been reported in a manner consistent with 1. Sale of Services 71.02 – 71.02 –
the internal reporting provided to the Board of Directors, which is the Chief
2. Purchase of Internal 0.24 0.24 0.24 0.24
Operating Decision Maker for the Company.
audit services
(iv) Financial Ratios:
Particulars Numerator Denominator 31st March, 2023 31st March, 2022
Current Ratio (in times)1 Current Assets Current Liabilities 3.78 192.38
Return on Equity ratio (in %) 2
Profit for the year Average Shareholder’s Equity 0.77 0.16
Net capital turnover ratio (in times)2 Revenue from operations Working Capital (Current assets- Current liabilities) 0.60 N.A.
Net Profit ratio (in %)2 Profit for the year Revenue from operations 7.04 N.A.
Return on Capital employed (in %)2 Profit before interest and taxes (PBIT) Average Capital Employed 1.04 0.22
Return on investment (in %) Income from Investment Time Weighted Average Investments … N.A.
Note: Debt Equity Ratio, Debt Service Coverage Ratio, Inventory Turnover Ratio, Trade Receivables Turnover Ratio and Trade Payables Turnover Ratio are not
applicable for the Company.

1.
Higher statutory liabilities as at the current reporting date w.r.t. Tax Deducted at Source (TDS) & Goods and Services Tax.
2.
Service income [` 60.19 lakhs in the current year] from new stream of business net-off relevant expenses resulted in higher profit / return during the year.

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 ITC INTEGRATED BUSINESS SERVICES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (Contd.)

(v) The Ministry of Corporate Affairs (MCA) has issued the Companies (Indian Accounting Standards) (Amendment) Rules, 2023 on 31st March, 2023 amending:
- Ind AS 1 ‘Presentation of Financial Statements’ - This amendment requires companies to disclose their material accounting policies rather than their significant
accounting policies.
- Ind AS 12 ‘Income Taxes’ - This amendment has narrowed the scope of the initial recognition exemption so that it does not apply to transactions that give
rise to equal and offsetting temporary differences. The amendments clarify how companies account for deferred tax on transactions such as leases.
- Ind AS 8 ‘Accounting Policies, Changes in Accounting Estimates and Errors’ – This amendment has introduced a definition of ‘accounting estimates’ and
included amendments to help distinguish changes in accounting policies from changes in accounting estimates.
The same are applicable for financial statements pertaining to annual periods beginning on or after 1st April, 2023. Based on a preliminary evaluation, the
Company does not expect any material impact on the financial statements resulting from the implementation of these amendments.
20. Financial Instruments and Related Disclosures
a. Capital Management
The Company funds its operations mainly through internal accruals and does not have any borrowings. The Company aims at maintaining a strong capital base
largely towards supporting the future growth of its businesses as a going concern.
b. Categories of Financial Instruments (` in lakhs)

As at As at As at
Particulars Note 31st March, 2023 31st March, 2022 1st April, 2021
Carrying Value Fair Value Carrying Value Fair Value Carrying Value Fair Value
A. Financial assets
a) Measured at amortised cost
i) Cash and cash equivalents 7 0.80 0.80 0.84 0.84 1.35 1.35
ii) Other Bank Balances 8 49.25 49.25 94.98 94.98 93.66 93.66
iii) Other financial assets 9 0.52 0.52 0.37 0.37 0.48 0.48
Sub - total 50.57 50.57 96.19 96.19 95.49 95.49
b) Measured at Fair value through Profit or Loss
i) Investment in Mutual Funds 6 85.12 85.12 – – – –
Sub - total 85.12 85.12 – – – –
Total financial assets 135.69 135.69 96.19 96.19 95.49 95.49
B. Financial liabilities
a) Measured at amortised cost
i) Other financial liabilities 12 6.86 6.86 0.49 0.49 0.49 0.49
Total financial liabilities 6.86 6.86 0.49 0.49 0.49 0.49
c. Financial risk management objectives
The Company has a system-based approach to risk management, anchored to policies and procedures and internal financial controls aimed at ensuring
early identification, evaluation and management of key financial risks (such as market risk, credit risk and liquidity risk) that may arise as a consequence of its
business operations as well as its investing and financing activities. Accordingly, the Company’s risk management framework has the objective of ensuring that
such risks are managed within acceptable and approved risk parameters in a disciplined and consistent manner and in compliance with applicable regulations.
It also seeks to drive accountability in this regard.
Market Risk
As the Company is debt-free, there is no exposure to interest rate risk.
The Company’s investments are predominantly held in debt mutual funds and fixed deposits etc. within approved policies and procedures guided by the
tenets of liquidity, safety and return. This ensures that investments are only made within acceptable risk parameters.
The Company invests in mutual fund schemes of leading fund houses. Such investments are susceptible to market price risk that arise mainly from changes
in interest rate which may impact the return and value of such investments. However, given the relatively short tenure of underlying portfolio of the mutual
fund schemes in which the Company has invested, such price risk is not significant.
Fixed deposits are held with highly rated banks and companies, have a short tenure and are not subject to interest rate volatility.
Liquidity Risk
The Company’s Current assets aggregate ` 135.69 lakhs (2022 : ` 96.19 lakhs, 2021 : ` 95.50 lakhs ) including Current Investments, Cash and cash
equivalents, and Other Bank Balances of ` 135.17 lakhs (2022 : ` 95.82 lakhs, 2021 : ` 95.01 lakhs), against an aggregate Current liability of ` 35.85 lakhs
(2022 : ` 0.50 lakh, 2021 : ` 0.50 lakh) on the reporting date.
In such circumstances, liquidity risk or the risk that the Company may not be able to settle or meet its obligations as they become due does not exist.
Credit Risk
The risk management framework of the Company is designed to bring robustness to the risk management processes within the Company. With respect to
the Company’s investing activities, counter parties are shortlisted and exposure limits determined on the basis of their credit rating, financial statements and
other relevant information. The counter party risk is considered insignificant.
Concentrations of credit risk with respect to trade receivables are limited as the Company’s major customer is its Holding Company. Exceptions are managed
and approved by appropriate authorities, after due consideration of the counterparty’s credentials and financial capacity, trade practices and prevailing
business and economic conditions. Based on the assessment of financial assets, no loss provision is considered necessary.
d. Fair value measurement
Fair value hierarchy
Fair value of the financial instruments is classified in various fair value hierarchies based on the following three levels:
Level 1: Quoted prices (unadjusted) in active market or Net Asset Value (NAV) for identical assets or liabilities.
Level 2: Inputs other than quoted price included within level 1 that are observable for the asset or liability, either directly (i.e., as prices) or indirectly (i.e.,
derived from prices).
The fair value of financial instruments that are not traded in an active market is determined using market approach and valuation techniques which maximize
the use of observable market data and rely as little as possible on entity-specific estimates. If significant inputs required to fair value an instrument are
observable, the instrument is included in Level 2.
The fair value of Financial liabilities, where applicable, is determined using market observable inputs such as quotes from market participants, value published
by the issuer etc.
Level 3: Inputs for the assets or liabilities that are not based on observable market data (unobservable inputs).
If one or more of the significant inputs is not based on observable market data, the fair value is determined using generally accepted methodologies such as
discounted cash flow analysis, with the most significant inputs being the discount rate that reflects the credit risk of counterparty.

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 ITC INTEGRATED BUSINESS SERVICES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (Contd.)

The fair value of trade payables and other Current financial assets and liabilities, where applicable, is considered to be equal to the carrying amounts of these
items due to their short-term nature. Where such items are Non-current in nature, the same has been classified as Level 3 and fair value determined using
discounted cash flow basis.
There has been no change in the valuation methodology for Level 3 inputs during the year. The Company has not classified any material financial instruments
under Level 3 of the fair value hierarchy. The sensitivity of change in the unobservable inputs used in fair valuation of Level 3 financial assets and liabilities
does not have a significant impact on their value. There were no transfers between Level 1, Level 2 and Level 3 during the year.
The following table presents the fair value hierarchy of assets measured at fair value:
(` in lakhs)

Fair Value
Fair Value
Particulars As at As at As at
Hierarchy (Level)
31st March, 2023 31st March, 2022 1st April, 2021
A. Financial assets
Measured at Fair value through Profit or Loss
Investment in Mutual Funds 1 85.12 – –

On behalf of the Board

Kolkata, April 21, 2023 S. DUTTA Chairman T.S.M. SHENOY Director

ITC INTEGRATED BUSINESS SERVICES LIMITED

Form AOC-1
[Pursuant to first proviso to sub-section (3) of Section 129 of the Companies Act, 2013 read with Rule 5 of Companies (Accounts) Rules, 2014]
Statement containing salient features of the financial statement of Subsidiaries/Associate companies/Joint Ventures
Part A : Subsidiaries
1. SI. No. : 1
2. Name of the Subsidiary : MRR Trading & Investment Company Limited
3. The date since when Subsidiary was acquired : 30th March, 2015
4. Reporting period for the Subsidiary concerned,
if different from the holding company’s reporting period : Year ended 31st March, 2023 (same as Holding Company)
5. Reporting currency and Exchange rate as on the last date
of the relevant financial year in the case of foreign subsidiaries : Not Applicable

(` in lakhs)

6. Share Capital : 5.00 (50,000 Equity Shares of ` 10.00 each)

7. Reserve & Surplus : (3.02)
8. Total Assets : 5.74
9. Total Liabilities (excluding Total Equity) : 3.76
10. Investments (excluding Investments made in subsidiaries) : –
11. Turnover* : 7.25
12. Profit before taxation : 0.37
13. Provision for taxation : (0.09)
14. Profit after taxation : 0.28
15. Proposed Dividend : –
16. % of Shareholding : 100.00

* Turnover includes Other Income and Other Operating Revenue.

Notes: i) Names of Subsidiaries which are yet to commence operations : None

ii) Names of Subsidiaries which have been liquidated or sold during the year : None

Part B : Associates and Joint Ventures

Statement pursuant to Section 129 (3) of the Companies Act, 2013 related to Associate companies and Joint Ventures
Not Applicable

On behalf of the Board

Kolkata, April 21, 2023 S. DUTTA Chairman T.S.M. SHENOY Director

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 MRR TRADING & INVESTMENT COMPANY LIMITED

REPORT OF THE BOARD OF DIRECTORS FOR THE FINANCIAL YEAR ENDED 9. INTERNAL FINANCIAL CONTROLS
31ST MARCH, 2023
Your Company has in place adequate internal financial controls with respect to the
1. Your Directors submit their Report for the financial year ended 31st March, 2023. Financial Statements, commensurate with its size and scale of operations. The Internal
2. PERFORMANCE OF THE COMPANY Auditor of the Company periodically evaluates the adequacy and effectiveness of such
During the year, your Company earned revenue of ` 7.20 lakhs from its operations internal financial controls. The Board, which provides guidance on internal controls, also
(previous year: ` 7.20 lakhs), with total income being ` 7.25 lakhs (previous year: ` 7.25 reviews internal audit findings and implementation of internal audit recommendations, if
lakhs). Your Company recorded Net Profit for the year of ` 0.28 lakh (previous year: any.
` 0.13 lakh). The Company continues to provide estate maintenance services. During the year, the internal financial controls in the Company with respect to the
3. DIRECTORS Financial Statements were tested and no weakness in the design or operation of such
controls was observed. Nonetheless, your Company recognises that any internal
During the year, there was no change in the composition of the Board of Directors of your financial control framework, no matter how well designed, has inherent limitations and
Company (‘the Board’). accordingly, regular audit and review processes ensure that such systems are reinforced
In accordance with the provisions of Section 152(6) of the Companies Act, 2023 (‘the on an ongoing basis.
Act’) read with the Articles of Association of the Company, Mr. Peter Claude Rasquinha 10. PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS
(DIN: 09237557), Director, will retire by rotation at the ensuing Annual General Meeting
During the year ended 31st March, 2023, the Company has neither given any loan or
(‘AGM’) of the Company, and being eligible, offers himself for re-election. Your Board has
guarantee nor has made any investment under Section 186 of the Act.
recommended his re-election.
11. RELATED PARTY TRANSACTIONS
4. BOARD MEETINGS
During the year under review, the related party transactions entered into by the Company
Five meetings of the Board were held during the year ended 31st March, 2023.
were in the ordinary course of business and at arm’s length. The details of material related
5. DIRECTORS’ RESPONSIBILITY STATEMENT party transactions entered into by the Company during the year ended 31st March, 2023
As required under Section 134 of the Act, your Directors confirm having: in the prescribed Form No. AOC-2 are enclosed as Annexure to this Report.

i) followed in the preparation of the Annual Accounts, the applicable Accounting 12. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS / COURTS /
Standards with proper explanation relating to material departures, if any; TRIBUNALS

ii) selected such accounting policies and applied them consistently and made During the year under review, no orders were passed by the Regulators / Courts /
judgments and estimates that are reasonable and prudent so as to give a true and Tribunals impacting the going concern status of the Company and its future operations.
fair view of the state of affairs of the Company at the end of the financial year and of 13. COST RECORDS
the profit of the Company for that period; The Company is not required to maintain cost records in terms of Section 148 of the Act
iii) taken proper and sufficient care for the maintenance of adequate accounting read with the Companies (Cost Records and Audit) Rules, 2014.
records in accordance with the provisions of the Act for safeguarding the assets of 14. STATUTORY AUDITORS
the Company and for preventing and detecting fraud and other irregularities;
Messrs. Deloitte Haskins & Sells, Chartered Accountants (‘Deloitte’), were appointed as
iv) prepared the Annual Accounts on a going concern basis; and the Statutory Auditors of your Company at the Forty-First AGM held on 15th June, 2022
v) devised proper systems to ensure compliance with the provisions of all applicable to hold such office till the conclusion of the Forty-Sixth AGM. Pursuant to Section 142 of
laws and that such systems are adequate and operating effectively. the Act, the Board has recommended for the approval of the Members, remuneration of
Deloitte for the financial year 2023-24. Appropriate resolution in respect of the same is
6. SUBSIDIARIES, ASSOCIATES AND JOINT VENTURES
being placed for your approval at the ensuing AGM of the Company.
The Company does not have any subsidiary, associate or joint venture.
15. COMPLIANCE WITH SECRETARIAL STANDARDS
7. PARTICULARS OF EMPLOYEES The Company is in compliance with the applicable Secretarial Standards issued by the
The requirements of Rule 5(2) of the Companies (Appointment and Remuneration of Institute of Company Secretaries of India and approved by the Central Government under
Managerial Personnel) Rules, 2014 are not applicable to the Company. Section 118 of the Act.
Further, the requirement relating to constitution of Internal Complaints Committee in 16. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
terms of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and EARNINGS AND OUTGO
Redressal) Act, 2013 is also not applicable to the Company. Considering the nature of business of your Company, no comment is required on
8. RISK MANAGEMENT conservation of energy and technology absorption.
The Company’s risk management framework, designed to bring robustness to the risk During the year under review, there has been no foreign exchange earnings or outflow.
management processes in the Company, addresses risks intrinsic to operations, financials
and compliances arising out of the overall strategy of the Company. On behalf of the Board
The Internal Auditor of the Company periodically carries out risk focused audits with the S. Kar P. Rasquinha
objective of identifying areas where risk management processes could be strengthened. Director Director
The Board annually reviews the effectiveness of the Company’s risk management systems Dated : 21st April, 2023 DIN: 09523841 DIN: 09237557
and policies.

Annexure to the Report of the Board of Directors for the financial year ended 31st March, 2023
FORM NO. AOC-2
[Pursuant to Section 134(3)(h) of the Companies Act, 2013 and Rule 8(2) of the Companies (Accounts) Rules, 2014]
Form for disclosure of particulars of contracts / arrangements entered into by the Company with related parties referred to in sub-section (1) of Section 188 of the
Companies Act, 2013 including certain arm’s length transactions under third proviso thereto
1. Details of contracts or arrangements or transactions not at arm’s length basis
a) Name(s) of the related party and nature of relationship
b) Nature of contracts / arrangements / transactions
c) Duration of the contracts / arrangements / transactions
d) Salient terms of the contracts or arrangements or transactions including the value, if any NIL
e) Justification for entering into such contracts or arrangements or transactions
f) Date(s) of approval by the Board
g) Amount paid as advances, if any
h) Date on which the special resolution was passed in general meeting as required under first
proviso to Section 188

2. Details of material contracts or arrangements or transactions at arm’s length basis

a) Name(s) of the related party and nature of relationship ITC Limited (ITC), the Ultimate Holding Company
b) Nature of contracts / arrangements / transactions Rendering of estate maintenance services to ITC
c) Duration of the contracts / arrangements / transactions One year from 1st April, 2022 to 31st March, 2023
d) Salient terms of the contracts or arrangements or transactions including the value, if any Receipt of Service Charges @ Rs.7.20 lakhs per annum
e) Date(s) of approval by the Board, if any 10th January, 2022
f) Amount paid as advances, if any Nil
On behalf of the Board
S. Kar P. Rasquinha
Director Director
Dated : 21st April, 2023 DIN: 09523841 DIN: 09237557

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 MRR TRADING & INVESTMENT COMPANY LIMITED

INDEPENDENT AUDITOR’S REPORT

To The Members of MRR Trading & Investment Company Limited
Report on the Audit of the Financial Statements financial statements or, if such disclosures are inadequate, to modify our opinion. Our
Opinion conclusions are based on the audit evidence obtained up to the date of our auditor’s
report. However, future events or conditions may cause the Company to cease to
We have audited the accompanying financial statements of M R R Trading and Investment
continue as a going concern.
Company Limited (“the Company”), which comprise the Balance Sheet as at March 31, 2023,
and the Statement of Profit and Loss (including Other Comprehensive Income), the Cash Flow • Evaluate the overall presentation, structure and content of the financial statements,
Statement and the Statement of Changes in Equity for the year then ended, and a summary of including the disclosures, and whether the financial statements represent the underlying
significant accounting policies and other explanatory information. transactions and events in a manner that achieves fair presentation.
In our opinion and to the best of our information and according to the explanations given to Materiality is the magnitude of misstatements in the financial statements that, individually or
us, the aforesaid financial statements give the information required by the Companies Act, in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable
2013 (“the Act”) in the manner so required and give a true and fair view in conformity with the user of the financial statements may be influenced. We consider quantitative materiality and
Indian Accounting Standards prescribed under section 133 of the Act read with the Companies qualitative factors in (i) planning the scope of our audit work and in evaluating the results of our
(Indian Accounting Standards) Rules, 2015, as amended, (“Ind AS”) and other accounting work; and (ii) to evaluate the effect of any identified misstatements in the financial statements.
principles generally accepted in India, of the state of affairs of the Company as at March 31, We communicate with those charged with governance regarding, among other matters, the
2023, and its profit, total comprehensive income, its cash flows and the changes in equity for planned scope and timing of the audit and significant audit findings, including any significant
the year ended on that date. deficiencies in internal control that we identify during our audit.
Basis for Opinion We also provide those charged with governance with a statement that we have complied with
relevant ethical requirements regarding independence, and to communicate with them all
We conducted our audit of the financial statements in accordance with the Standards on
relationships and other matters that may reasonably be thought to bear on our independence,
Auditing (SAs) specified under section 143(10) of the Act. Our responsibilities under those and where applicable, related safeguards.
Standards are further described in the Auditor’s Responsibility for the Audit of the Financial
Statements section of our report. We are independent of the Company in accordance with the Report on Other Legal and Regulatory Requirements
Code of Ethics issued by the Institute of Chartered Accountants of India (ICAI) together with 1. As required by Section 143(3) of the Act, based on our audit we report that:
the ethical requirements that are relevant to our audit of the financial statements under the
a) We have sought and obtained all the information and explanations which to the
provisions of the Act and the Rules made thereunder, and we have fulfilled our other ethical
best of our knowledge and belief were necessary for the purposes of our audit.
responsibilities in accordance with these requirements and the ICAI’s Code of Ethics. We believe
that the audit evidence obtained by us is sufficient and appropriate to provide a basis for our b) In our opinion, proper books of account as required by law have been kept by the
audit opinion on the financial statements. Company so far as it appears from our examination of those books.
Information Other than the Financial Statements and Auditor’s Report Thereon c) The Balance Sheet, the Statement of Profit and Loss including Other
Comprehensive Income, the Cash Flow Statement and Statement of Changes
• The Company’s Board of Directors is responsible for the other information. The other in Equity dealt with by this Report are in agreement with the relevant books of
information comprises the information included in the Director’s report , but does not account.
include the financial statements and our auditor’s report thereon. The Director’s report is
expected to be made available to us after the date of this auditor’s report. d) In our opinion, the aforesaid financial statements comply with the Ind AS specified
under Section 133 of the Act.
• Our opinion on the financial statements does not cover the other information and we will
not express any form of assurance conclusion thereon. e) On the basis of the written representations received from the directors as on 31st
March 31, 2023 taken on record by the Board of Directors, none of the directors
• In connection with our audit of the financial statements, our responsibility is to read is disqualified as on March 31, 2023 from being appointed as a director in terms
the other information when it becomes available, and, in doing so, consider whether of Section 164(2) of the Act.
the other information is materially inconsistent with the financial statements or our
f) With respect to the adequacy of the internal financial controls with reference
knowledge obtained during the course of our audit or otherwise appears to be materially
to financial statements of the Company and the operating effectiveness of such
misstated
controls, refer to our separate Report in “Annexure A”. Our report expresses
• When we read the Director’s report, if we conclude that there is a material misstatement an unmodified opinion on the adequacy and operating effectiveness of the
therein, we are required to communicate the matter to those charged with governance Company’s internal financial controls with reference to financial statements.
as required under SA 720 ‘The Auditor’s responsibilities Relating to Other Information’. g) With respect to the other matters to be included in the Auditor’s Report in
Responsibilities of Management and Those Charged with Governance for the Financial accordance with the requirements of section 197(16) of the Act, as amended, in
Statements our opinion and to the best of our information and according to the explanations
given to us, the Company has not paid any remuneration to its directors during
The Company’s Board of Directors is responsible for the matters stated in section 134(5) of
the year.
the Act with respect to the preparation of these financial statements that give a true and fair
view of the financial position, financial performance including other comprehensive income, h) With respect to the other matters to be included in the Auditor’s Report in
cash flows and changes in equity of the Company in accordance with the Ind AS and other accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, as
accounting principles generally accepted in India. This responsibility also includes maintenance amended in our opinion and to the best of our information and according to the
of adequate accounting records in accordance with the provisions of the Act for safeguarding explanations given to us:
the assets of the Company and for preventing and detecting frauds and other irregularities; i. The Company does not have any pending litigations which would impact
selection and application of appropriate accounting policies; making judgments and its financial position.
estimates that are reasonable and prudent; and design, implementation and maintenance of
ii. The Company did not have any long-term contracts including derivative
adequate internal financial controls, that were operating effectively for ensuring the accuracy
contracts for which there were any material foreseeable losses.
and completeness of the accounting records, relevant to the preparation and presentation of
the financial statement that give a true and fair view and are free from material misstatement, iii. There were no amounts which were required to be transferred to the
whether due to fraud or error. Investor Education and Protection Fund by the Company.
In preparing the financial statements, management is responsible for assessing the Company’s iv. (a) The Management has represented that, to the best of it’s knowledge and
ability to continue as a going concern, disclosing, as applicable, matters related to going belief, no funds have been advanced or loaned or invested (either from
concern and using the going concern basis of accounting unless the Board of Directors either borrowed funds or share premium or any other sources or kind of funds) by
intends to liquidate the Company or to cease operations, or has no realistic alternative but to the Company to or in any other person(s) or entity(ies), including foreign
do so. entities (“Intermediaries”), with the understanding, whether recorded in
writing or otherwise, that the Intermediary shall, directly or indirectly lend
The Company’s Board of Directors are also responsible for overseeing the Company’s financial or invest in other persons or entities identified in any manner whatsoever
reporting process. by or on behalf of the Company (“Ultimate Beneficiaries”) or provide any
Auditor’s Responsibility for the Audit of the Financial Statements guarantee, security or the like on behalf of the Ultimate Beneficiaries.
Our objectives are to obtain reasonable assurance about whether the financial statements as (b) The Management has represented, that, to the best of it’s knowledge and
a whole are free from material misstatement, whether due to fraud or error, and to issue an belief, no funds have been received by the Company from any person(s) or
auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, entity(ies), including foreign entities.
but is not a guarantee that an audit conducted in accordance with SAs will always detect a (c) Based on the audit procedures performed that have been considered
material misstatement when it exists. Misstatements can arise from fraud or error and are reasonable and appropriate in the circumstances, nothing has come to our
considered material if, individually or in the aggregate, they could reasonably be expected notice that has caused us to believe that the representations under sub-
to influence the economic decisions of users taken on the basis of these financial statements. clause (i) and (ii) of Rule 11(e), as provided under (a) and (b) above, contain
any material misstatement.
As part of an audit in accordance with SAs, we exercise professional judgment and maintain
professional skepticism throughout the audit. We also: v. The company has not declared or paid any dividend during the year and
has not proposed final dividend for the year.
• Identify and assess the risks of material misstatement of the financial statements, whether
due to fraud or error, design and perform audit procedures responsive to those risks, and vi. Proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 for
obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. maintaining books of account using accounting software which has
The risk of not detecting a material misstatement resulting from fraud is higher than for a feature of recording audit trail (edit log) facility is applicable to the
one resulting from error, as fraud may involve collusion, forgery, intentional omissions, Company w.e.f. April 1, 2023, and accordingly, reporting under Rule 11(g)
misrepresentations, or the override of internal control. of Companies (Audit and Auditors) Rules, 2014 is not applicable for the
financial year ended March 31, 2023.
• Obtain an understanding of internal financial control relevant to the audit in order to
design audit procedures that are appropriate in the circumstances. Under section 143(3) 2. As required by the Companies (Auditor’s Report) Order, 2020 (“the Order”) issued by
(i) of the Act, we are also responsible for expressing our opinion on whether the Company the Central Government in terms of Section 143(11) of the Act, we give in “Annexure B”
has adequate internal financial controls with reference to financial statements in place and a statement on the matters specified in paragraphs 3 and 4 of the Order.
the operating effectiveness of such controls. For Deloitte Haskins & Sells
• Evaluate the appropriateness of accounting policies used and the reasonableness of Chartered Accountants
accounting estimates and related disclosures made by the management. (Firm’s Registration No. 008072S)
• Conclude on the appropriateness of management’s use of the going concern basis of Sumit Trivedi
accounting and, based on the audit evidence obtained, whether a material uncertainty (Partner)
exists related to events or conditions that may cast significant doubt on the Company’s (Membership No. 209354)
ability to continue as a going concern. If we conclude that a material uncertainty exists, Place: Hyderabad UDIN:23209354BGXTBV4243
we are required to draw attention in our auditor’s report to the related disclosures in the Date: April 21, 2023

260
 MRR TRADING & INVESTMENT COMPANY LIMITED

ANNEXURE “A” TO THE INDEPENDENT AUDITOR’S REPORT We believe that the audit evidence we have obtained is sufficient and appropriate
(Referred to in paragraph 1(f) under ‘Report on Other Legal and Regulatory to provide a basis for our audit opinion on the Company’s internal financial controls
Requirements’ section of our report of even date) system over financial reporting.

Report on the Internal Financial Controls Over Financial Reporting under Clause Meaning of Internal Financial Controls Over Financial Reporting
(i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (“the Act”) A company’s internal financial control over financial reporting is a process designed
We have audited the internal financial controls over financial reporting of M R R to provide reasonable assurance regarding the reliability of financial reporting and the
Trading and Investment Company Limited (“the Company”) as of March 31, 2023 preparation of financial statements for external purposes in accordance with generally
in conjunction with our audit of the financial statements of the Company for the year accepted accounting principles. A company’s internal financial control with reference
ended on that date. to financial statements includes those policies and procedures that (1) pertain to the
maintenance of records that, in reasonable detail, accurately and fairly reflect the
Management’s Responsibility for Internal Financial Controls transactions and dispositions of the assets of the company; (2) provide reasonable
The Company’s management is responsible for establishing and maintaining internal assurance that transactions are recorded as necessary to permit preparation of
financial controls based on the internal control over financial reporting criteria established financial statements in accordance with generally accepted accounting principles, and
by the Company considering the essential components of internal control stated in that receipts and expenditures of the company are being made only in accordance
the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting with authorisations of management and directors of the company; and (3) provide
issued by the Institute of Chartered Accountants of India. These responsibilities include reasonable assurance regarding prevention or timely detection of unauthorised
the design, implementation and maintenance of adequate internal financial controls acquisition, use, or disposition of the company’s assets that could have a material effect
that were operating effectively for ensuring the orderly and efficient conduct of its on the financial statements.
business, including adherence to Company’s policies, the safeguarding of its assets, Inherent Limitations of Internal Financial Controls Over Financial Reporting
the prevention and detection of frauds and errors, the accuracy and completeness of
the accounting records, and the timely preparation of reliable financial information, as Because of the inherent limitations of internal financial controls over financial reporting,
required under the Companies Act, 2013. including the possibility of collusion or improper management override of controls,
material misstatements due to error or fraud may occur and not be detected. Also,
Auditor’s Responsibility projections of any evaluation of the internal financial controls over financial reporting
Our responsibility is to express an opinion on the Company’s internal financial controls to future periods are subject to the risk that the internal financial control over financial
over financial reporting of the Company based on our audit. We conducted our reporting may become inadequate because of changes in conditions, or that the
audit in accordance with the Guidance Note on Audit of Internal Financial Controls degree of compliance with the policies or procedures may deteriorate.
Over Financial Reporting (the “Guidance Note”) issued by the Institute of Chartered Opinion
Accountants of India and the Standards on Auditing prescribed under Section 143(10)
of the Companies Act, 2013, to the extent applicable to an audit of internal financial In our opinion, to the best of our information and according to the explanations given
controls. Those Standards and the Guidance Note require that we comply with ethical to us, the Company has, in all material respects, an adequate internal financial controls
requirements and plan and perform the audit to obtain reasonable assurance about over financial reporting and such internal financial controls over financial reporting
whether adequate internal financial controls with reference to financial statements were operating effectively as at March 31, 2023, based on the criteria for internal
was established and maintained and if such controls operated effectively in all material financial control over financial reporting established by the Company considering
respects. the essential components of internal control stated in the Guidance Note on Audit of
Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered
Our audit involves performing procedures to obtain audit evidence about the Accountants of India.
adequacy of the internal financial controls with reference to financial statements and
For Deloitte Haskins & Sells
their operating effectiveness. Our audit of internal financial controls with reference to
Chartered Accountants
financial statements included obtaining an understanding of internal financial controls (Firm’s Registration No. 008072S)
with reference to financial statements, assessing the risk that a material weakness
Sumit Trivedi
exists, and testing and evaluating the design and operating effectiveness of internal (Partner)
control based on the assessed risk. The procedures selected depend on the auditor’s (Membership No. 209354)
judgement, including the assessment of the risks of material misstatement of the Place: Hyderabad UDIN:23209354BGXTBV4243
financial statements, whether due to fraud or error. Date: April 21, 2023

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 MRR TRADING & INVESTMENT COMPANY LIMITED

ANNEXURE B TO THE INDEPENDENT AUDITORS’ REPORT private placement of shares or convertible debentures and hence reporting
(Referred to in paragraph 2 under ‘Report on Other Legal and Regulatory Requirements’ under clause (x)(b) of the Order is not applicable to the Company.
section of our report of even date) (xi) (a) To the best of our knowledge, no fraud by the Company and no material
fraud on the Company has been noticed or reported during the year.
In terms of the information and explanations sought by us and given by the Company
and the books of account and records examined by us in the normal course of audit (b) To the best of our knowledge, no report under sub-section (12) of section
and to the best of our knowledge and belief, we state that: 143 of the Companies Act has been filed in Form ADT-4 as prescribed under
rule 13 of Companies (Audit and Auditors) Rules, 2014 with the Central
(i) As the Company does not hold any property, plant and equipment
Government, during the year and upto the date of this report.
reporting under clause 3(i) of the Order is not applicable.
(c) As represented to us by the Management, there were no whistle blower
(ii) (a) The Company does not have any inventory and hence reporting under
complaints received by the Company during the year.
clause (ii)(a) of the Order is not applicable.
(xii) The Company is not a Nidhi Company and hence reporting under clause
(b) According to the information and explanations given to us, at any point (xii) of the Order is not applicable.
of time of the year, the Company has not been sanctioned any working
capital facility from banks or financial institutions and hence reporting (xiii) In our opinion and according to the information and explanations given to
under clause (ii)(b) of the Order is not applicable. us the Company is in compliance with Section 188 of the Companies Act,
2013, where applicable, for all transactions with the related parties and
(iii) The Company has not made any investments in, provided any guarantee or the details of related party transactions have been disclosed in the financial
security, and granted any loans or advances in the nature of loans, secured statements etc. as required by the applicable accounting standards. The
or unsecured, to companies, firms, Limited Liability Partnerships or any provisions of section 177 of the Companies Act, 2013 are not applicable to
other parties during the year, and hence reporting under clause (iii) of the the Company
Order is not applicable.
(xiv) (a) In our opinion the Company has an adequate internal audit system
(iv) The Company has not granted any loans, made investments or provided commensurate with the size and the nature of its business.
guarantees or securities and hence reporting under clause (iv) of the Order
(b) We have considered, the internal audit reports issued to the Company
is not applicable.
during the year and covering the period upto August 2022.
(v) The Company has not accepted any deposit or amounts which are deemed
(xv) In our opinion during the year the Company has not entered into any non-
to be deposits. Hence, reporting under clause (v) of the Order is not cash transactions with its directors or persons connected with its directors
applicable and hence provisions of section 192 of the Companies Act, 2013 are not
(vi) Having regard to the nature of the Company’s business / activities, applicable to the Company.
reporting under clause (vi) of the Order is not applicable. (xvi) The Company is not required to be registered under section 45-IA of the
(vii) According to the information and explanations given to us, in respect of Reserve Bank of India Act, 1934. Hence, reporting under clause (xvi)(a), (b)
statutory dues: and (c) of the Order is not applicable.
(a) Undisputed statutory dues, including Goods and Services tax, Income-tax, The Group does not have any CIC as part of the group and accordingly
cess and other material statutory dues applicable to the Company have reporting under clause (xvi)(d) of the Order is not applicable.
been regularly deposited by it with the appropriate authorities. We have (xvii) The Company has not incurred cash losses during the financial year covered
been informed that the provisions of the Provident Fund, Employees’ State by our audit and the immediately preceding financial year.
Insurance, Sales tax, duty of Customs, duty of Excise and Value added tax
(xviii) There has been no resignation of the statutory auditors of the Company
are not applicable to the Company.
during the year. Hence, reporting under clause (xviii) of the Order is not
There were no undisputed amounts payable in respect of Goods and applicable.
Service tax, Income-tax, cess and other material statutory dues in arrears as
(xix) On the basis of the financial ratios, ageing and expected dates of realization
at March 31, 2023 for a period of more than six months from the date they
of financial assets and payment of financial liabilities, and our knowledge
became payable. of the Board of Directors and Management plans and based on our
(b) There are no statutory dues referred in sub-clause (a) above which have not examination of the evidence supporting the assumptions, nothing has come
been deposited on account of disputes as on March 31, 2023. to our attention, which causes us to believe that any material uncertainty
(viii) According to the information and explanations given to us, there were exists as on the date of the audit report indicating that Company is not
capable of meeting its liabilities existing at the date of balance sheet as and
no transactions relating to previously unrecorded income that were
when they fall due within a period of one year from the balance sheet date.
surrendered or disclosed as income in the tax assessments under the
We, however, state that this is not an assurance as to the future viability of
Income Tax Act, 1961 (43 of 1961) during the year.
the Company. We further state that our reporting is based on the facts up
(ix) (a) The Company has not taken any loans or other borrowings from any to the date of the audit report and we neither give any guarantee nor any
lender. Hence reporting under clause (ix)(a) of the Order is not applicable. assurance that all liabilities falling due within a period of one year from the
(b) The Company has not been declared wilful defaulter by any bank or balance sheet date, will get discharged by the Company as and when they
financial institution or government or any government authority. fall due.

(c) The Company has not taken any term loan during the year and there are (xx) The Company was not having net worth of rupees five hundred crore or
no unutilised term loans at the beginning of the year and hence, reporting more, or turnover of rupees one thousand crore or more or a net profit of
under clause (ix)(c) of the Order is not applicable. rupees five crore or more during the immediately preceding financial year
and hence, provisions of Section 135 of the Act are not applicable to the
(d) The Company has not raised funds on short-term basis, hence reporting Company during the year. Accordingly, reporting under clause 3(xx) of the
under clause (ix)(d) of the Order is not applicable. Order is not applicable for the year.
(e) The Company did not have any subsidiary or associate or joint venture (xxi) The Company does not have any subsidiaries, associates and joint ventures
during the year and hence, reporting under clause (ix)(e) of the Order is and hence reporting under clause (xxi) of the Order is not applicable.
not applicable. For Deloitte Haskins & Sells
(f) The Company has not raised any loans during the year and hence reporting Chartered Accountants
on clause (ix)(f) of the Order is not applicable. (Firm’s Registration No. 008072S)

(x) (a) The Company has not issued any of its securities (including debt Sumit Trivedi
(Partner)
instruments) during the year and hence reporting under clause (x)(a) of (Membership No. 209354)
the Order is not applicable.
Place: Hyderabad UDIN:23209354BGXTBV4243
(b) During the year the Company has not made any preferential allotment or Date: April 21, 2023

262
 MRR TRADING & INVESTMENT COMPANY LIMITED

Balance Sheet as at 31st March, 2023

(All amounts are in Indian Rupees Lakhs unless otherwise stated)
Note As at As at
March 31, 2023 March 31, 2022
ASSETS
Non-Current Assets
Advance tax and TDS receivables
[Net of Provisions - ` 0.09 lakhs (March 31, 2022: ` 0.15 lakhs)] 0.05 0.10
Other Non-current financial assets 3 2.00 -
Other non-current assets 4 1.12 1.12
Total Non-Current Assets 3.17 1.22
Current Assets
Financial assets
Trade receivables 5 – –
Cash and cash equivalents 6 2.57 5.65
Other Financial Assets 7 * -
Total Current Assets 2.57 5.65
Total Assets 5.74 6.87
EQUITY AND LIABILITIES
Equity
Equity share capital 8 5.00 5.00
Other equity 9 (3.02 ) (3.30)
Total Equity 1.98 1.70
Current Liabilities
Financial liabilities
Trade payables
- total outstanding dues of micro enterprises and small enterprises – -
- total outstanding dues of creditors other than micro
enterprises and small enterprises 10 2.42 4.11
Other current liabilities 1.34 1.06
Total Current Liabilities 3.76 5.17
Total Equity and Liabilities 5.74 6.87
* Less than Rs. One thousand
See accompanying notes forming part of the Financial Statements.
In terms of our report attached For and on behalf of the Board of Directors
For Deloitte Haskins & Sells
Chartered Accountants
Sumit Trivedi Peter Rasquinha Saurabh Kar
Partner Director Director
Place: Hyderabad Place: Secunderabad
Date: Date :

Statement of Profit and Loss for the year ended 31st March, 2023
(All amounts are in Indian Rupees Lakhs unless otherwise stated)
Note For the year ended For the year ended
March 31, 2023 March 31, 2022

I Revenue from operations 11 7.20 7.20
II Other income 12 0.05 0.05
III Total Income (I+II) 7.25 7.25
IV Expenses
Other expenses 13 6.88 7.08
Total expenses (IV) 6.88 7.08
V Profit Before Tax (III- IV) 0.37 0.17
VI Tax Expense:
Current tax 14 0.09 0.04
VII Profit for the year (V-VI) 0.28 0.13
VIII Other Comprehensive Income – –
IX Total Comprehensive Income for the Year (VII+VIII) 0.28 0.13
Earnings per Equity Share :
Basic and Diluted (Face value of ` 10 each) 16 0.56 0.25
See accompanying notes forming part of the Financial Statements.
In terms of our report attached For and on behalf of the Board of Directors
For Deloitte Haskins & Sells
Chartered Accountants
Sumit Trivedi Peter Rasquinha Saurabh Kar
Partner Director Director
Place: Hyderabad Place: Secunderabad
Date: Date :

263
 MRR TRADING & INVESTMENT COMPANY LIMITED

Cash Flow Statement for the year ended 31st March, 2023
(All amounts are in Indian Rupees Lakhs unless otherwise stated)

For the year ended For the year ended

March 31, 2023 March 31, 2022

Cash Flows from Operating Activities
Profit before tax 0.37 0.17
Adjustments for:
Interest income (0.05) (0.05)
Operating Profit / (loss) before Working Capital Changes 0.32 0.12
Adjustments for:
Decrease/ (Increase) in trade receivables – –
(Decrease)/Increase in trade payables and other liabilities (1.41) 0.93
Cash generated from Operations (1.09) 1.05
Net income tax (paid) / refunds (0.04) (0.14)
Net Cash generated from Operating Activities (1.13) 0.91
Cash Flows from Investing Activities
Interest Income 0.05 0.05
Term deposits placed during the year (2.00) –
Net Cash generated from Investing Activities (1.95) 0.05
Cash flows from Financing Activities
Net Cash generated from financing activities – –
Net Increase in Cash and Cash Equivalents (3.08) 0.96
Cash and Cash Equivalents at the beginning of the year 5.65 4.69
Cash and Cash Equivalents at the end of the year (Refer Note 6) 2.57 5.65
See accompanying notes forming part of the Financial Statements.

In terms of our report attached For and on behalf of the Board of Directors
For Deloitte Haskins & Sells
Chartered Accountants

Sumit Trivedi Peter Rasquinha Saurabh Kar

Partner Director Director

Place: Hyderabad Place: Secunderabad

Date: Date:

Statement of changes in equity for the year ended 31st March, 2023
(All amounts are in Indian Rupees Lakhs unless otherwise stated)
For the year ended For the year ended
March 31, 2023 March 31, 2022
A. Equity Share Capital:
Balance as at April 1, 2022 5.00 5.00
Changes in Equity Share Capital during the year – –
Balance at March 31, 2023 5.00 5.00
B. Other Equity - Reserves & Surplus:
Retained Earnings
Balance as at April 1, 2022 (3.30) (3.43)
Profit for the Year 0.28 0.13
Balance at March 31, 2023 (3.02) (3.30)
See accompanying notes forming part of the Financial Statements.

In terms of our report attached For and on behalf of the Board of Directors
For Deloitte Haskins & Sells
Chartered Accountants

Sumit Trivedi Peter Rasquinha Saurabh Kar

Partner Director Director

Place: Hyderabad Place: Secunderabad

Date: Date:

264
 MRR TRADING & INVESTMENT COMPANY LIMITED

Notes forming part of the Financial Statements

(All amounts are in Indian Rupees Lakhs unless otherwise stated)

1. Company Overview the right to control the use of an identified asset for a time in exchange for a
The Company has tenancy rights in a commercial premise at Eucharistic Congress consideration. This policy has been applied to contracts existing and entered
Building No. 1, 4th Floor, 5 Convent Street, Colaba, Mumbai – 400039. The into on or after April 1, 2020.
premise is owned by Roman Catholic Cathedral Trust. The only source of income The Company recognizes a right-of-use asset and a lease liability at the lease
of this Company is from estate maintenance services of the aforesaid property. commencement date. The right-of-use asset is initially measured at cost, which
2. Summary of Significant Accounting Policies comprises the initial amount of the lease liability adjusted for any lease payments
made at or before the commencement date, plus any initial direct costs incurred
2.1 Statement of Compliance and Basis of Preparation
and an estimate of costs to dismantle and remove the underlying asset or to
These financial statements have been prepared in accordance with Indian restore the under lying asset or the site on which it is located, less any lease
Accounting Standards (Ind AS) notified under section 133 of the Companies Act, incentives received.
2013. The financial statements have also been prepared in accordance with the
The right-of-use asset is subsequently depreciated using the straight-line method
relevant presentation requirements of the Companies Act, 2013.
from the commencement date to the end of the lease term.
The financial statements are prepared in accordance with Indian Accounting
The lease liability is initially measured at the present value of the lease payments
Standards (Ind AS) under the historical cost convention, except for certain items
that are not paid at the commencement date, discounted using the incremental
that are measured at fair values, as explained in the accounting policies below
borrowing rate. It is remeasured when there is a change in future lease
and on accrual basis. The financial statements are presented in Indian Rupees
payments arising from a change in an index or rate, if there is a change in the
(INR) which is also the Company’s functional currency.
Company’s estimate of the amount expected to be payable under a residual
Fair value is the price that would be received to sell an asset or paid to transfer a value guarantee, or if the Company changes its assessment of whether it will
liability in an orderly transaction between market participants at the measurement exercise a purchase, extension or termination option. When the lease liability
date, regardless of whether that a price is directly observable or estimated using is remeasured in this way, a corresponding adjustment is made to the carrying
another valuation technique. In estimating the fair value of an asset or a liability, amount of the right-of-use asset, or is recorded in profit or loss if the carrying
the Company takes into account the characteristics of the asset or liability if amount of the right-of-use asset has been reduced to zero. The Company has
market participants would take those characteristics into account when pricing elected not to recognise right-of-use assets and lease liabilities for short-term
the asset or liability at the measurement date. Fair value for measurement or leases that have a lease term of 12 months or less and leases of low-value assets.
disclosure purposes in these financial statements is determined on such a basis, The Company recognizes the lease payments associated with these leases as an
except for measurements that have some similarities to fair value but are not fair expense over the lease term.
value, such as net realizable value in Ind AS 2 or value in use in Ind AS 36.
2.8 Taxation
2.2 Use of Estimates and Judgements
Income-tax expense comprises current tax and deferred tax charge or credit.
In view of the nature of the operations of the Company no significant assumption Current tax is determined in accordance with the Income-tax Act, 1961. Income
/ judgement are applied in preparation of financial statements. tax, in so far as it relates to items disclosed under Other Comprehensive Income
2.3 Cash Flow Statement or Equity, are disclosed separately under Other Comprehensive Income or Equity,
Cash flows are reported using the indirect method, whereby profit / (loss) is as applicable.
adjusted for the effects of transactions of non-cash nature and any deferrals Deferred tax is recognized on temporary differences between the carrying
or accruals of past or future cash receipts or payments. The cash flows from amounts of assets and liabilities for financial reporting purposes and the amounts
operating, investing and financing activities of the Company are segregated. used for taxation purposes.
2.4 Financial instrument The deferred tax charge or credit and the corresponding deferred tax liabilities
Financial assets and financial liabilities are recognized when the Company or assets are recognized using the tax rates and tax laws that have been enacted
becomes a party to the contractual provisions of the relevant instrument in or substantively enacted by the balance sheet date. Deferred tax assets are
accordance with classification and measurement requirements of applicable recognized only to the extent there is reasonable certainty that the assets can be
Accounting Standards. Financial assets are derecognized when the rights realized in future; however, where there is unabsorbed depreciation or carried
to receive benefits have expired or been transferred, and the Company has forward loss under taxation laws, deferred tax assets are recognized only if there
transferred substantially all risks and rewards of ownership of such financial asset. is a virtual certainty of realization of such assets. Deferred tax assets are reviewed
Financial liabilities, depending on their nature, are classified as amortised cost or as at each balance sheet date and written down or written-up to reflect the
fair value through profit & loss. Financial liabilities are derecognized when the amount that is reasonably/virtually certain (as the case may be) to be realized.
liability is extinguished, that is when the contractual obligation is discharged, 2.9 Earnings Per Share (‘EPS’)
cancelled or expires. Basic earnings per share (‘EPS’) is computed by dividing the net profit/(loss)
2.5 Contingencies & Provisions attributable to the equity shareholders for the period by the weighted average
A provision is recognized when the Company has a present obligation (legal number of equity shares outstanding during the reporting period. Diluted EPS is
or constructive) as a result of past events and it is probable that an outflow of computed by dividing the net profit/(loss) attributable to the equity shareholders
resources will be required to settle the obligation in respect of which a reliable for the period by the weighted average number of equity and equivalent dilutive
estimate can be made. The amount recognised as a provision is the best estimate equity shares outstanding during the period, except where the results would be
of the consideration required to settle the present obligation at the end of the anti-dilutive.
reporting period, taking into account the risks and uncertainties surrounding the 2.10 Operating Segment
obligation. Operating segment is reported in a manner consistent with the internal reporting
2.6 Revenue provided to the chief operating decision maker, who is one of the Directors of
Income from Estate Maintenance Services is recognized based on the contractual the Company.
arrangement entered by the Company. 2.11 Operating Cycle
2.7 Leases All assets and liabilities have been classified as current or non-current as per the
The Company’s lease asset classes primarily consist of leases for Tenancy Right. Company’s normal operating cycle and other criteria set out in the Schedule III
The Company, at the inception of a contract, assesses whether the contract is to the Companies Act, 2013 based on the nature of services and their realisation
a lease or not lease. A contract is, or contains, a lease if the contract conveys in cash and cash equivalents.

3. Other Non-Current Financial Assets

As at As at
31st March, 2023 31st March, 2022
Term Deposits having original maturity more than 12 months* 2.00 –
TOTAL 2.00 –
* represents demand deposits with bank
4. Other Non-Current Assets
As at As at
31st March, 2023 31st March, 2022
Other deposits 1.12 1.12
TOTAL 1.12 1.12
5. Trade Receivables
As at As at
31st March, 2023 31st March, 2022
Unsecured and considered good – –
TOTAL – –

Note:
The credit period on sale of services generally ranges between 15 to 30 days. No interest is recovered on trade receivables for payment received after the
due date. The Company’s exposure to customers is relatively concentrated. Based on historical experience of collections from the customers, credit risk is
minimal. There are no allowances for doubtful receivables, which have been determined based on practical expedients based on financial condition of the
customer, ageing of receivables and historical experience of collections from customers.

265
 MRR TRADING & INVESTMENT COMPANY LIMITED

Notes forming part of the Financial Statements (contd.)

(All amounts are in Indian Rupees Lakhs unless otherwise stated)

6. Cash and Cash Equivalents

As at As at
March 31, 2023 March 31, 2022
Balances with Banks:
- In Current Account 2.57 5.65
TOTAL 2.57 5.65
7. Other Financial Assets
As at As at
March 31, 2023 March 31, 2022
Interest accrued on deposit * –
TOTAL * –
* Less than ` One thousands
8. Equity Share Capital
As at As at
March 31, 2023 March 31, 2022
Authorised Share Capital:
50,000 Equity Shares of Rs. 10 each 5.00 5.00
Issued, Subscribed and Paid-up Capital:
50,000 Equity Shares of Rs. 10 each 5.00 5.00
A) Reconciliation of number of Equity Shares outstanding
No. of Shares Share capital
Balance as at April 1, 2022 50,000 5.00
Add: Issued during the year – –
Balance as at March 31, 2023 50,000 5.00
B) Shareholders holding more than 5% of the Equity Shares in the Company:
As at March 31, 2023 As at March 31, 2022
No. of Shares % No. of Shares %
ITC Integrated Business Services Limited (formerly ITC Investments & Holdings 50,000 100 50,000 100
Limited) * and its Nominees
* 49,994 equity shares are held by ITC Integrated Business Services Limited (formerly ITC Investments and Holdings Limited), the Holding Company and
the balance 6 equity shares are held by the nominees of the Holding Company jointly with the Holding Company. The Ultimate Holding Company is ITC
Limited.
C) Rights, preferences and restrictions attached to the Equity Shares:
The Company has one class of equity shares having a par value of `10 per share. Each shareholder is eligible for one vote per share held. In the event
of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in
proportion to their shareholding.
D) Shareholding of Promoters
Share held by promoters at the end of the year As at March 31, 2023 As at March 31, 2022
Promoter Name No. of % of total % Change No. of Shares % of total % Change during
Shares shares during the year shares the year
ITC Integrated Business Services Limited (formerly 50,000 100% – 50,000 100% –
ITC Investments & Holdings Limited)
Total 50,000 100% – 50,000 100% –

9. Other Equity
As at As at
March 31, 2023 March 31, 2022
Reserves and Surplus:
Retained Earnings
Retained Earnings comprise of the Company’s undistributed earnings after taxes. (3.02) (3.30)
(3.02) (3.30)
10. Trade Payables
As at As at
March 31, 2023 March 31, 2022
Trade payables other than acceptances:
(i) Total outstanding dues of micro enterprises and small enterprises (Refer note 17) – –
(ii)Total outstanding dues of creditors other than micro enterprises and small enterprises 2.42 4.11
2.42 4.11
Trade Payables Ageing
Particulars Outstanding for following periods from due date of payment
Unbilled Total
As at March 31, 2023 Less than 1 year 1-2 years 2-3 years more than 3 years
MSME - - - - - -
Others 2.42 - - - - 2.42
Disputed dues – MSME - - - - - -
Disputed dues – Others - - - - - -
Total 2.42 - - - - 2.42

Particulars Outstanding for following periods from due date of payment

Unbilled Total
As at March 31, 2022 Less than 1 year 1-2 years 2-3 years more than 3 years
MSME – – – – – –
Others 4.11 - - - - 4.11
Disputed dues – MSME - - - - - -
Disputed dues – Others - - - - - -
Total 4.11 - - - - 4.11

266
 MRR TRADING & INVESTMENT COMPANY LIMITED

Notes forming part of the Financial Statements (contd.)

(All amounts are in Indian Rupees Lakhs unless otherwise stated)

For the year ended For the year ended 18.

Related Party Disclosures
31st March, 2023 31st March, 2022 a) Details of Related Parties
11. Revenue from Operations Name Relationship
Sale of Services 7.20 7.20 ITC Limited Ultimate Holding Company
TOTAL 7.20 7.20 ITC Integrated Business Services Limited Holding Company
(formerly ITC Investments & Holdings Limited)
12. Other Income
Key Management Personnel (KMP): Relationship
Interest on
Peter Rasquinha Non-Executive Director
- Other Deposits 0.05 0.05
Saurabh Kar Non-Executive Director
- Bank Fixed Deposits * -
B.R. Chaudhuri Non-Executive Director
- Income Tax Refund * -
b) Details of Related Party Transactions:
TOTAL 0.05 0.05
* Less than ` One thousand Description For the Year For the Year
Ended Ended
13. Others Expenses March 31, March 31,
Rent 0.93 0.89 2023 2022
Rates and taxes 2.66 2.69 ITC Limited:
Maintenance and upkeep expenses 2.25 2.42 Consultancy and Professional fees 0.12 0.12
Bank charges * * Sale of Services – Estate 7.20 7.20
Payments to auditors 0.15 0.15 Management Services
Consultancy and Professional fees 0.47 0.57 Reimbursement of Maintenance 2.93 –
Miscellaneous expenses 0.42 0.36 and upkeep expenses
TOTAL 6.88 7.08 19. The Company, based on the information available on the status of the
* Less than ` One thousand suppliers, does not have any dues to enterprises covered under the
Micro, Small and Medium Enterprises Development Act, 2006.
13(a) Payment to Auditors (excluding taxes)
20. Ratios:
– Statutory Audit 0.15 0.15
The following are analytical ratios for the year ended March 31, 2023
TOTAL 0.15 0.15
and March 31, 2022
14. Tax Expense
Particulars As As at Variance Reason for Variance
Profit before income tax 0.37 0.17 at March March
Enacted tax rates 25.17% 25.17% 31, 2023 31, 2022
Income tax expense 0.09 0.04 Current ratio 0.68 1.09 -38% Reduction in current
TOTAL 0.09 0.04 assets due to term
deposit placed during
15. Contingent liabilities the year
Claims against the Company not Debt-Equity ratio – NA There is no debt with
acknowledged as Debts: – – – the Company, hence the
ratios are not applicable
TOTAL – – Debt Service Coverage – NA
ratio –
16. Earnings per share Return on Equity ratio 15.22 7.93 92% Due to increase in profit
For the Year For the Year Return on Capital 18.69 10.00 87% Due to increase in profit
Ended Ended employed ratio
March 31, 2023 March 31, 2022 Trade Payables turnover 2.98 1.75 70% Due to decrease in trade
Computation of earnings ratio payable
per share is set out below: Net Profit Ratio 0.04 0.02 100% Due to increase in profit
Net Profit attributable to 0.28 0.13
Equity Shareholders (A)(Rs. Trade Receivables – – – There are no closing
turnover ratio trade receivables.
In lakhs)
Weighted Average Number 50,000 50,000 Return on investment – – NA There are no Investments
/ Inventories, hence these
of Equity Shares outstanding Inventory turnover ratio – – NA ratiosare not applicable.
during the year (B) (Nos.)
Face Value of Equity Share 10 10 Net capital turnover ratio (6.02) 15.04 -140% Reduction in Current
Asset due to term deposit
(Rs.) placed during the year
Earnings Per Share (Basic 0.56 0.25
and Diluted) (A/B) (Rs.)
Particulars Numerator Denominator
17. Segment Information
The Board of Directors of the Company have identified one of the Current ratio Current Assets (CA) Current Liabilities (CL)
directors as the Chief Operating Decision Maker (CODM) as defined Debt-Equity ratio Total Debt Shareholders equity
under Ind AS 108 Operating Segments. The Company’s activities
involve providing estate maintenance services which is considered to Debt Service Coverage Profit after tax + Interest cost + Debt Service
ratio Depreciation
be a single business segment since these are subject to similar risks
and returns. Further, the business is carried out in India and hence Return on Equity ratio Profit after tax Average Shareholders equity
there are no reportable geographical segments. Return on Capital Earning before Interest and tax Capital Employed (Tangible
The entity-wide disclosures are as under: employed ratio Networth+Total Debt +
Deferred Tax liability)
For the Year For the Year
Ended Ended Trade Payables Sales (Revenue from Closing Trade Payables
March 31, 2023 March 31, 2022 turnover ratio Operations)
Net Profit Ratio Profit after tax Sales (Revenue from
Customer Information The Company’s The Company’s
Operations)
revenue from revenue from
operations operations arises Trade Receivables Sales (Revenue from Closing Trade Receivables
arises entirely entirely (100%) turnover ratio Operations)
(100%) from from sale of Return on investment Income generated from Average Investment made
sale of services services to the investments
to the Ultimate Ultimate Holding
H o l d i n g Company Inventory turnover Sales (Revenue from Average inventory
Company ratio Operations)
Net capital turnover Sales (Revenue from Working Capital= CA-CL
Non-current Assets (In India) 3.17 1.22 ratio Operations)

267
 MRR TRADING & INVESTMENT COMPANY LIMITED

Notes forming part of the Financial Statements (contd.)

(All amounts are in Indian Rupees Lakhs unless otherwise stated)

21. The Company is holding tenancy rights of the property in Mumbai c) Financial risk management:
taken on rent, which rights are governed by the Maharashtra Rent Given the nature of operations of the Company as indicated in
Control Act, 1999. The lease period is not explicit in the terms of Note 1 above, the Company has minimal activity and the only
this arrangement and therefore the lease liability cannot be estimated source of income is from estate maintenance services provided to
reliably for future period. Further, considering materiality, such its sister companies. Accordingly, the Company has no exposure
tenancy rights are accounted for, on the basis of rent paid on a towards market risks. Similarly, its exposure to credit risk and
periodical basis which is more representative of the pattern of the liquidity risk are also minimal as explained hereunder.
lessee’s benefit. d) Credit Risk:
22. Financial Instruments and Related Disclosures The only source of income to the Company arises through receipts
a) Capital Management: from estate maintenance services from its ultimate holding
company. Being part of the same group, exposure to credit risk
The Company funds its operations mainly through internal
is minimum. The Board of Directors analyze and monitor these
accruals. The Company aims at maintaining a strong capital base
financial instruments and assess the risk on an individual basis and
so as to maintain adequate supply of funds in order to carry on
take necessary action where required.
the operations of its businesses as a going concern. The carrying
amounts of trade payables and cash and cash equivalents are e) Liquidity risk:
considered to be the same as their fair values due to their short The Company manages its liquidity risk by ensuring that it will
term nature. always have sufficient liquidity to meet its liabilities when due.
b) Categories of Financial Instruments The company’s liquidity position is regularly monitored and as
the Company does not have any borrowings, its working capital
Note As at March 31, As at March 31, is sufficient to ensure adequate liquidity for operations.
2023 2022
f) Fair value measurement
Carrying Fair Carrying Fair
Value Value Value Value The Company does not have any Non-current Financial Liabilities.
Fair value of Non-Current Financial assets, Current Financial Assets
Financial Assets (Measured at and Current Financial Liabilities is equivalent to their carrying
amortised cost)
value.
Other Non-Current Financial Assets 3 2.00 2.00 – –
23. Previous year’s figures have been regrouped / reclassified wherever
Cash and Cash Equivalents 6 2.57 2.57 5.65 5.65 necessary to correspond with the current year’s classification /
disclosure.
Other Financial Assets (Accrued 7 * * – –
Interest) 24. The financial statements were approved for issue by the Board of
Total Financials Assets 4.57 4.57 5.65 5.65 Directors on April 21, 2023.
Financial Liabilities (Measured at For and on behalf of the Board of Directors
amortised cost) Peter Rasquinha Saurabh Kar
Trade Payables 2.42 2.42 4.11 4.11 Director Director
Place:
Total Financials Liabilities 2.42 2.42 4.11 4.11
Date: April 21, 2023

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 TECHNICO PTY LIMITED

DIRECTORS’ REPORT FOR THE YEAR ENDED 31 MARCH, 2023

The directors submit their report for the financial year ended 31st March, For the year under review, your Company has reported revenue from sale
2023. of goods of A$1,826,806 (2022: A$1,856,826 ) and earned a net profit
after tax of A$1,037,707 (2022: A$909,425). Net profit for the year is
Directors
higher largely owing to forex translation gain of $113,966 (CY gain of
The names of the directors in office at any time during are: $32,785 vs LY loss of $81,211) & higher interest income & improved
Mr Surampudi Sivakumar margins, offset by higher travel cost vs last year.
Mr David Charles McDonald
Mr Dharmarajan Ashok No dividends have been paid or declared by the Company during the
Mr Allan Hendry (resigned effective 8th August 2022) year.
Mr Kanapathipillai Sathiamoorthy Significant changes in the state of affairs
(appointed effective 12th October 2022) There have been no significant changes in the state of affairs of the
Mr Sachidanand Madan Company during the year.
(resigned effective 27th November 2022) Events subsequent to the end of the reporting period i.e. post 31st March,
Corporate information 2023.
Technico Pty Limited (‘Company’) is a Company limited by shares that is No matters or circumstances have arisen since the end of the financial year
incorporated and domiciled in Australia. Its parent entity is ITC Limited, a which significantly affected or may significantly affect the operations of
Public Company registered in India and listed in National Stock Exchange the Company, the results of those operations, or the state of affairs of the
and BSE (formerly Bombay Stock Exchange) in India. Company in future financial years.
The registered office of Technico Pty Limited is located at: Future developments and results
10 Bundaroo Street The Company is further making efforts for development of the
BOWRAL NSW 2576, TECHNITUBER® Technology.
Australia
Environmental regulation and performance
Principal activities The Company is not subject to any particular or significant environmental
The principal activities of the Company during the financial year under regulation under any law of the commonwealth or of a state or territory.
review were anchored on horticulture technology, its downstream
implementation, commercialisation and activities associated therewith. Indemnification and insurance of directors and auditor
The Company owns the proprietary TECHNITUBER® Technology and No indemnities have been given or insurance premiums paid, during or
has undertaken commercialisation of such technology through its wholly since the end of the financial year, for any person who is or has been an
owned subsidiaries in different geographies viz.: officer or auditor of the Company.
• Technico Asia Holdings Pty Limited, Australia (‘TAHL’) Auditor independence
• Technico Horticultural (Kunming) Co. Limited, China The auditor’s independence declaration in accordance with applicable
(100% subsidiary of TAHL) code of professional conduct, for the year ended 31st March, 2023 has
• Technico Technologies Inc., Canada been received and is included in the financial report.
Review and results of operations Signed in accordance with a resolution of the Board of Directors:
Your Company is focused on ensuring the continuous upgrading of Kanapathipillai Sathiamoorthy
the TECHNITUBER® Technology and customising its application across
various geographies. Your Company is also engaged in the marketing of Director
TECHNITUBER ® seeds to global customers by leveraging the production Place: Sydney, Australia
facilities of its subsidiaries in China and Canada as well as the facilities of its
group company, Technico Agri Sciences Limited, India. 1st May, 2023

DIRECTORS’ DECLARATION FOR THE YEAR ENDED 31 MARCH, 2023

In accordance with a resolution of the directors of Technico Pty Limited, (b) There are reasonable grounds to believe that the registered entity will
the directors have determined:
be able to pay its debts as and when they become due and payable..
(a) the financial statements and notes of the company:
On behalf of the Board:
(i) give a true and fair view of the company’s financial position as at
31 March 2023 and of their performance for the year ended on Kanapathipillai Sathiamoorthy
that date; Director

(ii) comply with Australian Accounting Standards to the extent Place: Sydney, Australia
described in Note 1. Date: 1st May, 2023

AUDITOR’S INDEPENDENCE DECLARATION Kelly Partners (South West Sydney) Partnership

To the Directors of Technico Pty Limited Daniel Kuchta

Registered Auditor Number 335565
I declare that, to the best of my knowledge and belief, during the year
ended 31 March 2023 there has been no contraventions of any applicable Campbelltown
code of professional conduct in relation to the audit. Dated this 1st day of May 2023

INDEPENDENT AUDIT REPORT

To the Members of Technico Pty Limited, Basis for Opinion
We conducted our audit in accordance with Australian Auditing Standards.
Opinion
Our responsibilities under those standards are further described in the
We have audited the financial report of Technico Pty Limited, which Auditor’s Responsibilities for the Audit of the Financial Report section of our
comprises the statement of financial position as at 31 March 2023, the report. We are independent of the Company in accordance with the
statement of profit or loss and other comprehensive income, statement ethical requirements of the Accounting Professional & Ethical Standards
of changes in equity and statement of cash flows for the year then ended, Board’s APES 110 Code of Ethics for Professional Accountants (including
and notes to the financial statements, including a summary of significant Independence Standards) (the Code) that are relevant to our audit of
the financial report in Australia. We have also fulfilled our other ethical
accounting policies, and the directors’ declaration.
responsibilities in accordance with the Code.
In our opinion, the accompanying financial report of Technico Pty Limited:
We confirm that the independence declaration required by the professional
(a) give a true and fair view of the company’s financial position as at 31 standards, which has been given to the directors of the Company, would
March 2023 and of its financial performance for the year then ended; be in the same terms if given to the directors as at the time of this auditor’s
and report.
(b) comply with Australian Accounting Standards to the extent described We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our opinion.
in Note 1.

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 TECHNICO PTY LIMITED

Emphasis of Matter – Basis of Accounting expected to influence the economic decisions of users taken on the basis
We draw attention to Note 1 of the financial report, which describes of this financial report.
the basis of accounting. The financial report has been prepared for the As part of an audit in accordance with the Australian Auditing Standards,
purpose of fulfilling the directors’ financial reporting responsibilities to the we exercise professional judgement and maintain professional scepticism
members. As a result, the financial report may not be suitable for another throughout the audit. We also:
purpose. Our opinion is not modified in respect of this matter. • Identify and assess the risks of material misstatement of the financial
Other Information report, whether due to fraud or error, design and perform audit
The directors are responsible for the other information. The other procedures responsive to those risks, and obtain audit evidence that is
information comprises the directors’ report for the year ended 31 March sufficient and appropriate to provide a basis for our opinion. The risk
2023, but does not include the financial report and our auditor’s report of not detecting a material misstatement resulting from fraud is higher
thereon. than for one resulting from error, as fraud may involve collusion,
forgery, intentional omissions, misrepresentations, or the override of
Our opinion on the financial report does not cover the other information internal control.
and accordingly we do not express any form of assurance conclusion
thereon. • Obtain an understanding of internal control relevant to the audit
in order to design audit procedures that are appropriate in the
In connection with our audit of the financial report, our responsibility circumstances, but not for the purpose of expressing an opinion on
is to read the other information and, in doing so, consider whether the the effectiveness of the Company’s internal control.
other information is materially inconsistent with the financial report or our
knowledge obtained in the audit or otherwise appears to be materially • Evaluate the appropriateness of accounting policies used and the
misstated. reasonableness of accounting estimates and related disclosures made
by the directors.
If, based on the work we have performed, we conclude that there is a
material misstatement of this other information, we are required to report • Conclude on the appropriateness of the directors’ use of the going
that fact. We have nothing to report in this regard. concern basis of accounting and, based on the audit evidence
obtained, whether a material uncertainty exists related to events or
Responsibilities of the Directors for the Financial Report conditions that may cast significant doubt on the Company’s ability to
The directors of the Company are responsible for the preparation of the continue as a going concern. If we conclude that a material uncertainty
financial report that gives a true and fair view and have determined that exists, we are required to draw attention in our auditor’s report to
the basis of preparation in Note 1 to the financial report is appropriate to the related disclosures in the financial report or, if such disclosures
meet the needs of the members. The directors’ responsibility also includes are inadequate, to modify our opinion. Our conclusions are based on
such internal control as the directors determine is necessary to enable the the audit evidence obtained up to the date of our auditor’s report.
preparation of the financial report that gives a true and fair view and is free However, future events or conditions may cause the Company to
from material misstatement, whether due to fraud or error. cease to continue as a going concern.
In preparing the financial report, the directors are responsible for assessing • Evaluate the overall presentation, structure and content of the
the Company’s ability to continue as a going concern, disclosing, as financial report, including the disclosures, and whether the financial
applicable, matters relating to going concern and using the going concern report represents the underlying transactions and events in a manner
basis of accounting unless the directors either intend to liquidate the that achieves fair presentation
Company or to cease operations, or have no realistic alternative but to We communicate with the directors regarding, among other matters,
do so. the planned scope and timing of the audit and significant audit findings,
Auditor’s Responsibilities for the Audit of the Financial Report including any significant deficiencies in internal control that we identify
Our objectives are to obtain reasonable assurance about whether the during our audit.
financial report as a whole is free from material misstatement, whether Kelly Partners (South West Sydney) Partnership
due to fraud or error, and to issue an auditor’s report that includes our
opinion. Reasonable assurance is a high level of assurance,but is not a Daniel Kuchta
guarantee that an audit conducted in accordance with the Australian Registered Auditor Number 335565
Auditing Standards will always detect a material misstatement when it
exists. Misstatements can arise from fraud or error and are considered Campbelltown
material if, individually or in the aggregate, they could reasonably be Dated this 1st Day of May 2023

Statement of Profit or Loss and Other Comprehensive Income for the year ended 31 March, 2023
2023 2022
Notes
$ ` $ `
Sale of goods 2(a) 1,826,806 102,088,861 1,856,826 104,395,400
Cost of sales (698,806) (39,051,935) (735,700) (41,362,893)
Gross Profit 1,128,000 63,036,926 1,121,126 63,032,507
Other revenue 2(a) 206,798 11,556,658 104,048 5,849,839
Other income 2(a) 12,293 686,969 51,021 2,868,505
Research and development expenses (9,472) (529,331) (11,469) (644,816)
Occupancy expenses (4,243) (237,115) (3,891) (218,762)
Administrative expenses 2(d) (233,679) (13,058,880) (290,590) (16,337,715)
Profit before income tax expense 1,099,697 61,455,227 970,244 54,549,557
Income tax expense 3 (61,990) (3,464,214) (60,819) (3,419,403)
Total Comprehensive income for the year 1,037,707 57,991,013 909,425 51,130,154

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STATEMENT OF FINANCIAL POSITION AS AT THE 31 MARCH, 2023

2023 2022
Notes $ ` $ `
CURRENT ASSETS
Cash and cash equivalents 4 8,721,406 479,895,389 8,043,714 456,420,442
Trade and other receivables 5 1,763,046 97,011,606 1,704,098 96,694,781
Other assets 6 119,765 6,590,069 21,104 1,197,494
Total Current Assets 10,604,217 583,497,064 9,768,916 554,312,716

NON-CURRENT ASSETS
Other financial assets 7 969,736 53,359,723 969,736 55,025,245
Intangible assets 8 13,776 758,024 16,751 950,494
Total non-current assets 983,512 54,117,748 986,487 55,975,739
Total assets 11,587,729 637,614,812 10,755,403 610,288,455

CURRENT LIABILITIES
Trade and other payables 9 870,761 47,913,624 1,077,478 61,138,764
Current tax liabilities 3 4,649 255,789 3,313 187,988
Total current liabilities 875,410 48,169,413 1,080,791 61,326,752
Total liabilities 875,410 48,169,413 1,080,791 61,326,752
Net assets 10,712,320 589,445,419 9,674,612 548,961,702
Represented by
EQUITY
Contributed equity 10 19,489,182 1,072,392,240 19,489,182 1,105,864,910
Accumulated losses 11 (13,076,318) (719,524,396) (13,076,318) (741,982,925)
Reserves 17 4,299,456 236,577,575 3,261,749 185,079,720

Total equity 10,712,320 589,445,419 9,674,612 548,961,702

STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 MARCH, 2023

Contributed Accumulated Reserves

equity losses Total
$ $ $ $

At 1 April, 2021 19,489,182 (13,076,318) 2,352,324 8,765,187

Total comprehensive income for the year 909,425 909,425
Transfer to reserves – (909,425) 909,425 –
At 31 March 2022 19,489,182 (13,076,318) 3,261,749 9,674,612
Total comprehensive income for the year – 1,037,707 1,037,707
Transfer to reserves (1,037,707) 1,037,707 –

At 31 March 2023 19,489,182 (13,076,318) 4,299,456 10,712,320

Contributed Accumulated Reserves

equity losses Total
` ` ` `

At 1 April, 2021 1,085,596,160 (728,383,602) 131,030,277 488,242,833

Total comprehensive income for the year 51,130,154 51,130,154
Transfer to reserves (51,130,154) 51,130,154 –
Exchange rate variance 20,268,750 (13,599,323) 2,919,289 9,588,716
At 31 March 2022 1,105,864,910 (741,982,925) 185,079,720 548,961,702
Total comprehensive income for the period 57,991,013 57,991,013
Transfer to reserves – (57,991,013) 57,991,013 –
Exchange rate variance (33,472,670) 22,458,529 (6,493,158) (17,507,296)
At 31 March 2023 1,072,392,240 (719,524,396) 236,577,575 589,445,419

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 TECHNICO PTY LIMITED

STATEMENT OF CASH FLOW FOR THE YEAR ENDED 31 MARCH, 2023

2023 2022
$ ` $ `
CASH FLOW FROM OPERATING ACTIVITIES
Receipts from customers 1,854,971 103,662,812 1,213,080 68,202,412
Payments to supplier and employees (1,149,223) (64,222,955) (322,145) (18,111,800)
Income tax paid (60,654) (3,389,576) (67,179) (3,776,978)
Interest received 32,598 1,821,683 38,407 2,159,353
Net cash flows from operating activities - Note 4 (b) 677,691 37,871,964 862,163 48,472,987
CASH FLOW FROM INVESTING ACTIVITIES
Payments for protection of technology – – (4,840) (272,093)
Net cash flows from/(used in) investing activities – – (4,840) (272,093)
CASH FLOW FROM FINANCING ACTIVITIES
Net cash flows (used in)/from financing activities
Net increase/(decrease) in cash held 677,691 37,871,964 857,324 48,200,894
Add opening cash brought forward 8,043,714 456,420,442 7,186,390 404,036,812
Non cash exchange gain/(loss) on translation – (14,396,999) – 4,182,737
Cash and cash equivalents at end of period - Note 4 8,721,405 479,895,389 8,043,714 456,420,442

Notes to the Financial Statements for the year ended 31st March, 2023
Note 1: STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES
Corporate information (c) Foreign currency translation
The functional and presentation currency of Technico Pty Limited is
Technico Pty Limited is a for profit proprietary company limited by shares that Australian dollars ($).
is incorporated and domiciled in Australia. Its parent entity is ITC Limited, a
Transactions in foreign currencies are initially recorded in the functional
public company listed in National Stock Exchange and Bombay Stock Exchange currency by applying the exchange rates ruling at the date of transaction.
in India. Monetary assets and liabilities denominated in foreign currencies are
The registered office of Technico Pty Limited is located at: retranslated at the rate of exchange ruling at the balance sheet date. FEDAI
exchange rates provided by the parent company are used for FX translation
10 Bundaroo Street, BOWRAL NSW 2576, Australia
of debtors and foreign currency bank accounts using year end rates.
(a) Basis of preparation All exchange differences in the financial report are taken to profit or loss.
The financial statements are special purpose financial statements that have (d) Cash and cash equivalents
been prepared in order to meet the needs of the members, as requested by
Cash and cash equivalents in the balance sheet comprise cash at bank and
the parent company. in hand and short-term deposits with an original maturity of six months or
The material accounting policies used in the preparation of this report, as less.
described below, are in the opinion of the directors, appropriate to meet For the purposes of the cash flow statement, cash and cash equivalents
the needs of members. consist of cash and cash equivalents as defined above, net of outstanding
bank overdrafts.
The financial report has been prepared on a historical cost basis and is
presented in Australian dollars. The supplementary information in INR (e) Receivables
(Indian Rupees), which are unaudited, have been arrived at by applying Trade receivables are recognised and carried at the original amount less any
the year end inter-bank exchange rate of 1 AUD = INR 55.0250 for the provision for doubtful debts. Bad debts are written off as incurred.
current year balance sheet (2022: INR 56.7425) and the average rate of 1 A provision is recognised using the Expected Credit Loss (ECL) model,
AUD = INR 55.8838 for the current year income statement and cash flow simplified approach when collection of the full amount is no longer
statement (2022: INR 56.2225), and have been included in the financial probable.
report as required by the parent entity. (f) Other financial assets
The financial statements have been prepared in accordance with note 1. Investments in controlled entities are recorded at cost less impairment of
Even though the entity is small proprietary company, the directors have the investment value.
determined that in order for the financial report to give a true and fair view (g) Impairment of assets
of the company’s results of operations and state of affairs, the requirements The company assesses at each reporting date whether there is an indication
of Accounting Standards and other professional reporting requirements in that an asset may be impaired. If any such indication exists, or when
Australia relating to the measurement and recognition of assets, liabilities, annual impairment testing for an asset is required, the company makes an
revenues, expenses and equity (except for consolidation standard) should estimate of the asset’s recoverable amount. An asset’s recoverable amount
be complied with. is the higher of its fair value less costs to sell and its value in use and is
determined for an individual asset, unless the asset does not generate cash
The material accounting policies that have been adopted in the preparation inflows that are largely independent of those from other assets or groups
of the financial report are as follows: of assets and the asset’s value in use cannot be estimated to be close to
(b) Significant accounting judgements, estimates and assumptions its fair value. In such cases the asset is tested for impairment as part of the
cash-generating unit to which it belongs. When the carrying amount of
The carrying amounts of certain assets and liabilities are often determined an asset or cash-generating unit exceeds its recoverable amount, the asset
based on estimates and assumptions of future events. The key estimates or cash-generating unit is considered impaired and is written down to its
and assumptions that have a significant risk of causing a material recoverable amount.
adjustment to the carrying amounts of certain assets and liabilities within In assessing value in use, the estimated future cash flows are discounted
the next annual reporting period are: to their present value using a pre-tax discount rate that reflects current
Investment in subsidiaries market assessments of the time value of money and the risks specific to the
asset. Impairment losses relating to continuing operations are recognised
The carrying value of the investment in subsidiaries is assessed at each in those expense categories consistent with the function of the impaired
reporting date as to whether there is an indication that the asset may be asset.
impaired. The assessment includes estimates and assumptions of future (h) Payables
events including anticipated rates of growth, gross margins, together with
Trade payables and other payables are carried at amortised costs and
the application of a discount rate. These assumptions correspond with the
represent liabilities for goods and services provided to the company prior to
best estimates of management at reporting date.

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 TECHNICO PTY LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Contd.)

the end of the financial year that are unpaid and arise when the company Deferred income tax assets and liabilities are measured at the tax rates that
becomes obliged to make future payments in respect of the purchase of are expected to apply to the year when the asset is realised or the liability
these goods and services. is settled, based on tax rates (and tax laws) that have been enacted or
(i) Contributed equity substantively enacted at the balance sheet date.
Ordinary shares are classified as equity. Incremental costs directly Income taxes relating to items recognised directly in equity are recognised
attributable to the issue of new shares or options are shown in equity as a in equity and not in profit or loss.
deduction, net of tax, from the proceeds. Deferred tax assets and deferred tax liabilities are offset only if a legally
enforceable right exists to set off current tax assets against current tax
(j) Revenue recognition liabilities and the deferred tax assets and liabilities relate to the same
Revenue arises from the sale of goods and delivery of services. taxable entity and the same taxation authority.
Sale of goods (l) Other taxes
To determine whether to recognise revenue, the entity follows a 5-step Revenues, expenses and assets are recognised net of the amount of GST
process: except:
1. Identifying the contract with a customer • when the GST incurred on a purchase of goods and services is not
2. Identifying the performance obligations recoverable from the taxation authority, in which case the GST is
recognised as part of the cost of acquisition of the asset or as part of
3. Determining the transaction price the expense item as applicable; and
4. Allocating the transaction price to the performance obligations • receivables and payables, which are stated with the amount of GST
5. Recognising revenue when/as performance obligation(s) are satisfied. included.
The entity enters into transactions for delivery of goods (TT seeds) to the The net amount of GST recoverable from, or payable to, the taxation
customers. In all cases, the total transaction price for a contract is allocated authority is included as part of receivables or payables in the balance
to this sole performance obligation i.e. delivery of goods. sheet.
Revenue is recognised at a point in time when the entity satisfies the Cash flows are included in the cash flow statement on a gross basis and
performance obligation by transferring the promised goods or services the GST component of cash flows arising from investing and financing
to its customers. The control of the goods passes to the customers upon activities, which are recoverable from, or payable to, the taxation authority,
delivery of the goods, based on locations specified on the respective are classified as operating cash flows.
invoices. Commitments and contingencies are disclosed net of the amount of GST
recoverable from, or payable to, the taxation authority.
The entity recognises contract liabilities for consideration received in
respect of unsatisfied performance obligations and reports these amounts (m) Employee benefits
as other liabilities in the statement of financial position. Similarly, if the Wages, salaries and annual leave
entity satisfies a performance obligation before it receives the consideration,
Liabilities for wages and salaries, including non-monetary benefits and
the entity recognises either a contract asset or a receivable in its statement
annual leave expected to be settled within twelve months of the reporting
of financial position, depending on whether something other than the
date are recognised in other payables in respect of employees’ services up
passage of time is required before the consideration is due.
to the reporting date. They are measured at the amounts expected to be
Interest paid when the liabilities are settled.
Interest revenue is recognised on a proportional basis taking into account Long service leave
the interest rates applicable to the financial assets. The liability for long service leave is recognised in the provision for
Rendering of services employee benefits and measured as the present value of expected future
Revenue from the provision of services is recognised when control of the payments to be made in respect of services provided by employees up to
right to be compensated for the services and the stage of completion can the reporting date using the projected unit credit method. Consideration
is given to expected future wage and salary levels, experience of employee
be reliably measured.
departures, and periods of service. Expected future payments are
(k) Taxation discounted using market yields at the reporting date on corporate bonds
Current tax assets and liabilities are measured at the amount expected with terms to maturity and currencies that match, as closely as possible, the
to be recovered from or paid to the taxation authorities. The tax rates estimated future cash outflows.
and tax laws used to compute the amount are those that are enacted or (n) Intangibles other than goodwill on acquisition
substantively enacted by the balance sheet date. Technology, patents and trademarks
Deferred income tax is provided on all temporary differences at the balance Intangibles include TECHNITUBER® technology of the company and
sheet date between the tax basis of assets and liabilities and their carrying trademarks and are considered to have finite lives, and are amortised over
amounts for financial reporting purposes. the useful lives and assessed for impairment whenever there is an indication
Deferred tax asset on carried forward tax losses have not been that the intangible asset may be impaired. If benefit is no longer expected
recognised. to be received, the asset will be written down to its net realisable value.
Deferred income tax liabilities are recognised for all taxable temporary (o) Financial Instruments
differences except: Financial instruments are recognised initially on the date that the Company
• when the deferred income tax liability arises from the initial recognition becomes party to the contractual provisions of the instrument.
of goodwill or of an asset or liability in a transaction that is not a On initial recognition, all financial instruments are measured at fair value
business combination and that, at the time of the transaction, affects plus transaction costs (except for instruments measured at fair value
neither the accounting profit nor taxable profit or loss; or through profit or loss where transaction costs are expensed as incurred).
• when the taxable temporary difference is associated with investments Financial assets
in subsidiaries, associates or interests in joint ventures, and the timing All recognised financial assets are subsequently measured in their entirety
of the reversal of the temporary difference can be controlled and at either amortised cost or fair value, depending on the classification of the
it is probable that the temporary difference will not reverse in the financial assets.
foreseeable future.
Classification
Deferred income tax assets are recognised for all deductible temporary
differences, carry-forward of unused tax assets and unused tax losses, to On initial recognition, the Company classifies its financial assets into the
the extent that it is probable that taxable profit will be available against following categories, those measured at:
which the deductible temporary differences and the carry-forward of • amortised cost
unused tax credits and unused tax losses can be utilised, except: • fair value through profit or loss - FVTPL
• when the deferred income tax asset relating to the deductible Financial assets are not reclassified subsequent to their initial recognition
temporary difference arises from the initial recognition of an asset or unless the Company changes its business model for managing financial
liability in a transaction that is not a business combination and, at assets.
the time of the transaction, affects neither the accounting profit nor
taxable profit or loss; or Amortised cost
Assets measured at amortised cost are financial assets where:
• when the deductible temporary difference is associated with
investments in subsidiaries, associates or interests in joint ventures, • the business model is to hold assets to collect contractual cash flows;
in which case a deferred tax asset is only recognised to the extent and
that it is probable that the temporary difference will reverse in the • the contractual terms give rise on specified dates to cash flows are
foreseeable future and taxable profit will be available against which solely payments of principal and interest on the principal amount
the temporary difference can be utilised. outstanding.
Unrecognised deferred income tax assets are reassessed at each balance The Company’s financial assets measured at amortised cost comprise trade
sheet date and are recognised to the extent that it has become probable and other receivables and cash and cash equivalents in the statement of
that future taxable profit will allow the deferred tax asset to be recovered. financial position.

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 TECHNICO PTY LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Contd.)

Subsequent to initial recognition, these assets are carried at amortised cost the cash flows expected to be received. This is applied using a probability
using the effective interest rate method less provision for impairment. weighted approach.
Interest income, foreign exchange gains or losses and impairment are Trade receivables
recognised in profit or loss. Gain or loss on derecognition is recognised in
profit or loss. Impairment of trade receivables have been determined using the simplified
approach in AASB 9 which uses an estimation of lifetime expected credit
Impairment of financial assets losses. The Company has determined the probability of non payment of
Impairment of financial assets is recognised on an expected credit loss the receivable and multiplied this by the amount of the expected loss
(ECL) basis for the following assets: arising from default.
• financial assets measured at amortised cost. The amount of the impairment is recorded in a separate allowance account
When determining whether the credit risk of a financial assets has increased with the loss being recognised in finance expense. Once the receivable is
significant since initial recognition and when estimating ECL, the Company determined to be uncollectable then the gross carrying amount is written
considers reasonable and supportable information that is relevant and off against the associated allowance.
available without undue cost or effort. This includes both quantitative and Where the Company renegotiates the terms of trade receivables due from
qualitative information and analysis based on the Company’s historical certain customers, the new expected cash flows are discounted at the
experience and informed credit assessment and including forward looking original effective interest rate and any resulting difference to the carrying
information. value is recognised in profit or loss.
The Company uses the presumption that an asset which is more than 180 Financial liabilities
days past due has seen a significant increase in credit risk.
The Company measures all financial liabilities initially at fair value less
The Company uses the presumption that a financial asset is in default transaction costs, subsequently financial liabilities are measured at
when: amortised cost using the effective interest rate method.
• the other party is unlikely to pay its credit obligations to the Company
in full, without recourse to the Company to actions such as realising The financial liabilities of the Company comprise trade payables.
security (if any is held); or (p) Comparatives
• the financial assets is more than 180 days past due.
When required by Accounting Standards, comparative figures have been
Credit losses are measured as the present value of the difference between adjusted to conform to changes in presentation for the current financial
the cash flows due to the Company in accordance with the contract and year.

Notes to and Forming Part of the Financial Statement for the year ended 31 March, 2023

2023 2022

Notes $ ` $ `
Note 2: Revenues and expenses
(a) Revenue
Sales - TT seeds 1,826,806 102,088,861 1,856,826 104,395,400
Other revenue
Finance revenue AA 131,978 7,375,432 32,432 1,823,408
Freight outwards 74,820 4,181,226 71,616 4,026,431
206,798 11,556,658 104,048 5,849,839
AA. Breakdown of finance revenue:
Bank interest 131,978 7,375,432 32,432 1,823,408
Other income
Sundry income – – 713 40,063
Liability extinguished 12,293 686,969 50,308 2,828,442
12,293 686,969 51,021 2,868,505
(b) Depreciation and amortisation included in the income statement
Amortisation of non-current assets:
Technology and trademarks 2,975 166,254 7,825 439,941
Total amortisation of non-current assets 2,975 166,254 7,825 439,941
(c) Employee benefit expense
Wages and salaries - incl super and travel allowance 9,104 508,766 12,292 691,087
Workers’ compensation costs 735 41,075 414 23,276
Payroll tax 793 44,316 356 20,015
10,632 594,157 13,062 734,378
(d) Administration expenses
Consultancy expense 56,718 3,169,617 41,500 2,333,234
Audit and accounting fee 17,820 995,849 20,900 1,175,050
Overseas travel 57,317 3,203,092 – –
Freight and cartage 102,550 5,730,884 103,833 5,837,751
Realised FX loss /(gain) (28,311) (1,582,126) 13,685 769,405
Unrealised FX loss/(gain)- net (4,474) (250,024) 67,526 3,796,481
Others 32,059 1,791,588 43,146 2,425,795
Total 233,679 13,058,880 290,590 16,337,715

274
 TECHNICO PTY LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Contd.)

2023 2022

$ ` $ `
Note 3: Income tax
The major components of income tax expenses are:
Current income tax charge 61,990 3,464,214 60,819 3,419,403
Income tax expense 61,990 3,464,214 60,819 3,419,403
A reconciliation between income tax expense and the product of accounting
profit before income tax multiplied by the company’s applicable income
tax rate is as follows:
Accounting profit at the statutory income tax rate of 30% 329,909 18,436,568 291,073 16,364,867
Other assessable income (Canada and China Attributable passive income
and prior year interest accrual now realised) 40,658 2,272,124 7,172 403,228
Non deductible expenses (current year accruals and unrealised FX gain/loss
and KP tax advise) 14,493 809,924 40,185 2,259,301
Non assessable income ( current year interest accrual ) (35,194) (1,966,774) (5,379) (302,421)
Other deductible expenses (prior year accruals, unrealised FX loss) (35,198) (1,966,998) (24,327) (1,367,725)
Recoupment of prior year tax losses (252,678) (14,120,607) (247,905) (13,937,839)
Income tax attributed to ordinary activities 61,990 3,464,234 60,819 3,419,410
Provision for income tax 4,649 255,789 3,313 187,988
Income tax losses
Deferred tax assets arising from tax losses of the parent entity amounted to $2,156,247 (2022: $2,409,097). This has not been brought to account at
balance sheet date as accounting policy choice. Capital loss carried forward for both years are $346,091.
The deferred tax assets will only be obtained if:
(i) future assessable income is derived of a nature and of an amount sufficient to enable the benefit to be realised;
(ii) the conditions for deductibility imposed by tax legislation continue to be complied with; and
(iii) no changes in tax legislation adversely affect the economic entity in realising the benefit.
  2023 2022

$ ` $ `
Note 4: Cash and cash equivalents
Current
Cash at bank and on hand 15,954 877,851 8,251 468,182
Deposits at call 8,705,453 479,017,538 8,035,463 455,952,259

8,721,406 479,895,389 8,043,714 456,420,442

(a) Terms and conditions relating to the above financial instruments:

(i) cash at bank has a weighted average interest rate of 0% (2022: 0%); and
(ii) deposits at call has a weighted average effective interest rate of 4% AUD account (2022: 0.35% AUD Account)

(b) Reconciliation of net profit/(loss) after

tax to the net cash flows from operations:
Net profit after tax 1,037,707 57,991,005 909,425 51,130,191
Non-cash items:
Amortisation of non-current assets 2,975 166,248 7,825 439,941
Changes in assets and liabilities:
(Increase)/decrease in trade and other receivables (58,949) (3,294,294) (766,384) (43,088,024)
Decrease/(increase) in other current assets (98,661) (5,513,552) 4,098 230,400
Increase/(decrease) in trade creditors and accruals (205,381) (11,477,466) 707,199 39,760,496
Cash flows from operations 677,691 37,871,964 862,162 48,472,987

275
 TECHNICO PTY LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Contd.)

2023 2022

Notes $ ` $ `
Note 5: Trade and other receivables
Current
Trade debtors (a) 1,763,046 97,011,606 1,704,098 96,694,781
Provision for doubtful debts – – – –
1,763,046 97,011,606 1,704,098 96,694,781
(a) Terms and conditions relating to the above financial instrument:
(i) current trade debtors are non-interest bearing and generally on 180 to 210-day terms; and
debtors have a history of paying before/on time.

Note 6: Other assets

Current
Prepayments and other receivables 2,452 134,921 3,172 179,987
Interest accrued 117,313 6,455,148 17,932 1,017,507
119,765 6,590,069 21,104 1,197,494
Note 7: Other financial assets
Non-current
Shares in subsidiaries:
At cost 4,880,863 268,569,487 4,880,863 276,952,369
Provision for write-down (a) (3,911,127) (215,209,763) (3,911,127) (221,927,124)

Total other financial assets 969,736 53,359,723 969,736 55,025,245

(a) Provision for write-down of subsidiaries

The losses generated within the subsidiaries have resulted in a provision for write-down to net assets being recorded against the cost amount of the
investment.
The investments are recorded at amortised cost.
Interest in subsidiaries
Technico Asia Holdings Pty Ltd (formerly known as Technico China Pty Ltd)
Percentage of equity interest held by country of incorporation: Australia - 100%
Cost 3,684,522 202,740,823 3,684,522 209,068,990
Accumulated impairment (2,714,786) (149,381,100) (2,714,786) (154,043,745)

969,736 53,359,723 969,736 55,025,245

Technico Technologies Inc.
Percentage of equity interest held by country of incorporation: Canada - 100%

Cost 1,196,341 65,828,664 1,196,341 67,883,379

Accumulated impairment (1,196,341) (65,828,664) (1,196,341) (67,883,379)
– – – –

2023 2022

$ ` $ `
Note 8: Intangible assets
Non-current
TECHNITUBER®
technology, patents and trademarks at cost 3,427,422 188,593,896 3,427,422 194,480,493
Less: accumulated amortisation (3,413,646) (187,835,871) (3,410,671) (193,529,999)
13,776 758,024 16,751 950,494
Movement in intangibles
Balance at beginning of the year 16,751 921,724 19,736 1,119,870
Additions – – 4,840 274,634
Amortisation expense (2,975) (163,699) (7,825) (444,010)
Balance at the end of the year 13,776 758,024 16,751 950,494

276
 TECHNICO PTY LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Contd.)

2023 2022

$ ` $ `
Note 9: Trade and other payables
Current
Trade creditors 824,326 45,358,538 1,014,710 57,577,182
Sundry creditors and accruals 46,435 2,555,086 62,768 3,561,582

870,761 47,913,624 1,077,478 61,138,764

Terms and conditions relating to the above financial instruments:

(i) trade creditors are non-interest bearing and are normally settled on 180 to 210-day terms; and
(ii) balance due to sundry creditors is non-interest bearing and is normally settled on 30-day terms.

Note 10: Contributed equity

(a) Issued and paid up capital

Ordinary shares fully paid 10,015,502 shares
(2022: 10,015,502) 19,598,046 1,078,382,481 19,598,046 1,112,042,125
Share capital redemption – – – –
Discount on issue (108,864) (5,990,242) (108,864) (6,177,216)
19,489,182 1,072,392,240 19,489,182 1,105,864,910

(b) Terms and conditions of contributed equity

Ordinary shares
Ordinary shares have the right to receive dividends as declared and, in the event of winding up the company, to participate in the proceeds from the
sale of all surplus assets in proportion to the number of and amounts paid up on shares held. Ordinary shares entitle their holder to one vote, either
in person or by proxy, at a meeting of the company.

Note 11: Accumulated losses

Accumulated losses 13,076,318 719,524,396 13,076,318 741,982,925

Balance at beginning of year 13,076,318 741,982,925 13,076,318 728,383,602
Net (profit)/loss attributable to the members of Technico Pty Ltd (1,037,707) (57,991,013) (909,425) (51,130,154)
Transfer to reserves 17 1,037,707 57,991,013 909,425 51,130,154
Exchange rate variance – (22,458,529) – 13,599,323
Total available for appropriation 13,076,318 719,524,396 13,076,318 741,982,925
Dividends paid or provided for – – – –
Balance at end of period 13,076,318 719,524,396 13,076,318 741,982,925

Note 12: Contingent liabilities

Estimates of material amounts of contingent liabilities,
not provided for in the financial report – – – –

Note 13: Events Subsequent to the End of the Reporting Period

No matters or circumstances have arisen since the end of the financial year which significantly affected or may significantly affect the operations of the
Company, the results of those operations, or the state of affairs of the Company in future financial years.

Note 14: Capital and lease commitments

There are no capital and operating lease commitments. Under AASB 16 month to month rental repayments for storage filing space are expensed.

Note 15: Related party transactions

Technico Pty Ltd purchases TT seeds from Technico Horticultural (Kunming) Co. Limited, China (‘THKL’ - 100% subsidiary of Technico Asia Holdings Pty
Limited – ‘TAHL’) and Technico Agri Sciences Limited, India (‘TASL’). THKL is a 100% owned subsidiary of TAHL, which is 100% owned by TPL. TASL is a
100% subsidiary of ITC Limited (ultimate parent company) in India. The purchases made during the year are reflected in cost of sales in AUD. Any amounts
outstanding as payable is recorded in trade payables.

Note 16: Remuneration of auditors

Amounts received or due and receivable by auditor:

Audit of the entity by auditor/group auditor 13,350 746,049 12,600 708,404
Other services in relation to the entity- taxation 12,346 689,941 8,300 466,647
25,696 1,435,990 20,900 1,175,050
Note 17: Reserves
2023 Profit 1,037,707 57,099,830 – –
2022 Profit 909,425 50,041,117 909,425 51,603,038
2021 Profit 793,203 43,645,995 793,203 45,008,288
2020 Profit 1,559,121 85,790,633 1,559,121 88,468,394
4,299,456 236,577,575 3,261,749 185,079,720

Profits are set aside for declaration of future dividends.

277
 TECHNICO TECHNOLOGIES INC.

DIRECTORS’ REPORT FOR THE YEAR ENDED 31 MARCH, 2023

Your directors submit their Report for the financial year ended 31st March, Review and results of operations
2023.
The Company registered sales of Canadian Dollar C$105,712 (previous
Directors
year C$ 92,799) and posted a net profit of C$ 50,739 (previous year net
The following directors have held office since the start of the financial year
loss of C$ 29,729). Net profit was higher than last year on account of
until the date of this report:
incremental income from IT support services provided to ITC Infotech,
Ms Bhavani Parameswar USA and due to lower cost of sales of TECHNITUBER® seed.
Mr. Soundararadjane Santhanakrishnan
No dividends have been paid or declared during the financial year.
Mr. Rajnikant Rai (appointed effective 8th December, 2022)
Mr Sachidanand Madan (resigned effective 27th November, 2022) Auditors

Corporate information The Company has engaged M/s Teed Saunders Doyle & Co as auditors
Technico Technologies Inc. (Company) is a company limited by shares that for the year under review whose report is annexed to the financial report.
is incorporated and domiciled in Canada. It is a wholly owned subsidiary
of Technico Pty Ltd, a company incorporated in Australia. Environmental regulation and performance
Your Company is not subject to any particular or significant environmental
The registered office of Technico Technologies Inc is located at:
Stewart McKelvey Stirling Scales regulation.
501 - 140 Carleton Street, Fredericton,
New Brunswick E3B 3T4, Canada Bhavani Parameswar
Principal activities Director
The principal activities of your Company during the financial year under
Place: New Jersey, USA
review were production of TECHNITUBER® seed potatoes for sale in the
Date: 26th April, 2023
Canadian and export markets.

INDEPENDENT AUDITOR’S REPORT

To the Shareholder of Technico Technologies Inc. generally accepted auditing standards will always detect a material
Opinion misstatement when it exists. Misstatements can arise from fraud or error
and are considered material if, individually or in the aggregate, they could
We have audited the accompanying financial statements of Technico reasonably be expected to influence the economic decisions of users taken
Technologies Inc., which comprise the balance sheet as at March 31, 2023 on the basis of these financial statements.
and the statements of income, retained earnings (deficit) and cash flows
for the year then ended, and notes to the financial statements, including a As part of an audit in accordance with Canadian generally accepted
summary of significant accounting policies. auditing standards, we exercise professional judgment and maintain
professional skepticism throughout the audit. We also:
In our opinion, the accompanying financial statements present fairly, in
all material respects, the financial position of the Company as at March • Identify and assess the risks of material misstatement of the financial
31, 2023, and the results of its operations and its cash flows for the year statements, whether due to fraud or error, design and perform audit
then ended in accordance with Canadian accounting standards for private procedures responsive to those risks, and obtain audit evidence that is
enterprises. sufficient and appropriate to provide a basis for our opinion. The risk
of not detecting a material misstatement resulting from fraud is higher
Basis of Opinion than for one resulting from error, as fraud may involve collusion,
We conducted our audit in accordance with Canadian generally accepted forgery, intentional omissions, misrepresentations, or the override of
auditing standards. Our responsibilities under those standards are further internal control.
described in the Auditor’s Responsibilities for the Audit of the Financial • Obtain an understanding of internal control relevant to the audit
Statements section of our report. We are independent of the Company in order to design audit procedures that are appropriate in the
in accordance with the ethical requirements that are relevant to our audit circumstances, but not for the purpose of expressing an opinion on
of the financial statements in Canada, and we have fulfilled our other the effectiveness of the Company’s internal control.
ethical responsibilities in accordance with those requirements. We believe
that the audit evidence we have obtained is sufficient and appropriate to • Evaluate the appropriateness of accounting policies used and the
provide a basis for our opinion. reasonableness of accounting estimates and related disclosures made
by management.
Responsibilities of Management and Those Charged with Governance for the
Financial Statements • Conclude on the appropriateness of management’s use of the going
concern basis of accounting and, based on the audit evidence
Management is responsible for the preparation and fair presentation of the obtained, whether a material uncertainty exists related to events or
financial statements in accordance with Canadian accounting standards conditions that may cast significant doubt on the Company’s ability
for private enterprises, and for such internal control as management to continue as a going concern. If we conclude that a material
determines is necessary to enable the preparation of financial statements uncertainty exists, we are required to draw attention in our auditor’s
that are free from material misstatement, whether due to fraud or error. report to the related disclosures in the financial statements or, if such
In preparing the financial statements, management is responsible disclosures are inadequate, to modify our opinion. Our conclusions
for assessing the Company’s ability to continue as a going concern, are based on the audit evidence obtained up to the date of our
disclosing, as applicable, matters relating to going concern and using auditor’s report. However, future events or conditions may cause the
the going concern basis of accounting unless management either intends Company to cease to continue as a going concern.
to liquidate the Company or to cease operations, or has no realistic • Evaluate the overall presentation, structure and content of the
alternative but to do so. financial statements, including the disclosures, and whether the
Those charged with governance are responsible for overseeing the financial statements represent the underlying transactions and events
Company’s financial reporting process. in a manner that achieves fair presentation.

Auditor’s Responsibilities for the Audit of the Financial Statements We communicate with those charged with governance regarding, among
other matters, the planned scope and timing of the audit and significant
Our objectives are to obtain reasonable assurance about whether the audit findings, including any significant deficiencies in internal control that
financial statements as a whole are free from material misstatement, we identify during our audit.
whether due to fraud or error, and to issue an auditor’s report that includes
our opinion. Reasonable assurance is a high level of assurance, but is April 26, 2023
not a guarantee that an audit conducted in accordance with Canadian Fredericton, New Brunswick CHARTERED PROFESSIONAL ACCOUNTANTS

278
 TECHNICO TECHNOLOGIES INC.

BALANCE SHEET AS AT MARCH 31, 2023

ASSETS
2023 2023 2022 2022
$ ` $ `
Current Assets
Cash 318,445 19,319,262 199,799 12,085,842
Accounts receivable 1,040 63,094 46,107 2,789,012
Inventory 29,528 1,791,390 54,687 3,308,017
Prepaid expenses 2,002 121,456 2,259 136,647
351,015 21,295,202 302,852 18,319,518
Property and Equipment (note 4) 53,473 3,244,073 54,454 3,293,922
404,488 24,539,275 357,306 21,613,440
LIABILITIES
Current Liabilities
Accounts payable and accrued liabilities 26,200 1,589,489 29,757 1,800,001

STOCKHOLDER’S EQUITY

Capital Stock (note 7) 1,139,024 69,101,739 1,139,024 68,899,562

Deficit (760,736) (46,151,953) (811,475 ) (49,086,123)
378,288 22,949,786 327,549 19,813,439
404,488 24,539,275 357,306 21,613,440

Approved by the Board:

(Director)

STATEMENT OF RETAINED EARNINGS (DEFICIT)

FOR THE YEAR ENDED MARCH 31, 2023
2023 2023 2022 2022
$ ` $ `
Deficit At Beginning Of Year
(811,475) (49,086,123) (781,746) (45,360,811)
Net Income (Loss) For The Year 50,739 2,978,734 (29,729) (1,761,667)
Change In Unrealized Foreign Exchange
During The Year
– (44,564) – (1,963,645)
Deficit At End Of Year
(760,736) (46,151,953) (811,475) (49,086,123)

STATEMENT OF INCOME
FOR THE YEAR ENDED MARCH 31, 2023
2023 2023 2022 2022
$ ` $ `
Sales 105,712 6,206,034 92,799 5,499,037
Cost Of Sales 57,314 3,364,733 103,801 6,150,988
Gross Profit 48,398 2,841,301 (11,002 ) (651,951)
Expenses
Advertising and trade shows 4,026 236,354 2,250 133,329
Amortization of property and equipment 150 8,806 150 8,889
Bank charges 407 23,894 521 30,873
Insurance 7,801 457,973 4,317 255,815
Occupancy costs 8,725 512,219 6,043 358,093
Office and supplies 11 646 151 8,948
Professional services 23,288 1,367,169 25,000 1,481,438
Telephone 3,863 226,785 3,628 214,986
Vehicle and travel 1,737 101,974 320 18,962
Wages and benefits 11,743 689,396 6,449 382,152
61,751 3,625,216 48,829 2,893,485
(13,353) (783,915) (59,831 ) (3,545,436)
Other Income
Net revenue - Support services (note 8) 64,092 3,762,649 30,102 1,783,769
Net Income (Loss) For The Year 50,739 2,978,734 (29,729 ) (1,761,667)

279
 TECHNICO TECHNOLOGIES INC.

STATEMENT OF CASH FLOWS

FOR THE YEAR ENDED MARCH 31, 2023
2023 2023 2022 2022
$ ` $ `
Cash Provided By (Required For):
Operating Activities
Net income (loss) for the year 50,739 2,978,733 (29,729 ) (1,761,667)
Items not affecting cash:
Amortization of property and equipment 150 8,806 150 8,889
Amortization capitalized to inventory 832 48,844 976 57,835
Foreign currency fluctuations – 136,864 – 380,291
51,721 3,173,247 (28,603 ) (1,314,652)
Changes in non cash operating working capital (note 6) 66,925 4,060,173 64,845 3,922,474
118,646 7,233,420 36,242 2,607,822
Investing Activities
Capital expenditures – – (4,800 ) (290,352)
Financing Activities
Capital stock issuance (redemption) – – (220 ) (13,308)
Increase In Cash During The Year
118,646 7,233,420 31,222 2,304,162
Cash Position At Beginning Of Year 199,799 12,085,842 168,577 9,781,680
Cash Position At End Of Year
318,445 19,319,262 199,799 12,085,842

NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED

MARCH 31, 2023
Buildings 10%
1. Nature of Business Activities Equipment 13.34%, 20%
The company is a wholly owned subsidiary of Technico Pty Limited
(Australia) and produces early generation seed potatoes for the Government Assistance
North American Market. Government grants and subsidies are recognized as revenue on the
2. Significant Accounting Policies same basis as the corresponding expenses.
Basis of Presentation Income Taxes
The financial statements were prepared in accordance with Canadian
accounting standards for private enterprises (ASPE). Income taxes are reported using the tax payable method. Under this
policy, only current income tax assets and liabilities are recognized
The financial statements include Indian Rupee equivalent figures,
and future income taxes are not recorded. Future taxes represent
arrived at by applying the year end exchange rate of CAD $1 = Rs.
the temporary differences between the carrying amounts of assets
60.6675 (2022 CAD $1 = Rs. 60.4900) to the balance sheet and
and liabilities for accounting purposes and the amounts used for
the average annual exchange rate of CAD $1 = Rs. 58.7070 (2022
tax purposes along with the benefit of unutilized tax losses carrying
CAD $1 = Rs. 59.2575) to the income statement as provided by the
forward. The estimated amount of unrecorded future tax credits at
parent company.
year end is a future income tax asset of $203,126 (2022 $280,333).
Financial Instruments
Financial instruments are recorded at fair value when acquired or 3. Financial Instruments
issued. In subsequent periods, financial assets with actively traded The company is exposed to various risks through its financial
markets are reported at fair value, with any unrealized gains and instruments and has a comprehensive risk management framework
losses reported in income. All other financial instruments are to monitor, evaluate and manage these risks. The following analysis
reported at amortized cost, and tested for impairment at each provides information about the company’s risk exposure and
reporting date. Transaction costs on the acquisition, sale or issue of concentration as of March 31, 2023.
the financial instruments are expensed when incurred.
Measurement Uncertainty Currency risk
The preparation of financial statements in conformity with Canadian Currency risk is the risk to the company’s earnings that arise from
accounting standards for private enterprises requires management fluctuations of foreign exchange rates and the degree of volatility of
to make estimates and assumptions that affect the reported amount these rates. The company is exposed to foreign currency exchange
of net assets and liabilities at the date of the financial statements and risk on export sales to foreign countries. The company does not use
the reported amounts of revenues and expenses during the period. derivative instruments to reduce its exposure to foreign currency
Such estimates are periodically reviewed and any adjustments risk.
necessary are reported in earnings in the period in which they
become known. Actual results could differ from these estimates. Credit Risk
Cash and cash equivalents Credit risk arises from the potential that a counter party will fail to
The company considers cash on hand, short-term deposits and perform its obligations. The company is exposed to credit risk from
balances with banks, net of overdrafts as cash or cash equivalents. customers. In order to reduce its credit risk, the company reviews a
Bank borrowings are considered to be financing activities. new customer’s credit history before extending credit and conducts
Inventory regular reviews of its existing customers’ credit performance. An
allowance for doubtful accounts is established based upon factors
Inventory is valued at the lower of production cost and net realizable surrounding the credit risk of specific accounts, historical trends and
value. Inventory includes capitalized amortization of $832 (2022 other information.
$976)
Revenue Liquidity Risk
Revenue is recognized when products and services are delivered to Liquidity risk is the risk that an entity will encounter difficulty
the customer and ultimate collection is reasonably assured. in meeting obligations associated with financial liabilities. The
Amortization company is exposed to this risk mainly in respect of its receipt of
funds from its customers and other related sources and the payment
Depreciation of property and equipment is recorded on a straight
line basis at the following annual rates: of funds for accounts payables and long term debt.

280
 TECHNICO TECHNOLOGIES INC.

4. Property and Equipment

Accumulated
2023 2022 7. Capital Stock
Cost Amortization Net Net 2023 2023 2022 2022
$ $ $ $
$ ` $ `
Land 46,564 – 46,564 46,564
Authorized
Buildings 293,913 291,446 2,467 2,853
An unlimited number of
Equipment 295,755 291,313 4,442 5,037 common shares
636,232 582,759 53,473 54,454 200,000 non-voting, non-cumulative,
Accumulated
2023 2022 non-participating, redeemable and
Cost Amortization Net Net retractable Class A preferred shares
` ` ` ` Issued
Land 2,824,921 – 2,824,921 2,816,656 1,087,999 Common shares 1,087,998 66,006,119 1,087,998 65,812,999
Buildings 17,830,968 7,681,301 149,667 172,578 51,026 Class A preferred shares
Equipment 17,942,716 17,673,231 269,485 304,688 (2022 - 51,026 shares) 51,026 3,095,620 51,026 3,086,563
38,598,605 35,354,532 3,244,073 3,293,922 1,139,024 69,101,739 1,139,024 68,899,562
5. Income Taxes
The company’s common shares are owned by Technico Pty Limited.
The company has non capital-losses for income tax purposes
of $877,321 which may be carried forward to reduce taxable The company’s Class A preferred shares are owned by the Province of New
income in future years. If not applied against taxable income, the Brunswick and are redeemable on the basis of 33% of after tax profits of
non-capital losses will expire as follows: the preceding fiscal year and are fully retractable by the holder should
$ ` specified corporate obligations not be met. During the year, the company

2026 183,959 11,160,333 redeemed nil Class A preferred shares for $nil (2022 220 Class A preferred
shares for $220).
2027 283,750 17,214,403
2028 214,636 13,021,430 8. Net Revenue - Support Services
2030 115,010 6,977,369
2023 2023 2022 2022
2031 12,550 761,377
$ ` $ `
2032 7,695 466,836
2040 8,787 533,085 Revenue 571,869 33,572,713 328,721 19,479,185

2041 10,825 656,726 Expenses

2042 40,109 2,433,313 Wages and benefits 498,947 29,291,682 288,144 17,074,693
877,321 53,224,872
Work visa charges 6,396 375,491 6,050 358,509
The company has investment tax credits of $38,318 available to
Office rent 2,434 142,893 4,425 262,214
reduce taxes payable of future years. The benefit of investment
tax credits and non-capital losses carried forward have not been 507,777 29,810,066 298,619 17,695,416
recorded in the financial statements.
6. Changes In Non-Cash Operating Working Capital Net Revenue - Support services 64,092 3,762,647 30,102 1,783,769

2023 2023 2022 2022 Support services revenue is generated entirely from ITC Infotech
(USA) Inc., a wholly owned subsidiary of ITC Infotech India Limited,
$ ` $ `
which in turn, is a wholly owned subsidiary company of ITC Limited,
Accounts receivable 45,067 2,734,102 16,196 979,696
which is the ultimate parent company of Technico Technologies
Inventory 25,159 1,526,334 56,914 3,442,728
Inc. (Canada) and the parent company of Technico Pty Limited
Prepaid expenses 257 15,592 5,625 340,256 (Australia). These related party transactions are recorded at the
Accounts payable and exchange amount as established and agreed to by the related
accrued liabilities (3,558) (215,855) (12,855) (777,599) parties and are subject to normal trade terms.
Deferred revenue – – (1,035) (62,607)
66,925 4,060,173 64,845 3,922,474

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 TECHNICO ASIA HOLDINGS PTY LIMITED

DIRECTORS’ REPORT FOR THE YEAR ENDED 31ST MARCH, 2023

Your directors present their report for the financial year ended 31st March, Company, the results of those operations, or the state of affairs of the Company
2023. in future financial years.
Directors Likely developments and expected results of operations
The names of directors in office at any time during are: Likely developments in the operations of the Company and the expected
Mr David Charles McDonald results of those operations in future financial years have not been included in
Mr Dharmarajan Ashok this report as the inclusion of such information is likely to result in unreasonable
Mr Soundararadjane Santhanakrishnan prejudice to the Company.
Mr Allan Hendry (resigned effective 8th August 2022)
Environmental regulation and performance
Mr Kanapathipillai Sathiamoorthy (appointed effective 12th October 2022)
Mr Sachidanand Madan (resigned effective 27th November 2022) The Company’s operations are not regulated by any significant environmental
regulation under a law of the Commonwealth or of a state or territory.
Directors have been in office since the start of the financial year to the date of
this report unless otherwise stated. Indemnification and insurance of directors and auditors
Corporate information No indemnities have been given or insurance premiums paid, during or since
Technico Asia Holdings Pty Limited (Company) is a company limited by shares the end of the financial year, for any person who is or has been an officer or
that is incorporated and domiciled in Australia. It is a wholly owned subsidiary auditor of the Company.
of Technico Pty Ltd, a company incorporated in Australia. Proceedings on behalf of the Company
The registered office of the Company is situated at: “No person has applied for leave of court to bring proceedings on behalf of the
10 Bundaroo Street, BOWRAL NSW 2576, Australia
Company or intervene in any proceedings to which the Company is a party for
The Company had no employees during the year.
the purpose of taking responsibility on behalf of the Company for all or any part
Principal activities of those proceedings.“
During the year, the Company did not have any activity other than holding Auditor independence
100% of the shares of Technico Horticultural (Kunming) Co Limited, China.
The auditor’s independence declaration in accordance with applicable code of
Significant Changes in the State of Affairs professional conduct, for the year ended 31st March, 2023 has been received
No significant changes in the Company’s state of affairs occurred during the and is included in the financial report.
financial year.
Signed in accordance with a resolution of the Board of Directors.
Review and results of operations
During the year, the Company earned a profit of A$ Nil [2022: nil]. Kanapathipillai Sathiamoorthy
Events subsequent to the end of the reporting period i.e. post 31st March, Director
2023 Place: Sydney, Australia
No matters or circumstances have arisen since the end of the financial year
Date: 1st May, 2023
which significantly affected or may significantly affect the operations of the
DIRECTORS’ DECLARATION FOR THE YEAR ENDED 31ST MARCH, 2023
In accordance with a resolution of the directors of Technico Asia Holdings (b) There are reasonable grounds to believe that the company will be able
Pty Limited, the directors have determined: to pay its debts as and when they become due and payable.

(a) the financial statements and notes of the company:

On behalf of the Board:
(i) give a true and fair view of the company’s financial position as at Kanapathipillai Sathiamoorthy
31st March 2023 and of their performance for the year ended on
that date; Director

(ii) comply with Australian Accounting Standards to the extent Place: Sydney, Australia
described in Note 1. Date: 1st May, 2023

AUDITOR’S INDEPENDENCE DECLARATION

To the Directors of Technico Asia Holdings Pty Limited, Kelly Partners (South West Sydney) Partnership

I declare that, to the best of my knowledge and belief, during the year Daniel Kuchta
ended 31st March, 2023 there has been no contraventions of any Registered Auditor Number 335565
applicable code of professional conduct in relation to the audit. Campbelltown
Dated this 1st day of May, 2023

INDEPENDENT AUDIT REPORT

To the Members of Technico Asia Holdings Pty Limited,

Opinion our report. We are independent of the Company in accordance with the
We have audited the financial report of Technico Asia Holdings Pty Limited, ethical requirements of the Accounting Professional &Ethical Standards
which comprises the statement of financial position as at 31 March 2023, Board’s APES 110 Code of Ethics for Professional Accountants(including
the statement of profit or loss and other comprehensive income, statement Independence Standards)(the Code) that are relevant to our audit of
of changes in equity and statement of cash flows for the year then ended, the financial report in Australia. We have also fulfilled our other ethical
and notes to the financial statements, including a summary of significant responsibilities in accordance with the Code.
accounting policies, and the directors’ declaration.
We confirm that the independence declaration required by the professional
In our opinion, the accompanying financial report of Technico Asia standards, which has been given to the directors of the Company, would
Holdings Pty Limited: be in the same terms if given to the directors as at the time of this auditor’s
report.
(a) give a true and fair view of the company’s financial position as at 31
March 2023 and of its financial performance for the year then ended; We believe that the audit evidence we have obtained is sufficient and
and appropriate to provide a basis for our opinion.

(b) comply with Australian Accounting Standards to the extent described Emphasis of Matter – Basis of Accounting
in Note 1.
We draw attention to Note 1 of the financial report, which describes
Basis for Opinion the basis of accounting. The financial report has been prepared for the
purpose of fulfilling the directors’ financial reporting responsibilities to the
We conducted our audit in accordance with Australian Auditing Standards. members. As a result, the financial report may not be suitable for another
Our responsibilities under those standards are further described in the purpose. Our opinion is not modified in respect of this matter.
Auditor’s Responsibilities for the Audit of the Financial Report section of

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 TECHNICO ASIA HOLDINGS PTY LIMITED

Other Information As part of an audit in accordance with the Australian Auditing Standards,
we exercise professional judgement and maintain professional scepticism
The directors are responsible for the other information. The other throughout the audit. We also:
information comprises the directors’ report for the year ended 31 March
2023, but does not include the financial report and our auditor’s report • Identify and assess the risks of material misstatement of the financial
thereon. report, whether due to fraud or error, design and perform audit
procedures responsive to those risks, and obtain audit evidence that is
Our opinion on the financial report does not cover the other information sufficient and appropriate to provide a basis for our opinion. The risk
and accordingly we do not express any form of assurance conclusion of not detecting a material misstatement resulting from fraud is higher
thereon. than for one resulting from error, as fraud may involve collusion,
In connection with our audit of the financial report, our responsibility forgery, intentional omissions, misrepresentations, or the override of
is to read the other information and, in doing so, consider whether the internal control.
other information is materially inconsistent with the financial report or our • Obtain an understanding of internal control relevant to the audit
knowledge obtained in the audit or otherwise appears to be materially in order to design audit procedures that are appropriate in the
misstated. circumstances, but not for the purpose of expressing an opinion on
If, based on the work we have performed, we conclude that there is a the effectiveness of the Company’s internal control.
material misstatement of this other information, we are required to report • Evaluate the appropriateness of accounting policies used and the
that fact. We have nothing to report in this regard. reasonableness of accounting estimates and related disclosures made
Responsibilities of the Directors for the Financial Report by the directors.

The directors of the Company are responsible for the preparation of the • Conclude on the appropriateness of the directors’ use of the going
financial report that gives a true and fair view and have determined that concern basis of accounting and, based on the audit evidence
the basis of preparation in Note 1 to the financial report is appropriate to obtained, whether a material uncertainty exists related to events or
meet the needs of the members. The directors’ responsibility also includes conditions that may cast significant doubt on the Company’s ability to
such internal control as the directors determine is necessary to enable the continue as a going concern. If we conclude that a material uncertainty
preparation of the financial report that gives a true and fair view and is free exists, we are required to draw attention in our auditor’s report to
from material misstatement, whether due to fraud or error. the related disclosures in the financial report or, if such disclosures
are inadequate, to modify our opinion. Our conclusions are based on
In preparing the financial report, the directors are responsible for assessing the audit evidence obtained up to the date of our auditor’s report.
the Company’s ability to continue as a going concern, disclosing, as However, future events or conditions may cause the Company to
applicable, matters relating to going concern and using the going concern cease to continue as a going concern.
basis of accounting unless the directors either intend to liquidate the
Company or to cease operations, or have no realistic alternative but to • Evaluate the overall presentation, structure and content of the
do so. financial report, including the disclosures, and whether the financial
report represents the underlying transactions and events in a manner
Auditor’s Responsibilities for the Audit of the Financial Report that achieves fair presentation.
Our objectives are to obtain reasonable assurance about whether the We communicate with the directors regarding, among other matters,
financial report as a whole is free from material misstatement, whether the planned scope and timing of the audit and significant audit findings,
due to fraud or error, and to issue an auditor’s report that includes our including any significant deficiencies in internal control that we identify
opinion. Reasonable assurance is a high level of assurance,but is not a during our audit.
guarantee that an audit conducted in accordance with the Australian
Auditing Standards will always detect a material misstatement when it Kelly Partners (South West Sydney) Partnership
exists. Misstatements can arise from fraud or error and are considered Daniel Kuchta
material if, individually or in the aggregate, they could reasonably be Registered Auditor Number 335565
expected to influence the economic decisions of users taken on the basis Campbelltown
of this financial report. Dated this 1st day of May, 2023

STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME

FOR THE YEAR ENDED 31 MARCH, 2023
2023
2022
Notes $ ` $ `

Sale of goods – – – –
Cost of sales:
Other cost of sales – – – –
Inventory write off and write down – – – –
Gross profit
Other income – – – –
Marketing expenses – – – –
Research and development expenses – – – –
Occupancy expenses – – – –
Administration expenses: – – – –
Other administration expenses – – – –
Recovery investments and loans – – – –
Finance costs – – – –
Other expenses – – – –
Profit before income tax expense
– – – –
Income tax expense – – – –
Total comprehensive income for the year – – – –

283
 TECHNICO ASIA HOLDINGS PTY LIMITED

STATEMENT OF FINANCIAL POSITION AS AT 31 MARCH, 2023

2023
2022
Notes $ ` $ `

CURRENT ASSETS
Cash and cash equivalents – – – –
Trade and other receivables – – – –
Inventories – – – –
Other – – – –

Total current assets – – – –

NON-CURRENT ASSETS
Receivables – – – –
Other financial assets 2 969,736 53,359,723 969,736 55,025,245
Property plant & equipment – – – –
Intangible assets – – – –
Total non-current assets 969,736 53,359,723 969,736 55,025,245
Total assets 969,736 53,359,723 969,736 55,025,245

CURRENT LIABILITIES
Trade and other payables – – – –
Loans and borrowings – – – –
Provisions – – – –
Total current liabilities – – – –

NON CURRENT LIABILITIES

Interest free loans and borrowings – – – –
Provisions – – – –
Total non current liabilities – – – –
Total liabilities – – – –
Net assets 969,736 53,359,723 969,736 55,025,245

Represented by

EQUITY
Contributed equity 3 3,684,522 202,740,823 3,684,522 209,068,990
Accumulated losses 4 (2,714,786 ) (149,381,100 ) (2,714,786 ) (154,043,745 )
Total equity 969,736 53,359,723 969,736 55,025,245

STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 MARCH, 2023

Contributed Accumulated
equity losses Total
$ $ $

At 1 April, 2021 3,684,522 (2,714,786) 969,736

Total Comprehensive income for the period – – –
At 31 March, 2022 3,684,522 (2,714,786) 969,736
Total Comprehensive income for the period – – –
At 31 March, 2023 36,84,522 (27,14,786 ) 9,69,736

Contributed Accumulated
equity losses Total
` ` `
At 1 April, 2021 205,237,087 (151,220,367) 54,016,720
Unrealised exchange gain/(loss) 3,831,903 (2,823,378) 1,008,525
At 31 March, 2022 209,068,990 (154,043,745) 55,025,245
Unrealised exchange gain/(loss) (6,328,167) 4,662,645 (1,665,522)
At 31 March, 2023 202,740,823 (149,381,100) 53,359,723

284
 TECHNICO ASIA HOLDINGS PTY LIMITED

STATEMENT OF CASH FLOW FOR THE YEAR ENDED 31 MARCH, 2023

2023
2022
Notes $ ` $ `

Cash flow from operating activities

Net cash flows (used in)/from operating activities – – – –

Cash flows from financing activities

Net cash flows (used in)/from financing activities – – – –

Net increase/(decrease) in cash held – – – –

Add opening cash brought forward – – – –

Cash and cash equivalents at end of the year – – – –

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED Investment in subsidiaries
31 MARCH, 2023 The carrying value of the investment in subsidiaries is assessed at each
reporting date as to whether there is an indication that the asset may
Note 1: Statement of significant accounting policies
be impaired. The assessment includes estimates and assumptions of
(a) Basis of preparation future events including anticipated rates of growth, gross margins,
together with the application of a discount rate. These assumptions
The financial report is a special purpose financial report prepared
correspond with the best estimates of management at reporting date
for distribution to members . The accounting policies used in the
preparation of this report, as described below, are in the opinion of (c) Other financial assets
the directors, appropriate to meet the needs of members. Technico Investments in controlled entities are recorded at cost less impairment
Asia Holdings Pty Limited is a for profit proprietary company limited of the investment value.
by shares that is incorporated and domiciled in Australia.
(d) Impairment of assets
The financial report has been prepared on a historical cost basis and
is presented in Australian dollars. The supplementary information The company assesses at each reporting date whether there is an
in INR (Indian Rupees), which are unaudited, have been arrived at indication that an asset may be impaired. If any such indication
by applying the year end inter-bank exchange rate of 1 AUD = INR exists, or when annual impairment testing for an asset is required,
55.0250 for the current year balance sheet (2022: INR 56.7425) the company makes an estimate of the asset’s recoverable amount.
and the average rate of 1 AUD = INR 55.8838 for the current year An asset’s recoverable amount is the higher of its fair value less costs
income statement and cash flow statement (2022: INR 56.2225), and to sell and its value in use and is determined for an individual asset,
have been included in the financial report as required by the parent unless the asset does not generate cash inflows that are largely
entity. independent of those from other assets or groups of assets and the
The financial statements have been prepared in accordance with note asset’s value in use cannot be estimated to be close to its fair value.
1 to the financial report. In such cases the asset is tested for impairment as part of the cash-
generating unit to which it belongs. When the carrying amount of
Even though the entity is a small proprietary company, the directors
have determined that in order for the financial report to give a true and an asset or cash-generating unit exceeds its recoverable amount, the
fair view of the company’s results of operations and state of affairs, the asset or cash-generating unit is considered impaired and is written
requirements of Accounting Standards to the extent disclosed in note down to its recoverable amount.
1 below, and other professional reporting requirements in Australia In assessing value in use, the estimated future cash flows are
relating to the measurement and recognition of assets, liabilities, discounted to their present value using a pre-tax discount rate that
revenues, expenses and equity should be complied with (except for reflects current market assessments of the time value of money and
consolidation standard). The material accounting policies that have
the risks specific to the asset. Impairment losses relating to continuing
been adopted in the preparation of the financial report are as follows:
operations are recognised in those expense categories consistent with
(b) Significant accounting judgements, estimates and assumptions the function of the impaired asset.
The carrying amounts of certain assets and liabilities are often
(e) Contributed equity
determined based on estimates and assumptions of future events.
The key estimates and assumptions that have a significant risk of Ordinary shares are classified as equity. Incremental costs directly
causing a material adjustment to the carrying amounts of certain attributable to the issue of new shares or options are shown in equity
assets and liabilities within the next annual reporting period are: as a deduction, net of tax, from the proceeds.

2023 2022
$
` $ `

Note 2: Other financial assets

Non-current
Shares in subsidiaries:
At cost 3,684,522 202,740,823 3,684,522 209,068,990
Provision for write-down (2,714,786) (149,381,100) (2,714,786) (154,043,745 )
Total other financial assets 969,736 53,359,723 969,736 55,025,245
Provision for write-down of subsidiaries
The losses generated within the subsidiaries have resulted in a provision for write-down to net assets being recorded against the cost amount of the
investment.

285
 TECHNICO ASIA HOLDINGS PTY LIMITED

Technico Horticultural (Kunming) Co Ltd

Percentage of equity interest held by country of incorporation: China - 100%

2023
2022
$
` $ `
Cost 3,684,522 202,740,823 3,684,522 209,068,990
Accumulated impairment (2,714,786) (149,381,100) (2,714,786) (154,043,745)
969,736 53,359,723 969,736 55,025,245

2023
2022
$
` $ `
Note 3: Contributed equity
Issued and paid up capital
3,684,522 Ordinary shares fully paid 3,684,522 202,740,823 3,684,522 209,068,990
3,684,522 202,740,823 3,684,522 209,068,990
Terms and conditions of contributed equity
Ordinary shares
Ordinary shares have the right to receive dividends as declared and, in the event of winding up the company, to participate in the proceeds from the sale
of all surplus assets in proportion to the number of and amounts paid up on shares held. Ordinary shares entitle their holder to one vote, either in person
or by proxy, at a meeting of the company.
Note 4: Accumulated losses
Accumulated losses
Balance at beginning of year 2,714,786 149,381,100 2,714,786 154,043,745
Comprehensive income attributable to the members of Technico Asia Holdings Ltd – – – –
Total available for appropriation 2,714,786 149,381,100 2,714,786 154,043,745
Dividends paid or provided for – – – –
Aggregate amount transferred (to)/from reserves – – – –
Balance at end of year 2,714,786 149,381,100 2,714,786 154,043,745
Note 5: Events Subsequent to the End of the Reporting Period
No matters or circumstances have arisen since the end of the financial year which significantly affected or may significantly affect the operations of the
Company, the results of those operations, or the state of affairs of the Company in future financial years.

286
 TECHNICO HORTICULTURAL (KUNMING) CO. LIMITED

MANAGEMENT REPORT FOR THE YEAR ENDED 31ST DECEMBER, 2022

Your management submit their report for the financial year ended 31st (2021: CNY 2,083,782). Net Profit is lower owing to lower TECHNITUBER®
December, 2022. seed sales and margins compared to last year.
Corporate Information In view of the accumulated losses, no dividend has been paid or declared
Technico Horticultural (Kunming) Co Ltd (“Company”) is domiciled in during the financial year.
Yunnan Province, People’s Republic of China. Its parent entity is Technico
Auditors
Asia Holdings Pty Ltd, a company incorporated in Australia.
The Company has engaged M/s China Audit Asia Pacific Certified Public
The registered office of the Company is located at: Accountants LLP as auditors for the year under review whose report is
A-38 Yanglin Industrial Development Zone, annexed to the financial report.
Songming,
Environmental regulation and performance
Yunnan Province,
Your Company complies with the applicable environmental regulations set
People’s Republic of China.
by the Songming Environmental Bureau.
Principal activities
The Company is primarily engaged in production and supply of Haoxuan Shen
TECHNITUBER® Seed potatoes to export markets.
Legal Representative
Business Review
For the year under review, the Company achieved a turnover of CNY
4,828,582 (2021: CNY 5,360,470) and posted a profit of CNY 1,768,472 Place: Songming Date: 1st May, 2023

AUDITORS’ REPORT
To the Management
Technico Horticultural (Kunming) Co. Ltd.
I. Audit Opinion
We have audited the accompanying financial statements of Technico as a basis for forming the audit opinion. As fraud may involve collusion,
Horticultural (Kunming) Co., Ltd., which include the Statements of Financial forgery, willful omission, misrepresentation or override of internal control,
Position as of 31 December 2022, the Statements of Comprehensive the risk of not discovering a material misstatement due to fraud is higher
Income, the Statements of Cash Flows and the Statements of Changes in than the risk of failing to detect a material misstatement resulting from a
Shareholders’ Equity for the year then ended and the notes to the financial mistake.
statements. B. Understand the internal controls related to auditing in order to design
In our opinion, the financial statements have been prepared in accordance appropriate audit procedures.
with the requirements of the Small Business Accounting Standards of C. Evaluate the appropriateness of accounting policies adopted by the
China and presented fairly, in all material respects, the financial position management and the reasonableness of accounting estimates and relevant
of Technico Horticultural (Kunming) Co., Ltd. as at 31 December 2022, disclosures made by management.
and the Company’s results of operations and cash flows for the year then
D. Conclude on the appropriateness of management’s application of the
ended.
going concern assumption. Meanwhile, based on the audit evidence
II. Basis of Forming the Audit Opinion obtained, conclude whether there is material uncertainty about the
We conducted our audit in accordance with the Chinese Certified Public Company’s ability to continue as a going-concern. If we conclude that
Accountant Auditing Standards. The section “Auditors’ Responsibility there is material uncertainty, the auditing standards require us to draw
for the Financial Statements” in the audit report further describes our attention of the users of the financial statements to the relevant disclosures
responsibilities in accordance with these standards. According to the Code in the financial statements. If the disclosure is inadequate, we shall express
of Ethics for Chinese Certified Public Accountants, we are independent a qualified opinion. Our conclusion is based on information available as of
of the Company and fulfilled other responsibilities of code of ethics. the date of the audit report. However, future events or circumstances may
We believe that the audit evidence we have obtained is sufficient and cause the Company not being able to continue as a going-concern.
appropriate to provide a basis for our audit opinion.
E. Evaluate the overall presentation, structure and content of financial
III. Responsibilities of Management and Those Charged with Governance statements (including disclosures), and evaluate whether the financial
for the Financial Statements statements present fairly the relevant transactions and events.
Management of Technico Horticultural (Kunming) Co., Ltd. is responsible F. Obtain sufficient and appropriate audit evidence regarding to the
for preparing and presenting the financial statements in accordance Company’s financial information of the entities or business activities in
with Enterprise Accounting Standards of China and for the purpose of order to express opinion on the financial statements. We are responsible
fair presentation and designing, implementing and maintaining internal for the guidance, supervision and execution of the group audit. We take
control necessary to the preparation of financial statements that are free full responsibility for the audit opinion.
from material misstatements, whether due to fraud or error.
We communicate with those charged with governance on the scope and
During the preparation of the financial statements, the management time schedule of the audit, and significant audit findings, etc., including
is responsible for assessing the Company’s going-concern capability; deficiency of internal control that we identified during the audit which
disclosing, where applicable, matters in relation to the going-concern warrants attention.
status; and applying the going-concern assumption for preparation of
the financial statements, unless the management plans to liquidate the We also provide a statement to those charged with governance regarding
Company, terminates operation of the Company or has no other practical the fact that we comply with the requirements of professional ethics
alternative choice. relating to independence, and also communicate with them about all
relationships and other matters that may be reasonably deemed to affect
Those charged with governance are responsible for monitoring the
our independence as well as, where applicable, the relevant precautions.
Company’s financial reporting process.
Through the matters we communicate with those charged with
IV. Auditors’ Responsibility for the Financial Statements
governance, we identify matters that are significant in the audit of the
Our objective is to obtain reasonable assurance as to whether the financial financial statements for the current period, which therefore become
statements are free from material misstatement, whether due to frauds or the key audit items. We disclose these items in the audit report, unless
errors, and issue an audit report with audit opinion. Reasonable assurance public disclosure of such items is prohibited by laws and regulations; in
is a high level assurance, but there is no guarantee that a material exceptional circumstances, where the benefit arising from public disclosure
misstatement will always be found in the audit performed in accordance of certain matters is outweighed by the negative consequence brought by
with the auditing standards. Misstatements may be caused by fraud or such disclosure in consideration of public interest, we do not disclosure
error. Misstatements are considered to be material if they, individually or such items in the audit report.
in aggregate, could reasonably be expected to influence the economic
decisions of users based on the financial statements.
During the performance of our audit in accordance with the auditing China Audit Asia Pacific Certified Public Chinese Certified Public Accountants:
standards, we use professional judgment and maintain professional Accountants LLP - Yunnan Branch Chinese Certified Public Accountants:
skepticism. We also perform the following procedures:
Kunming, The People’s Republic of China
A. Identify and assess the risks of material misstatement of the financial
statements due to fraud and error, design and implement audit procedures Date: 1st May, 2023
to address these risks, and obtain sufficient and appropriate audit evidence

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 TECHNICO HORTICULTURAL (KUNMING) CO. LIMITED

BALANCE SHEET AS ON 31ST DECEMBER 2022

Printed by Technico Horticultural (Kunming) Co. Ltd.

ITEMS LINE 31-Dec-22 31-Dec-21

NO. CNY INR CNY INR
CURRENT ASSETS : 1
Cash and cash equivalents 2 14,667,113.66 163,797,925.22 12,957,706.13 148,163,594.97
Transaction monetary assets 3
Short-term investments 4
Notes receivable 5
Accounts receivable 6 3,158,565.33 37,705,057.77 3,189,694.91 36,472,247.48
Advance to suppliers debts 7
Dividend receivable 8
Interest receivable 9 406,105.06 4,847,838.54 228,993.36 2,618,401.68
Other notes receivable 10
Inventories 11 708,208.06 8,454,162.90 622,235.06 7,114,884.57
Including : Raw materials 12
Finished goods 13
In one year expired non-current assets 14
Other current assets 15 14,050.57 167,727.27 14,804.30 169,278.29
Total current assets 16 18,954,042.68 214,972,711.70 17,013,433.76 194,538,406.99
NON-CURRENT ASSETS : 17
Financial assets available for sale 18
Hold investment due 19
Long-term investment on bonds 20
Long-term account receivable 21
Long-term investment on stocks 22
Right to trade in previously non-tradable shares 23
Investment real estate 24
Fixed assets-cost 25 25,727,794.00 307,122,968.10 25,727,794.00 294,181,887.71
Less : Accumulated depreciation 26 23,574,782.26 281,421,605.75 23,518,828.70 268,923,694.89
Fixed assets-net value 27 2,153,011.74 25,701,362.35 2,208,965.30 25,258,192.83
Less : Fixed assets depreciation reserves 28
Fixed assets-net equity 29 2,153,011.74 25,701,362.35 2,208,965.30 25,258,192.83
Construction in progress liability 30
Project goods and material 31
Liquidation of fixed assets 32
Productive living assets 33
Oil and gas assets 34
Intangible assets 35 1,045,181.25 12,476,746.65 1,086,168.75 12,419,687.96
Including : right to use land 36 1,045,181.25 12,476,746.65 1,086,168.75 12,419,687.96
Development expenditures 37
Business reputation 38
Cost-book value differentials 39
Long-term deferred and prepaid expenses 40
Deferred income tax assets 41
Deferred taxes debit 42
Other non-current assets 43
Including : specially approved reserving materials 44
Total non-current assets 45 3,198,192.99 38,178,109.00 3,295,134.05 37,677,880.78
TOTAL ASSETS 46 22,152,235.67 253,150,820.70 20,308,567.81 232,216,287.77
CURRENT LIABILITIES 47
Short term loans 48
Transaction financial liabilities 49
Warrants payable 50
Notes payable 51
Accounts payable 52
Advances from customers 53
Employee pay payable 54 163,596.77 1,952,920.08 120,208.30 1,374,509.79
Including : accrued wages 55 148,374.97 1,771,211.37 120,208.30 1,374,509.79
accrued welfarism 56 15,221.80 181,708.72
Including : staff and worker’ bonus and welfare fund 57

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 TECHNICO HORTICULTURAL (KUNMING) CO. LIMITED

BALANCE SHEET AS ON 31ST DECEMBER, 2022 (Contd.)

Printed by Technico Horticultural (Kunming) Co. Ltd.

ITEMS LINE 31-Dec-22 31-Dec-21

NO. CNY INR CNY INR
Taxes and dues payable 58 28,565.71 341,000.31 5,895.15 67,407.50
Including : Taxes payable 59 28,565.71 341,000.31 5,895.15 67,407.50
Interest payable 60
Dividends payable 61
Other payables 62 44,136.70 526,877.44 35,000.00 400,204.00
Due within one year of non-current liabilities 63
Other current liabilities 64
Total current liabilities 65 236,299.18 2,639,089.12 161,103.45 1,842,121.29
NON-CURRENT LIABILITIES 66
Long-term loans 67
Bonds payable 68
Long-term account payable 69
Special payable 70
Projected liabilities 71
Deferred income tax liabilities 72
Deferred taxes credit 73
Other noncurrent liabilities 74
Including : special reserve fund 75
Total non-current liabilities 76
Total liabilities 77 236,299.18 2,639,089.12 161,103.45 1,842,121.29
OWNERS’ EQUITY 78
Practical capital collected (or share capital) 79 19,013,598.02 226,972,925.00 19,013,598.02 217,409,085.20
National capital 80
Collective capital 81
Legal person”s capital 82
Including : State-owned legal person”s capital 83
Collective legal person”s capital 84
Personal capital 85
Foreign businessmen”s capital 86 19,013,598.02 226,972,925.00 19,013,598.02 217,409,085.20
Less : Investment returned 87
Net paid in capital 88 19,013,598.02 226,972,925.00 19,013,598.02 217,409,085.20
Capital reserves 89 42,666.57 509,327.91 42,666.57 487,866.63
Less : treasury stock 90
Surplus reserves 91
Including :Legal surplus 92
Free surplus reserves 93
Reserve fund 94
Enterprise expansion fund 95
Profits capitalizad on return of investment 96
Unaffirmed investment loss 97
Undistributed profit 98 2,859,671.90 59,153,584.98 1,091,199.77 38,487,396.51
Including : cash dividends 99
*Margin of Translation of Foreign Currency Financial Statements 100 – 36,124,106.31 – 26,010,181.86
Total equity attributable to equity holders of the Parent 101 21,915,936.49 250,511,731.58 20,147,464.36 230,374,166.48
*minority stockholder’s interest 102
Total owners’ equity 103 21,915,936.49 250,511,731.58 20,147,464.36 230,374,166.48
Less : assets loss 104
Total owners’equity net value less loss on assets) 105 21,915,936.49 250,511,731.58 20,147,464.36 230,374,166.48
TOTAL LIABILITIES AND OWNERS’ EQUITY 106 22,152,235.67 253,150,820.70 20,308,567.81 232,216,287.77

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 TECHNICO HORTICULTURAL (KUNMING) CO. LIMITED

Income statement and profit appropriation 2022

Printed by Technico Horticultural (Kunming) Co. Ltd.

ITEMS LINE 2022 2021

NO. CNY INR CNY INR

Income for main business 1 4,828,581.95 56,426,325.81 5,360,469.80 62,723,393.18

Less: cost of main business 2 3,021,550.52 35,309,537.22 2,830,982.01 33,125,603.60
Taxation and additional of main 3
Main business profit 4 1,807,031.43 21,116,788.59 2,529,487.79 29,597,789.58
Add: other profit 5
Less: Operating expenses 6 251,482.30 2,938,797.01 240,104.21 2,809,483.37
Management expenses 7 208,460.34 2,436,046.69 288,227.97 3,372,584.30
Including: Business entertainment 8
Research and development expense 9
Financial Expenses 10 (403,604.24) (4,716,478.79) (80,561.96) (942,663.55)
Including: Interest exchange 11
Interest income 12 284,527.85 3,324,964.00 284,952.74 3,334,260.51
Foreign exchange profit and loss 13 251,482.30 2,938,797.01 240,104.21 2,809,483.37
Operation Profit 14 1,750,693.03 20,458,423.68 2,081,717.57 24,358,385.46
Add: Investment income 15
Including: for the investment benefits from the invested
business and the united business and joint venture 16
Subsidy Income 17
Non-operating income 18 17,779.10 207,764.78 2,064.18 24,153.18
Including: income from disposal of long term assets 19
Income from non-monetary assets exchange 20
Government grands (subsidy income) 21
Income from debt restructuring 22
Less: Non-operating expenses 23
Including: Loss on disposal of long-term assts 24
Loss on non-monetary assets exchange 25
Loss on debt restructuring 26
Total Profit 27 1,768,472.13 20,666,188.46 2,083,781.75 24,382,538.63
Less: Income tax 28
Net Profit 29 1,768,472.13 20,666,188.46 2,083,781.75 24,382,538.63
Add: Undistributed Profit at the beginning of year 30 1,091,199.77 12,751,651.39 (992,581.98) (11,614,301.01)
Other transfer-in 31
Profit available for distribution 32 2,859,671.90 33,417,839.86 1,091,199.77 12,768,237.63
Less: Appropriation of statutory surplus reserves 33
Appropriation of Company expand fund 34
Appropriation of staff incentive and welfare fund 35
Capital redemption 36
Profit available for owners’ distribution 37 2,859,671.90 33,417,839.86 1,091,199.77 12,768,237.63
Less: Appropriated profit 38
Common stock turn to capital 39
Undivided Profit 40 2,859,671.90 33,417,839.86 1,091,199.77 12,768,237.63

Supplementary Information: 41
Gains on disposal of operating divisions or investments 42
Losses from natural disaster 43
Increase (decrease) in profit due to changes in accounting policies 44
Increase (decrease) in profit due to changes in accounting estimates 45
Losses from debt restructuring 46
Other 47

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 TECHNICO HORTICULTURAL (KUNMING) CO. LIMITED

CASH FLOW STATEMENT FOR THE YEAR ENDED 31 DECEMBER, 2022

Printed by Technico Horticultural (Kunming) Co. Ltd.

ITEMS LINE 2022 2021

NO. CNY INR CNY INR
1. Cash Flow from Operating Activities: 1
Cash from selling commodities or offering labor 2 5,491,949.11 64,178,368.10 6,691,809.25 78,301,529.22
Refund of tax and fee received 3 17,779.10 207,764.78 2,064.18 24,153.18
Other cash received related to operating activities 4 123,145.91 1,439,070.79 138,225.90 1,617,395.08
Cash Inflow Subtotal 5 5,632,874.12 65,825,203.68 6,832,099.33 79,943,077.47
Cash paid for commodities or labor 6 1,031,419.91 12,053,069.93 898,067.88 10,508,382.07
Cash paid to and for employees 7 2,228,084.00 26,037,166.82 2,412,635.83 28,230,493.11
Taxes and fees paid 8 149,961.14 1,752,430.89 10,762.20 125,929.58
Other cash paid related to operating activities 9 514,054.91 6,007,194.27 694,327.16 8,124,391.53
Cash Outflow Subtotal 10 3,923,519.96 45,849,861.90 4,015,793.07 46,989,196.29
Cash flow generated from operating activities Net Amount 11 1,709,354.16 19,975,341.78 2,816,306.26 32,953,881.18
2. Cash Flow from Investing Activities 12
Cash from investment withdrawal 13
Cash from investment income 14
Net cash from disposing fixed assets: intangible assets and
other long-term assets 15
Net cash inflows of disposal of subsidiaries and other business entities 16 –
Other cash received related to investing activities 17
Cash Inflow Subtotal 18 – – – –
Cash paid for buying fixed assets: intangible assets and
other long-term investment 19 – 9,998.00 116,987.60
Cash paid for investment 20
Net cash outflows of procurement of subsidiaries and
other business units 21
Other cash paid related to investing activities 22
Cash Outflow Subtotal 23 – – 9,998.00 116,987.60
Cash flow generated from investing activities Net Amount 24 – – -9,998.00 -116,987.60
3. Cash Flow from Financing Activities 25
Cash received from accepting investment 26
Including: cash inflows from minority investment in subsidiaries 27
Borrowings 28
Other cash received related to financing activities 29
Cash Inflow Subtotal 30
Cash paid for debt 31
Cash paid for dividend : profit or interest 32
Including: dividends and earnings paid to minorities by subsidiaries 33
Other cash paid related to financing activities 34
Cash Outflow Subtotal 35
Cash flow from financing activities Net Amount 36
4. Foreign Currency Translation Gains (Losses) 37 53.37 623.68 -17.73 -207.46
5. Net Increase Of Cash and Cash Equivalents 38 1,709,407.53 19,975,965.45 2,806,290.53 32,836,686.12
Add : cash and cash equivalents beginning bal. 39 12,957,706.13 151,422,458.06 10,151,415.60 118,782,729.12
6 cash and cash equivalents ending bal. 40 14,667,113.66 171,398,423.52 12,957,706.13 151,619,415.24

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 TECHNICO HORTICULTURAL (KUNMING) CO. LIMITED

STATEMENT OF CASHFLOW (II) 2022

Printed by Technico Horticultural (Kunming) Co. Ltd.
MONETARY UNIT RMB YUAN
ITEMS LINE 2022 2021
NO. CNY INR CNY INR

Supplementary Information 1

1. Reconciliation of Net Profit to Cash Flow from Operating

Activities: 2

Net Profit 3 1,768,472.13 20,672,554.96 2,083,781.75 24,382,538.63

Add: Impairment losses on assets 4

Depreciation of fixed assets 5 55,953.56 654,069.14 59,519.09 696,438.82

Amortisation of intangible assets 6 40,987.50 479,123.38 40,987.50 479,598.84

Amortisation of long-term deferred expenses 7 16,081.62 187,986.10 15,043.59 176,026.55

Decrease (increase) in deferred expenses 8 –

Increase (decrease) in accrued expenses 9 –

Losses (gains) on disposal of fixed assets, intangible assets and

other long-term assets 10 –

Losses on write-off of fixed assets 11 –

Finance expense (income) 12 –

Losses (gains) arising from investments 13 –

Deferred tax credit (debit) 14 –

Decrease (increase) in inventories 15 (85,973.00) (1,004,981.38) (219,735.00) (2,571,141.21)

Decrease (increase) in receivables under operating activities 16 (145,825.69) (1,704,629.40) 848,195.36 9,924,818.73

Increase (decrease) in payables under operating activities 17 59,658.04 697,372.66 (11,486.03) (134,399.19)

Others 18 –

Net cash flow from operating activities 19 1,709,354.16 19,981,495.45 2,816,306.26 32,953,881.18

2. Investing and Financing Activities that do not Involve

Cash Receipts and Payments: 20

Conversion of debt into capital 21

Fixed assets acquired under finance leases 22

3. Net Increase in Cash and Cash Equivalents: 23

Cash at the end of the period 24 14,667,113.66 171,451,225.13 12,957,706.13 151,619,415.20

Less: Cash at the beginning of the year 25 12,957,706.13 151,469,105.81 10,151,415.60 118,782,729.08

Add: Cash equivalents at the end of the period 26

Less: Cash equivalents at the beginning of the period 27

Net increase in cash and cash equivalents 28 1,709,407.53 19,982,119.32 2,806,290.53 32,836,686.12

NOTES TO THE FINANCIAL STATEMENTS

1. Brief information on the Company

Technico Horticultural (Kunming) Co., Ltd. (the “company”) provisions in the “Accounting Standards for Business Enterprises”,
was established as a wholly foreign-owned enterprise invested and prepared in accordance with the important accounting policies
by Technico Asia Holdings Pty Limited., under the “laws of the and accounting estimates as described below.
People’s Republic of China (the “PRC”) on Enterprises Operated (1) Accounting regulations
Exclusively with Foreign Capital” and through the approval by the
Foreign Economic and Trade Department of Yunnan province in the The Company implements the “Accounting Standards for Small
certification Dian zi (1997) No.0049. The Company of the registered Businesses”.
capital USD2,300,000.00 was registered, with the business license (2) Fiscal year
number of Qi Du Zong zi No.000716, on 8 December 1997. The fiscal year for the Company is from 1 January to 31 December
The tenure of the Company is 50 years and may be extended of each calendar year.
upon application by the Company and approval of the relevant
government authorities. The principal activities of the Company are (3) Accounting currency
the development, production and supply of microtuber potato. The Company’s financial records are maintained and the financial
2. Significant accounting policies and accounting estimates statements are stated in Renminbi (“RMB”).

The financial statements of the company are based on the (4) Accounting basis and principle
assumption of going concern, based on actual transactions and The accounting basis of The Company is accrual principle, and the
events, it is recognized and measured in accordance with the accounting principle is historical cost principle.
“Accounting Standards for Small Businesses” (Cai Kuai [2011] No.
(5) Foreign currency transactions
17) issued by the Ministry of Finance. For transactions or events that
occur that are not regulated by the “Accounting Standards for Small All foreign currency transactions have been translated into RMB at
Businesses”, they shall be handled with reference to the relevant the market rates of exchange prevailing on the dates of transactions.

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 TECHNICO HORTICULTURAL (KUNMING) CO. LIMITED

Monetary assets and liabilities denominated in foreign currencies at in the relevant contract or the effective period stipulated by law,
the balance sheet date are translated into RMB at the market rates the amortization period of an intangible asset is determined in
of exchange ruling at that date. The resulting exchange gains or accordance with the following rules:
losses are capitalized if they have relation to acquiring fixed assets a. If the relevant contract stipulates the beneficial period but the
before the fixed assets intended-use have been commenced; or are law does not stipulate the effective period, the amortization
accounted as long-term prepaid expense in the preparative duration, period is not longer than the beneficial period stipulated by
or are dealt with in the profit and loss account in the operating the relevant contract;
duration, if they have not relation to acquiring fixed assets. b. If the relevant contract does not stipulate the beneficial period
(6) Cash equivalents but the law stipulates the effective period, the amortization
Cash equivalents are the short-term investments, which are held by period is not longer than the effective period stipulated by
the Company at the short-term (generally within 3 months from the law;
purchasing date to the date due), are easy to convert into currency c. If the relevant contract stipulates the beneficial period but
and their value does not fluctuate significantly. the laws also stipulate the effective period, the amortization
(7) Allowances for uncollectible accounts period is not longer than the shorter of the beneficial period
and the effective period.
The Company uses the allowance method in which the allowances
for uncollectible accounts for the receivable items (including the d. If the relevant contract does not stipulate the beneficial period
accounts receivable and other receivable) are recognized in the and the law does not stipulate the effective period, the
ageing receivable account method and are dealt with in the profit amortization period does not exceed 10 years.
and loss account and the balance sheet. The ageing receivable e. If an intangible asset is no longer expected to be able to
account method is made as follows: generate any economic benefits that flow to the enterprise,
a. Within 1 year, provision created at 0.5 percent of the receivable the carrying amount of the intangible asset is written off and
value; is recognized in the books as gain or loss of the current period.
b. 1-2 year, provision created at 10 percent part of the receivable The Company reviews the carrying amount of the intangible asset
value; at the end of each period. The difference between the expected
c. 2-3 year, provision created at 30 percent the receivable value. receivable amount and the carrying amount of the intangible asset
is recognized in the books as provision for impairment, on an item-
If any receivable is evidently different from the others, the specific
by-item basis.
identification method is made for such receivable item.
(11) Long-term prepaid expense
(8) Inventories
Inventories, which are recorded at actual cost, include finished Long-term prepaid expenses are recorded based on the actual
goods, work-in-progress and raw material. payments and amortized on the straight-line basis over the beneficial
period.
For the unrecoverable inventory cost due to the damage, partly or
wholly obsolescent, or where market price is lower than the cost, the The expenses (except for acquiring fixed assets), which occur in the
provision for decline in value of inventories is determined according preparative duration, are recorded as long-term expense, and are
to the difference of the actual cost lower than net realizable value on amortized over a period of five years starting from the month in
an item-by-item basis, at the end of the period, and accounted for which operations commence.
in the books. (12) Principle for recognition of revenue
(9) Fixed assets and depreciation a. Revenue from the sale of goods
Fixed assets are recorded based on the actual cost. At the inception The revenue is recognized when all the following conditions
of a lease, the fixed assets used by a lessee under a finance lease are have been satisfied: the Company has transferred to the buyer
recorded at an amount equal to the lower of the carrying amount significant risks and rewards of ownership of the goods; the
of the leased asset originally recorded in the books of the lessor and enterprise retains neither continuing managerial involvement
the present value of the minimum lease payments. (If the proportion to the degree usually associated with ownership nor effective
of the recorded amount of the leased assets to the total amount of control over the goods sold; it is probable that the economic
assets is lower than 30 percent, the leased assets are recorded at an benefits will flow to the Company; the relevant amount of
amount equal to the total minimum lease payments.) revenue and costs can be measured reliably.
The standard about fixed asset: House and building, machinery and b. Revenue from rendering of services
equipment, Motor vehicle and so on of the useful life more than one When the provision of services is started and completed within
year, and non-principle operating equipment of the unit value over the same accounting year, revenue is recognized at the time
2000 RMB with useful life more than two years of completion of the services, and receipt of money or holding
Depreciation is calculated on the straight-line basis to write off the the qualification of acquiring money;
cost of each asset over its estimated useful life after deducting the When the provision of services is started and completed in different
estimated residual value. The categories, useful life, residual value accounting years, the total income and the completion degree
and annual depreciation rate are as follows: involving the service contract can be estimated reliably, it is probable
Category
Estimated Annual Residual that the economic benefits will flow to the Company and the
useful life depreciation value outcome of a transaction involving the rendering of services can be
rate estimated reliably, the service revenue is recognized at the balance
House and building 20years 4.50% 10.00% sheet date by the use of the percentage of completion method.
Production equipment 10years 9.00% 10.00% The revenue referred to above is recognized when all the following
conditions have been satisfied:
Motor vehicle 5years 18.00% 10.00%
Office equipment and other 5years 18.00% 10.00% a. It is probable that the economic benefits will flow to the
Company;
Provision for impairment: At the end of each period, The Company
examines its fixed assets and if market value of the fixed asset has b. The amount of the revenue can be measured reliably.
declined continually, become obsolete in technology, been not in (13) Corporation income tax
use in the long term, or has been damaged, and the recoverable
Corporation income tax is accounted on the tax payable basis.
amount of the fixed asset is less than its carrying amount, the
provision for impairment is determined according to the difference 3. Tax
between the recoverable amount of the fixed asset and its carrying VAT: According to the relevant tax laws in the PRC, the Company
amount, on an item-by-item basis. is exempted from VAT for the sales of the agricultural produce
(10) Intangible assets harvested by the Company.
An intangible asset, which is acquired separately, is recorded based Corporation income tax is accounted on the tax payable basis at
on the actual purchase price paid. a rate of 25% on its taxable income. However, according to the
The cost of an intangible asset is amortized evenly over its expected new income tax-laws in the PRC, the Company is an agricultural
useful life starting in the month in which it is obtained. production company which is exempted from corporate income
If the expected useful life exceeds the beneficial period stipulated tax.

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 TECHNICO HORTICULTURAL (KUNMING) CO. LIMITED

4. Notes to significant items in the financial statements

(1) Cash
Items Ending Balance Beginning Balance
Cash on hand 1,569.18 842.99
Cash in bank 14,665,544.48 12,956,863.14
Total 14,667,113.66 12,957,706.13
(2) Account receivable

Ageing Ending Balance Beginning Balance

Amount Percentage Provision for Amount Percentage Provision for
(%) bad debts (%) bad debts
Within 1 year 3,174,437.52 100.00 15,872.19 3,205,723.53 100.00 16,028.62
Total 3,174,437.52 100.00 15,872.19 3,205,723.53 100.00 16,028.62
(3) Inventories and provision for loss on realization of inventory
Item Ending balance Beginning balance
Work-in-progress 326,291.82 326,291.82
Finished goods 381,916.24 295,943.24
Total 708,208.06 622,235.06
Less: Provision for loss on realization of inventory
Total 708,208.06 622,235.06

(4) Fixed assets

Item Beginning balance Increase of this year Decrease of this year Ending book balance
(1) Total original book value 25,727,794.00 0.00 25,727,794.00
Including: Houses and building 11,705,911.00 11,705,911.00
Production equipment 13,512,126.72 13,512,126.72
Transportation 168,499.12 168,499.12
Office and other equipment 341,257.16 341,257.16
(2) Total accumulated Depreciation 23,518,828.70 55,953.56 23,574,782.26
Including: Houses and building 10,987,557.68 0.00 10,987,557.68
Production equipment 12,142,711.26 14,708.60 12,157,419.86
Transportation 85,302.70 37,912.32 123,215.02
Office and other equipment 303,257.06 3,332.64 306,589.70
(3) Total net book value 2,208,965.30 2,153,011.74
Including: Houses and building 718,353.32 718,353.32
Production equipment 1,369,415.46 1,354,706.86
Transportation 83,196.42 45,284.10
Office and other equipment 38,000.10 34,667.46
(4) Total impairment provision
Including: Houses and building
Production equipment
Transportation
Office and other equipment
(5) Total book value 2,208,965.30 2,153,011.74
Including: Houses and building 718,353.32 718,353.32
Production equipment 1,369,415.46 1,354,706.86
Transportation 83,196.42 45,284.10
Office and other equipment 38,000.10 34,667.46

Office and other equipment are fixed assets that have been fully depreciated and are still in use.

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 TECHNICO HORTICULTURAL (KUNMING) CO. LIMITED

(5) Intangible assets

Item Beginning balance Increase of this year Decrease of this year Ending balance
(1) Total original price 2,049,375.00 – – 2,049,375.00
Including:Land use rights 20,49,375.00 – – 20,49,375.00
(2) Total accumulated amortization 963,206.25 40,987.50 – 1,004,193.75
Land use rights 963,206.25 40,987.50 – 1,004,193.75
(3) Total impairment provision
Including:Land use rights
(4) Total book value 1,086,168.75 – – 1,045,181.25
Including:Land use rights 1,086,168.75 – – 1,045,181.25

(6) Other payables

Ageing Ending balance Beginning balance
Within 1 year (including 1 year) 44,136.70 35,000.00
1-2 years (including 2 years)
2-3 years (including 3 years)
Over 3 years
Total 44,136.70 35,000.00

(7) Paid-in capital

Investors Beginning balance Ending balance
Shareholding percentage Contributed amount Shareholding percentage Contributed amount
Technico Asia Holdings Pty Limited 100.00 19,013,598.02 100.00 19,013,598.02
Total 100.00 19,013,598.02 100.00 19,013,598.02

(8) Capital surplus

Item Beginning balance Increase of this year Decrease of this year Ending balance Change reason
Translation reserve 42,666.57 42,666.57
Total 42,666.57 42,666.57

(9) Retained Earning

Items Ending balance
Undistributed Profit at the beginning of year 1,091,199.77
Add: Net Profit 1,768,472.13
Other
Less: Appropriation of statutory surplus reserves
Appropriation of Company expand fund
Appropriation of staff incentive and welfare fund
Capital redemption
Appropriated profit
Common stock turn to capital
Undivided Profit 2,859,671.90

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 TECHNICO HORTICULTURAL (KUNMING) CO. LIMITED

(10) Primary operating profit

Item Operating revenue Operating cost
Amount incurred this year Amount incurred last year Amount incurred this year Amount incurred last year
Sales income TT 4,828,581.95 5,360,469.80 3,021,550.52 2,830,982.01
Total 4,828,581.95 5,360,469.80 3,021,550.52 2,830,982.01

(11) Finance expense

Item Amount incurred this year Amount incurred last year
Interest expense
Less: Interest income 284,527.85 284,952.74
Foreign exchange loss 53,829.90 203,853.78
Less: Foreign exchange gain 175,602.09 4.2
Bank fee 2,695.80 541.20
Total -403,604.24 -80,561.96

5. Contingencies
Up to 31 December 2022, there are no material contingencies for the Company.
6. Promised events
Up to 31 December 2022, there are no material promised events for the Company.
7. Non-adjusting events subsequent to the balance sheet date
There are no material non-adjusting events subsequent to the balance sheet date for the Company.
8. Other material events stated
Up to 31 December 2022, there are no other material matters specially stated for the Company.

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 TECHNICO AGRI SCIENCES LIMITED

REPORT OF THE BOARD OF DIRECTORS FOR THE FINANCIAL YEAR

ENDED 31ST MARCH, 2023
Your Board of Directors (‘Board’) hereby submit their Report for the financial FINANCIAL PERFORMANCE
year ended 31st March, 2023.
The summarised financial results of your Company, are as under:
OPERATING ENVIRONMENT
(` in lakhs)
Your Company’s leadership in production of early generation seed
potatoes and strength in agronomy continues to support the seed potato For the year ended For the year ended
requirements of the farmer base and also the Bingo! range of potato chips 31st March, 2023 31st March, 2022
of ITC Limited, the parent entity.
Profits
During the year under review, potato production in India was 51 million
metric tons (MT), lower by 5% compared to the previous year. The seed a. Profit Before Tax 4883.33 5081.94
prices in the initial part of the year were supported by high table potato b. Less : Tax Expense 749.66 778.00
prices, because of the shortfall in the crop. However, as the year progressed,
demand for seed remained subdued, on account of lower planting due to c. Profit After Tax 4138.38 4303.94
continuous and heavy rains during September and October. This resulted in d. Add : Other Comprehensive Income / (Loss) 3.53 (0.01)
a pile up of seed inventory in cold stores, which led to a drop in seed prices e. Total Comprehensive Income 4141.91 4303.93
in the peak selling season of October to November.
Despite the challenging environment, your Company was able to deliver RETAINED EARNINGS
a competitively superior performance in this highly volatile market, by The movement in Retained Earnings is summarised below:
leveraging its institutional strengths and relying on its well-structured on- (` in lakhs)
ground intelligence gathered from all the markets, supplemented by its
superior product quality and wide distribution network. Your Company For the year ended For the year ended
recorded Revenue from Operations at ` 257.77 crores (previous year 31st March, 2023 31st March, 2022
` 256.67 crores) with a Net Profit of ` 41.39 crores (previous year ` 43.04 Retained Earnings
crores). Total Comprehensive Income for the year stood at ` 41.42 crores a. At the beginning of the year 6457.05 5190.14
(previous year ` 43.04 crores). b. Add : Profit for the year 4138.38 4303.94
Your Company continues to build a strong foundation for the future and
c. Add : Other Comprehensive Income / (Loss) 3.53 (0.01)
remains confident of effectively leveraging its deep domain expertise to
fortify its market standing in the seed potato industry. d. Less: Interim Dividend paid – 3037.02
SEED BUSINESS e. At the end of year 10598.96 6457.05
(a) Growing of TECHNITUBER® Seed Potatoes
DIRECTORS AND KEY MANAGERIAL PERSONNEL
During the year under review, your Company harvested higher
quantum of TECHNITUBER® seed potatoes at 250.08 lakhs (previous (a) Changes in Directors during the year
year: 217.40 lakhs) at its facility in Manpura, Himachal Pradesh, Mr. Sachidanand Shivprakash Madan (DIN: 00419076), consequent to
facilitated by the four new green houses added in the year 2021. completion of his term, stepped down as Non-Executive Director of the
(b) Field agricultural operations Company with effect from close of work on 27th November, 2022.
Your Company achieved an all time high production of 1,21,825 MT
The Board of Directors of the Company (‘Board’) at its meeting held on
(previous year 89,121 MT) for early generation seed potatoes, aided
26th November, 2022, appointed Mr. Rajnikant Rai (DIN: 02539763)
by higher planting area 12,033 acres, (previous year 10,043 acres) and
further supported by good weather during the entire crop period from as an Additional Non-Executive Director of the Company with effect
October, 2022 to March, 2023. Your Company continued to conduct from the said date. In accordance with Section 161 of the Companies
trials and introduce new varieties of potatoes that improve farm yields Act, 2013 (‘Act’) and Article 109 of the Articles of Association of the
and augment farmer incomes on one hand, while supporting the Company, Mr. Rai will vacate office at the ensuing Annual General
requirements of the processing industry on the other. Your Company Meeting (‘AGM’) of the Company.
also continued to promote farm & storage mechanisation processes
Your Board at its meeting held on 1st May, 2023, recommended for
and showcase benefits of soil health and the latest technology to
farmers in the said areas for knowledge dissemination and adoption. the approval of the Members, the appointment of Mr. Rai as a Non-
Executive Director of your Company, liable to retire by rotation.
Your Company is exposed to the inherent risk of crop losses due to
weather conditions and diseases. Your Company seeks to address Requisite Notice under Section 160 of the Act has been received by
these risks by widening the geographical spread of farms and farmers, the Company for the appointment of Mr. Rai, who has also given his
coupled with the use of multiple varieties of seed potatoes that carry consent to act as a Director of your Company, if appointed. Appropriate
resistance traits to frost, blight, rotting and so on. resolution seeking your approval to the said appointment is appearing
(c) Marketing in the Notice convening the ensuing AGM of the Company.
Your Company sold 70,739 MT of early generation seed potatoes as (b) Retirement of Directors by rotation
against 72,863 MT in the previous year. TECHNITUBER® seed potato
In accordance with the provisions of Section 152 of the Act read with
exports were higher at 8.15 lakhs as against 7.20 lakhs in the previous
year. Article 123 of the Articles of Association of the Company, Messrs.
Sivakumar Surampudi (DIN: 00341392) and Dharmarajan Ashok (DIN:
Your Company is exposed to market risks arising from fluctuations in
the demand and price environment in potato markets. While it has no 02009735), Directors of the Company will retire by rotation at the
control over the market behaviour, your Company seeks to continually ensuing AGM of the Company, and being eligible, offer themselves for
reinforce its market standing on the strength of its brand supported re-election. Your Board has recommended their re-election.
by proprietary technology, package of agronomy practices and farmer (c) Changes in Key Managerial Personnel during the year
relationships and by diversifying the geographies in which it operates.
Ms. Anjali, Company Secretary, resigned with effect from close of work
Your Company is confident of its competitive edge in the market place
and its capacity to deliver superior product performance, premised on 4th January, 2023. The Board at its Meeting held on 23rd March,
on the strong demand for its seed potatoes from loyal customer and 2023 appointed Ms. Vanshika Kapur as Company Secretary of your
farmer bases, fuelled by its superior technology and the expertise of its Company, with effect from the said date, in terms of the provisions of
employees. Section 203 of the Act.
FRUITS AND VEGETABLES BUSINESS (d) Board Evaluation
Your Company has been building capabilities for sourcing fruits and The Board carried out annual performance evaluation of its own
vegetables, specially potatoes for edible purpose and processing industry
performance and that of the individual Directors and also functioning
from its farmer base and supplying to processors and retailers. This business
has also started scaling up in the NCR region and your Company has been of the CSR Committee, as required under Section 134 of the Act, based
providing back-end sourcing support to the ‘Farmland’ brand of potatoes on the criteria approved by the Board. A report on the functioning of
and regularly supplying Chipstock potatoes for Bingo! range of potato chips the CSR Committee was placed before the Board by the Chairman of
of its parent entity. the Committee after discussion with the Committee members.

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BOARD & BOARD COMMITTEE framework, no matter how well designed, has inherent limitations and
Board of Directors accordingly, regular audit and review processes are undertaken to ensure
that such systems are reinforced on an ongoing basis.
The present composition of the Board is as follows :
RISK MANAGEMENT
Mr. S. Sivakumar – Chairman & Non Executive Director
Mr. D. Ashok – Non Executive Director The Risk Management Policy of your Company, as approved by the Board,
is designed to assess, mitigate and monitor risks arising out of the overall
Mr. Sachidanand S. Madan# – Non Executive Director
strategy of your Company and its regulatory environment. The Internal
Mr. David McDonald – Non Executive Director Auditor of the Company is mandated to carry out risk focused audits that
Mr. S. Ganesh Kumar – Non Executive Director enable review of risk management processes by the Board.
Mr. Rajnikant Rai ## – Additional Director While your Company has no control over market behaviour, the
#Ceased to be a Director w.e.f close of work on 27th November, 2022. management and mitigation of market risk is rooted in your Company’s
strategy of continually reinforcing its competitive edge in the market place
##Appointed with effect from 26th November, 2022.
premised on its proprietary technology and the expertise of its employees
Seven meetings of the Board were held during the year ended 31st March, and farmers on one hand, and its loyal customer base on the other. Your
2023. Company also recognises that its business is subject to climatic, agricultural
CSR Committee and cyclical risks and accordingly seeks to diversify across growing zones
and expand its customer base.
Your Company is not required to present any Board Committees under the
Act except CSR Committee. The composition of the CSR Committee of the Your Company will continue to focus on strengthening its risk management
Board is given below: framework to protect business value from uncertainties and risks including
Mr. S. Sivakumar – Chairman those that have arisen due to COVID-19 pandemic and consequent losses,
through measures that are embedded in its business strategies, policies and
Mr. D. Ashok – Member
processes to the extent practical and effective in the long-term.
Mr. Sachidanand S. Madan# – Member
SUBSIDIARIES, ASSOCIATES AND JOINT VENTURES
Mr. David McDonald## – Member
Your Company does not have any subsidiary, associate or joint venture.
# Till 27th November, 2022
PARTICULARS OF EMPLOYEES
## With effect from 28th November, 2022
The details of employee(s) who had drawn remuneration more than the limit
Two meetings of the CSR Committee of the Board were held during the specified in Rule 5(2) of the Companies (Appointment and Remuneration
year ended 31st March, 2023. of Managerial Personnel) Rules, 2014 along with the details of top ten
DIRECTORS’ RESPONSIBILITY STATEMENT employees of your Company in terms of remuneration drawn, as required
As required under Section 134 of the Act, your Directors confirm having: under the said Rule, are provided in Annexure 1 to this Report.
a) followed in the preparation of the Annual Accounts, the applicable Your Company seeks to enhance equal opportunities for men and women
Accounting Standards with proper explanation relating to material and is committed to a gender-friendly workplace. Your Company has
departures, if any; constituted an Internal Complaints Committee in compliance with the
b) selected such accounting policies and applied them consistently and applicable provisions of the Sexual Harassment of Women at Workplace
made judgments and estimates that are reasonable and prudent so as (Prevention, Prohibition and Redressal) Act, 2013. During the year under
to give a true and fair view of the state of affairs of your Company at review, no complaint for sexual harassment was received.
the end of the financial year and of the profit of your Company for that
CORPORATE SOCIAL RESPONSIBILITY (CSR)
period;
c) taken proper and sufficient care for the maintenance of adequate The Annual Report on the CSR Activities of your Company in terms of Section
accounting records in accordance with the provisions of the Act for 135 of the Act read with the Companies (Corporate Social Responsibility
safeguarding the assets of your Company and for preventing and Policy) Rules, 2014 is enclosed as Annexure 2 to this Report.
detecting fraud and other irregularities; PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS
d) prepared the Annual Accounts on a going concern basis; and During the year ended 31st March, 2023, your Company has neither given
e) devised proper systems to ensure compliance with the provisions of any loan or guarantee nor has made any investment under Section 186 of
all applicable laws and that such systems are adequate and operating the Act.
effectively.
RELATED PARTY TRANSACTIONS
INTERNAL FINANCIAL CONTROLS
During the year ended 31st March, 2023, all the related party transactions
The Corporate Governance Policy of your Company that delineates the
entered into by the Company were in the ordinary course of business and
roles, responsibilities and authorities of the key functionaries involved in
governance, coupled with the Code of Conduct that commits management at arm’s length. The details of material related party transactions in the
to your Company’s financial and accounting policies, systems and processes prescribed Form AOC-2 are enclosed as Annexure 3 to this Report.
together with the Risk Management framework, provide the foundation for SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS /
your Company’s Internal Financial Controls with reference to the Financial COURTS / TRIBUNALS
Statements.
During the year under review, no significant or material orders were passed
The Financial Statements of your Company are prepared on the basis of
by the Regulators / Courts / Tribunals impacting the going concern status
the Significant Accounting Policies that are selected by the management
of your Company and its future operations.
and approved by the Board. The tenets of these Policies are implemented
through the Accounting Manual, Standard Operating Procedures and pre- COST RECORDS
determined authority levels for executing transactions. These, along with Your Company is not required to maintain cost records in terms of Section
the transactional controls built into the IT systems, ensure appropriate
148 of the Act read with the Companies (Cost Records and Audit) Rules,
segregation of duties and approval mechanisms commensurate with the
2014.
level of responsibility. Management periodically reviews the aforesaid
regime of controls and its operating effectiveness. Internal audits are EXTRACT OF ANNUAL RETURN
conducted and the findings and recommendations arising from such audits In terms of Sections 92(3) and 134 of the Act, the annual return of the
are reviewed by the Board and tracked thoroughly for implementation.
Company is available on the website of the Company and the same can be
Your Company has in place adequate Internal Financial Controls with accessed at: https://technituberindia.com/compliance .
reference to the Financial Statements, commensurate with its size and
nature of its operations. Such Controls have been tested during the year, STATUTORY AUDITORS
taking into consideration the essential components of internal controls Messrs. S R B C & CO LLP, Chartered Accountants (‘SRBC’), were appointed
as applicable. Based on the results of such assessment carried out by the as the Auditors of your Company at the 20th AGM held on 11th June, 2019
management, no reportable material weakness or significant deficiency to hold such office till the conclusion of the 25th AGM (up to financial year
in the design or operation of internal financial controls was observed. 2023-24). Pursuant to Section 142 of the Act, the Board has recommended
Nonetheless, your Company recognises that any internal financial control

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 TECHNICO AGRI SCIENCES LIMITED

for the approval of the Members, remuneration of SRBC for the financial issued by the Institute of Company Secretaries of India and approved by the
year 2023-24. Appropriate resolution in respect of the same is appearing in Central Government under Section 118 of the Act.
the Notice convening the ensuing AGM of the Company. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN
There were no qualification, reservation or adverse remark or disclaimer EXCHANGE EARNINGS AND OUTGO
made by the Statutory Auditors in their Report on the financial statements The information with respect to conservation of energy, technology
of the Company for the year ended 31st March, 2023. absorption and foreign exchange earnings and outgo in terms of Section
SECRETARIAL AUDITORS 134 of the Act read with Rule 8 of the Companies (Accounts) Rules, 2014 is
enclosed under Annexure 5 to this Report.
Your Board appointed Messrs. S.K. Sikka & Associates, Practising Company
ACKNOWLEDGEMENT
Secretaries, as the Secretarial Auditors of the Company for the financial year
ended 31st March, 2023. The Report of the Secretarial Auditors pursuant to Your Board acknowledges the assistance and support rendered to the
Section 204 of the Act, is enclosed under Annexure 4 to this Report. Company by the Government, Banks, customers and business associates
and the hardwork of employees.
There were no qualification, reservation or adverse remark or disclaimer
Your Directors look forward to the future with confidence.
made by the Secretarial Auditor in the Secretarial Auditor’s Report.
On behalf of the Board
COMPLIANCE WITH SECRETARIAL STANDARDS
S. Sivakumar
Your Company is in compliance with the applicable Secretarial Standards
Dated : 1st May, 2023 Chairman

Annexure 1 to the Report of the Board of Directors for the financial year ended 31st March, 2023
[Information pursuant to Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014]

Name of Age Designation Gross Net Qualifications Experience Date of Previous Employment/
employees Remuneration Remuneration (Years) Commencement Position held
(`) (`) of Employment/
Deputation

1 2 3 4 5 6 7 8 9

Soundararadjane S * 53 Chief Executive Officer 2,13,76,477 1,08,79,935 M.Sc. (Agriculture) 30 28.11.2020 Monsanto Holdings Private
Limited Commercial
Lead – Asia Africa Region

S. Pal Singh * 61 Vice President – Supply Chain 1,38,18,601 74,61,840 M.Sc. (Agriculture) 37 01.04.2012 Russell Credit Limited –
on deputation to Technico
Agri Sciences Limited

N. K. Jha * 47 Business Head – Seed & F&V 1,12,32,868 67,96,897 M.Sc. (Agriculture), 19 16.08.2007 Reliance Retail Limited –
M.S. (IT in State Head - Planning & MIS
Agriculture), M.B.A.
(Marketing)

S. Madan 57 Chief Financial Officer 1,03,81,106 70,14,360 B.Com. (Hons.), 31 01.08.2005 Saboo Coatings Limited –
F.C.A. Chief Finance Officer

A. Aggarwal 44 General Manager - Finance 43,33,690 31,42,698 B.Com., A.C.A. 21 03.03.2006 Satyam Computer Services
Limited – Sr. Associate

T. Pant 56 General Manager - Agronomy 38,80,639 28,72,503 M.Sc. (Agriculture) 28 01.08.2001 Indomint Agriproducts Private
Limited – Area Manager

S. K. Das 47 Head Channel Sales 33,36,881 26,13,081 B.Sc. (Agriculture) 20 15.04.2022 Utkal Tubers India Private
Limited – National Sales
Manager

Rajvir Singh 52 Deputy General Manager - Facility 31,52,219 24,08,661 M.Sc. (Agriculture) 28 15.05.2000 Salora Floritech Limited –
Horticulturist

D. K. Suman 47 Deputy General Manager - Seed 31,31,664 23,76,323 M.Sc. (Breeding & 23 23.08.2021 Mc Cain Foods India Private
Production Genetic Resources) Limited – Sr. Manager
Agriculture Operations

N. Rohela 44 Business Manager-Chipstock 27,70,368 21,94,168 M.Sc. (Agriculture) 19 27.06.2022 Pepsico India Holdings Private
Limited - Regional Manager

* On deputation from ITC Limited, holding company (ITC).

Notes:

a. Gross remuneration includes salary, variable pay / performance bonus, long-term incentives, allowances & other benefits / applicable perquisites borne by the Company, except provisions for gratuity
and leave encashment which are actuarially determined on an overall Company basis. The term ‘remuneration’ has the meaning assigned to it under the Companies Act, 2013.
b. Net remuneration comprises cash income less income tax, education cess deducted at source and employee’s own contribution to provident fund.
c. Certain employees (including deputed employees) have been granted Stock Options by ITC under its Employee Stock Option Schemes at ‘market price’ [within the meaning of the Securities and
Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021]. Since these Stock Options are not tradeable, no perquisite or benefit is immediately conferred upon the
employee by grant of such Options, and accordingly the said grant has not been considered as remuneration.
d. All appointments (except deputed employees) are contractual in accordance with terms and conditions as per your Company’s rules.
e. The aforesaid employees are / were neither relative of any Director of your Company nor hold any equity share in your Company.

On behalf of the Board

Dated : 1st May, 2023 S. Sivakumar
Chairman

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 TECHNICO AGRI SCIENCES LIMITED

Annexure 2 to the Report of the Board of Directors

Annual Report on CSR Activities of the Company for the financial year ended 31st March, 2023
[Section 135 of the Companies Act, 2013 read with the Companies (Corporate Social Responsibility Policy) Rules, 2014]

1. A brief outline on CSR Policy of the Company:

Technico Agri Sciences Limited (TASL), a wholly owned subsidiary of ITC Limited (ITC), discharges its corporate social responsibilities (CSR) by aligning
itself with the CSR Policy of ITC.
TASL, accordingly, undertake CSR activities:
(a) as listed in Schedule VII to the Companies Act, 2013 (the Act), in line with the CSR initiatives of ITC and as approved by the CSR Committee of the
Board of the Company;
(b) directly or through a registered trust or a registered society or a company established under Section 8 of the Act; TASL may also contribute to the
corpus of a registered trust or a registered society or a company under Section 8 of the Act, established by ITC or otherwise, provided (i) such trust
/ society / company is created exclusively for undertaking CSR activities or (ii) the corpus of such trust / society / company is created exclusively
for a purpose directly relatable to a subject covered in Schedule VII to the Act. Such trust / society / company should also have an established track
record of undertaking CSR activities for three years.
TASL may collaborate with ITC or other companies for undertaking CSR activities.
2. Composition of the CSR Committee:

Sl. Name of Director Designation / Nature of Number of meetings of CSR Number of meetings of CSR
No. Directorship Committee held during the year Committee attended during
the year
1. Mr. S. Sivakumar (Chairman Chairman & Non-Executive 2
of the Committee) Director
2. Mr. D. Ashok Member - 2
Non- Executive Director
2
3. Mr. Sachidanand S. Madan** Member - 2
Non- Executive Director
3. Mr. David McDonald** Member - 0
Non- Executive Director

** On completion of term of Mr. Sachidanand S. Madan on 27th November, 2022, Mr. David McDonald was appointed as a member of the CSR
Committee with effect from 28th November, 2022. No meeting of CSR Committee was held post appointment of Mr. David McDonald as member
of the Committee.

3. The web-link where composition of CSR Committee, CSR Policy and CSR projects approved by the Board are disclosed on the website of the Company:
www.technituberindia.com .

4. Executive summary along with web-link(s) of Impact Assessment of CSR Projects carried out in pursuance of sub-rule (3) of Rule 8, if applicable:
Not Applicable

5. (a) Average net profit of the Company as per Section 135(5): ` 5883.75 lakhs
(b) Two percent of average net profit of the Company as per sub-section (5) of Section 135: ` 117.7 lakhs
(c) Surplus arising out of the CSR projects or programmes or activities of the previous financial years: Nil
(d) Amount required to be set off for the financial year, if any: Nil
(e) Total CSR obligation for the financial year [(b)+(c)-(d)]: ` 117.7 lakhs

6. (a) Amount spent on CSR Projects (both Ongoing Project and other than Ongoing Project): ` 118.4 lakhs
(b) Amount spent in Administrative Overheads: NIL
(c) Amount spent on Impact Assessment, if applicable.: Not Applicable
(d) Total amount spent for the financial year [(a)+(b)+(c)]: ` 118.4 lakhs
(e) CSR amount spent or unspent for the financial year:

Total Amount Spent Amount Unspent (in `)

for the financial
Total Amount transferred to Unspent Amount transferred to any fund specified under Schedule
year (in `)
CSR Account as per Section 135(6) VII as per second proviso to Section 135(5)
Amount (`) Date of transfer Name of the Fund Amount (`) Date of transfer
` 118.4 lakhs Not Applicable

f) Excess amount for set off, if any:

Sl. No. Particular Amount

( ` in lakhs)
(i) Two percent of average net profits of the Company as per Section 135(5) 117.7
(ii) Total amount spent for the financial year 118.4
(iii) Excess amount spent for the financial year [(ii)-(i)] 0.7
(iv) Surplus arising out of the CSR projects or programmes or activities of the previous financial years, if any –
(v) Amount available for set off in succeeding financial years [(iii)-(iv)] 0.7#

# The total CSR spend during the FY 2022-23 amounts to ` 118.4 lakhs against an obligation of ` 117.7 lakhs. Hence there is an excess spend of
` 0.70 lakhs for which set off is not being claimed by the Company.

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 TECHNICO AGRI SCIENCES LIMITED

7. Details of Unspent CSR amount for the preceding three financial years:

Sl. Preceding Amount Amount spent in Amount transferred to any fund specified under Amount remaining
No. financial transferred to the reporting Schedule VII as per Section 135(6), if any to be spent in
year Unspent CSR financial year succeeding
Account under (in `) financial years
Section 135 (6) (in `) (in `)
Name of the Fund Amount (in `) Date of transfer
1 2019-20
2 2020-21 Not Applicable
3 2021-22

8. In case of creation or acquisition of capital asset, through CSR spent in the financial year (asset-wise details):
Yes 3 No
If Yes. Enter the number of Capital assets created/ acquired: Not applicable
Furnish the details relating to such assets(s) so created or acquired through Corporate Social Responsibility amount spent in the Financial Year:

Sl. No. Short particulars of the property or Pincode of the Date of creation Amount of CSR Details of entity/
asset(s) [including complete address property or assets(s) amount spent Authority/ beneficiary of
and location of the property] the registered owner
CSR Registration Name Registered Address
Number if
applicable
Not Applicable

9. Specify the reason(s), if the Company has failed to spend two per cent of the average net profit as per Section 135(5): Not Applicable

On behalf of the Board

Dharmarajan Ashok S. Sivakumar
Dated : 1st May, 2023 Director
Chairman CSR Committee
.

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 TECHNICO AGRI SCIENCES LIMITED

Annexure 3 to the Report of the Board of Directors for the financial year
ended 31st March, 2023

FORM NO. AOC-2

[Pursuant to Section 134(3)(h) of the Companies Act, 2013 and Rule 8(2) of the Companies (Accounts) Rules, 2014]
Form for disclosure of particulars of contracts / arrangements entered into by your Company with related parties referred to in sub-section (1) of
Section 188 of the Companies Act, 2013 including certain arm’s length transactions under third proviso thereto
1. Details of contracts or arrangements or transactions not at arm’s length basis

a) Name(s) of the related party and nature of relationship

b) Nature of contracts / arrangements / transactions

c) Duration of the contracts / arrangements / transactions

d) Salient terms of the contracts or arrangements or transactions including the value,

if any
NIL
e) Justification for entering into such contracts or arrangements or transactions

f) Date(s) of approval by the Board

g) Amount paid as advances, if any

h) Date on which the special resolution was passed in general meeting as required
under first proviso to Section 188

2. Details of material contracts or arrangements or transactions at arm’s length basis

A.

a) Name(s) of the related party and nature of relationship ITC Limited, the Holding Company (ITC)

b) Nature of contracts / arrangements / transactions Sale of potatoes (Chipstock), fruits and vegetables

c) Duration of the contracts / arrangements / transactions 1st April, 2022 to 31st March, 2023

d) Salient terms of the contracts or arrangements or transactions The Company sold potatoes to ITC having aggregate sale value of ` 5,141.60
including the value, if any lakhs

e) Date(s) of approval by the Board, if any 22nd March, 2022

f) Amount paid as advances, if any Nil

B.

a) Name(s) of the related party and nature of relationship Mr. Sachidanand Shivprakash Madan - A retainer and Non-Executive Director
of your Company.

b) Nature of contracts / arrangements / transactions Mr. Madan provided professional advisory services to the Company in
the areas of global potato variety development, their imports specially for
Chipstock, potato minituber production and sale including export, seed
potato multiplication and sale, farming of potatoes, global & local breeder and
processor relationships etc.

c) Duration of the contracts / arrangements / transactions 28th November, 2021 to 27th November, 2022.

d) Salient terms of the contracts or arrangements or transactions Remuneration: Monthly fee of ` 5,50,000/- plus goods and services tax as
including the value, if any applicable, and variable pay linked to agreed deliverables not exceeding
` 30,00,000/- per annum.

e) Date(s) of approval by the Board, if any 19th October, 2021

f) Amount paid as advances, if any Nil

On behalf of the Board

Dated : 1st May, 2023 S. Sivakumar
Chairman

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 TECHNICO AGRI SCIENCES LIMITED

Annexure 4 to the Report of the Board of Directors for the financial year ended 31st March, 2023

SECRETARIAL AUDIT REPORT (Form No. MR-3)

[Pursuant to Section 204(1) of the Companies Act, 2013 and Rule No. 9 of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014]
For the financial year ended 31st March 2023

To
The Members
Technico Agri Sciences Limited
(CIN U01111DL1999PLC098646)
25, Community Centre Basant Lok,
Vasant Vihar, South West Delhi, 110057

I have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate practices by TECHNICO
AGRI SCIENCES LIMITED (hereinafter called as “the Company”). Secretarial Audit was conducted in a manner that provided me a reasonable basis for
evaluating the corporate conducts/statutory compliances and expressing my opinion thereon.
Based on my verification of the Company’s books, registers, papers, minute books, forms and returns filed and other records maintained by the Company
and available on MCA portal and also the information provided by the Company, its officers, agents and authorised representatives during the conduct
of secretarial audit, I hereby report that in my opinion, the Company has, during the audit period covering the Financial Year ended on 31st March 2023,
complied with the applicable statutory provisions listed hereunder and also that the Company has proper Board-processes and compliance mechanism in
place to the extent, in the manner and subject to the reporting made hereinafter:
I have examined the books, registers, papers, minute books, forms and returns filed and other records maintained by the Company for the financial year
ended on 31st March 2023, according to the provisions of:
1) The Companies Act, 2013 (the Act) and the rules made thereunder;
2) The Depositories Act, 2018 and the Regulations and bye-laws framed thereunder;
3) The Foreign Exchange Management Act, 1999 and the rules and regulations made thereunder to the extent of Foreign Direct Investment, Overseas
Direct Investment and External Commercial Borrowings;
4) Specific laws applicable as mentioned hereunder:
(a) The Seeds Act, 1966.
The Company is an unlisted public company and a wholly owned subsidiary of a listed company.
I have also examined compliance with the applicable clauses of the Secretarial Standards pursuant to Section 118(10) of the Act, issued by the Institute of
Company Secretaries of India.
During the period under review, the Company has complied with the applicable provisions of the Act, Rules, Regulations, Guidelines, Standards, etc.
mentioned above.
I further report that the Board of Directors of the Company is duly constituted. The changes in the composition of the Board of Directors that took place
during the period under review were carried out in compliance with the provisions of the Act.
- Adequate notices were given to all the Directors to schedule the Board Meetings, including committees thereof, along with agenda and detailed notes
on agenda at least seven days in advance, and a system exists for seeking and obtaining further information and clarifications on the agenda items
before the meeting and for meaningful participation at the meeting by the directors. The decisions are carried unanimously.
- The total amount required to be spent by the Company on CSR was ` 117.70 lakhs and the amount actually spent during the year under report was
` 118.47 lakhs which was spent for the activities as per Schedule VII.
I further report that there are adequate systems and processes in the Company that commensurate with the size and operations of the Company to monitor
and ensure compliance with applicable laws, rules, regulations and guidelines.
I further report that during the audit period, there was no event/action having major bearing on the Company’s affairs in pursuance of the above referred
laws, rules, regulations, guidelines and standards.
I further report that during the audit period, there were no instances of:
i. Public / Rights / Preferential Issue of Shares /Sweat Equity.
ii. Redemption / Buy-Back of Securities.
iii. Merger / Amalgamation / Reconstruction etc.
iv. Foreign Technical Collaborations.
This Report is to be read with our letter of even date which is annexed as Annexure-A and forms an integral part of this report.
For S. K. SIKKA & ASSOCIATES
Company Secretaries

Place: Chandigarh (Sushil K. Sikka)

Date: 22.04.2023 Prop.
FCS 4241, CP 3582
UDIN : F004241E000172002

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 TECHNICO AGRI SCIENCES LIMITED

Annexure –A to Secretarial Auditors’ Report

To
The Members
Technico Agri Sciences Limited
(CIN U01111DL1999PLC098646)
25, Community Centre Basant Lok,
Vasant Vihar, South West Delhi, 110057

My Secretarial Audit Report for Financial Year ended on 31st March 2023 of even date is to be read along with this letter.
1. Maintenance of secretarial record is the responsibility of the management of the Company. My responsibility is to express an opinion on these secretarial
records based on my audit.
2. I have followed the audit practices and processes as were appropriate to obtain reasonable assurance about the correctness of the contents of the secretarial
records. The verification was done on test basis to ensure that correct facts are reflected in secretarial records. I believe that the process and practices, I
followed provide a reasonable basis for my opinion.
3. I have not verified the correctness and appropriateness of financial records and books of accounts of the Company.
4. Wherever required, I have obtained the Management representation about the compliance of laws, rules and regulations and happening of event etc.
5. The compliance of the provisions of Corporate and other applicable laws, rules, regulations, standards is the responsibility of management. My examination
was limited to the verification of procedures on test basis.
6. The Secretarial Audit Report is neither an assurance as to the future viability of the Company nor of the efficacy or effectiveness with which the management
has conducted the affairs of the Company.
For S. K. SIKKA & ASSOCIATES
Company Secretaries

Place: Chandigarh (Sushil K. Sikka)

Date: 22.04.2023 Prop.
FCS 4241, CP 3582
UDIN : F004241E000172002

Annexure 5 to the Report of the Board of Directors for the financial year ended
31st March, 2023

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO

i. Conservation of Energy:

Your Company continued to make efforts to improve its energy usage efficiencies. Various key performance indicators like energy consumed per unit
of production, trends in total energy consumed over the years etc. are constantly tracked to monitor energy consumption. However, the total cost of
energy in your Company’s operations is quite small. Some of the measures adopted include:
1. Installed higher efficiency Light Emitting Diodes (LEDs), which resulted in efficient energy usage of lighting systems.
2. Installed large glass windows at Facility and Company’s office for utilising natural sunlight, thereby reducing the electricity consumption.
Given the limited cost of energy in its overall operations at present, your Company does not have any active proposal for using alternate energy sources.
ii. Research and Development
Your Company continues to be engaged in Research and Development activities in both TECHNITUBER® seed potato production as well as field
generated seed potato production with the objectives of reducing consumption of water and fertilisers, trialing new climate/disease resilient varieties
of seed potatoes, using new chemicals to minimise disease pressure, thereby, reducing agricultural risk to its farmers, enhancing farm yields etc.
iii. Technology Absorption, Adaptation and Innovation - Not Applicable
iv. Foreign Exchange Earnings and Outgo (` in lakhs)
Foreign Exchange Earnings : 37.52
Foreign Exchange Outgo : 22.31

On behalf of the Board

Dated : 1st May, 2023 S. Sivakumar
Chairman

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 TECHNICO AGRI SCIENCES LIMITED

INDEPENDENT AUDITORS’ REPORT Auditor’s Responsibilities for the Audit of the Financial Statements
To the Members of Technico Agri Sciences Limited Our objectives are to obtain reasonable assurance about whether the
Report on the Audit of the Financial Statements financial statements as a whole are free from material misstatement,
whether due to fraud or error, and to issue an auditor’s report that includes
Opinion our opinion. Reasonable assurance is a high level of assurance, but is not
We have audited the accompanying financial statements of Technico Agri a guarantee that an audit conducted in accordance with SAs will always
Sciences Limited (“the Company”), which comprise the Balance sheet as at detect a material misstatement when it exists. Misstatements can arise
March 31 2023, the Statement of Profit and Loss, including the statement from fraud or error and are considered material if, individually or in the
of Other Comprehensive Income, the Cash Flow Statement and the aggregate, they could reasonably be expected to influence the economic
Statement of Changes in Equity for the year then ended, and notes to the decisions of users taken on the basis of these financial statements.
financial statements, including a summary of significant accounting policies As part of an audit in accordance with SAs, we exercise professional
and other explanatory information. judgment and maintain professional skepticism throughout the audit. We
In our opinion and to the best of our information and according to the also:
explanations given to us, the aforesaid financial statements give the • Identify and assess the risks of material misstatement of the financial
information required by the Companies Act, 2013, as amended (“the statements, whether due to fraud or error, design and perform audit
Act”) in the manner so required and give a true and fair view in conformity procedures responsive to those risks, and obtain audit evidence that
with the accounting principles generally accepted in India, of the state of is sufficient and appropriate to provide a basis for our opinion. The
affairs of the Company as at March 31, 2023, its profit including other risk of not detecting a material misstatement resulting from fraud is
comprehensive income, its cash flows and the changes in equity for the higher than for one resulting from error, as fraud may involve collusion,
year ended on that date. forgery, intentional omissions, misrepresentations, or the override of
Basis for Opinion internal control.
We conducted our audit of the financial statements in accordance with • Obtain an understanding of internal control relevant to the audit in order
the Standards on Auditing (SAs), as specified under section 143(10) of to design audit procedures that are appropriate in the circumstances.
the Act. Our responsibilities under those Standards are further described Under section 143(3)(i) of the Act, we are also responsible for
in the ‘Auditor’s Responsibilities for the Audit of the Financial Statements’ expressing our opinion on whether the Company has adequate internal
section of our report. We are independent of the Company in accordance financial controls with reference to financial statements in place and the
with the ‘Code of Ethics’ issued by the Institute of Chartered Accountants operating effectiveness of such controls.
of India together with the ethical requirements that are relevant to our • Evaluate the appropriateness of accounting policies used and the
audit of the financial statements under the provisions of the Act and the reasonableness of accounting estimates and related disclosures made
Rules thereunder, and we have fulfilled our other ethical responsibilities in by management.
accordance with these requirements and the Code of Ethics. We believe
• Conclude on the appropriateness of management’s use of the going
that the audit evidence we have obtained is sufficient and appropriate to
concern basis of accounting and, based on the audit evidence
provide a basis for our audit opinion on the financial statements.
obtained, whether a material uncertainty exists related to events or
Other Information conditions that may cast significant doubt on the Company’s ability to
The Company’s Board of Directors is responsible for the other information. continue as a going concern. If we conclude that a material uncertainty
The other information comprises the information included in the Director exists, we are required to draw attention in our auditor’s report to the
report, but does not include the financial statements and our auditor’s related disclosures in the financial statements or, if such disclosures
report thereon. are inadequate, to modify our opinion. Our conclusions are based on
the audit evidence obtained up to the date of our auditor’s report.
Our opinion on the financial statements does not cover the other information
However, future events or conditions may cause the Company to cease
and we do not express any form of assurance conclusion thereon.
to continue as a going concern.
In connection with our audit of the financial statements, our responsibility
• Evaluate the overall presentation, structure and content of the financial
is to read the other information and, in doing so, consider whether such
statements, including the disclosures, and whether the financial
other information is materially inconsistent with the financial statements or
statements represent the underlying transactions and events in a
our knowledge obtained in the audit or otherwise appears to be materially
manner that achieves fair presentation.
misstated. If, based on the work we have performed, we conclude that
there is a material misstatement of this other information, we are required We communicate with those charged with governance regarding, among
to report that fact. We have nothing to report in this regard. other matters, the planned scope and timing of the audit and significant
audit findings, including any significant deficiencies in internal control that
Responsibility of Management for the Financial Statements
we identify during our audit.
The Company’s Board of Directors is responsible for the matters stated in
We also provide those charged with governance with a statement that we
section 134(5) of the Act with respect to the preparation of these financial
have complied with relevant ethical requirements regarding independence,
statements that give a true and fair view of the financial position, financial
and to communicate with them all relationships and other matters that may
performance including other comprehensive income, cash flows and
reasonably be thought to bear on our independence, and where applicable,
changes in equity of the Company in accordance with the accounting
related safeguards.
principles generally accepted in India, including the Indian Accounting
Standards (Ind AS) specified under section 133 of the Act read with the Report on Other Legal and Regulatory Requirements
Companies (Indian Accounting Standards) Rules, 2015, as amended. This 1. As required by the Companies (Auditor’s Report) Order, 2020 (“the
responsibility also includes maintenance of adequate accounting records Order”), issued by the Central Government of India in terms of sub-
in accordance with the provisions of the Act for safeguarding of the section (11) of section 143 of the Act, we give in the “Annexure 1” a
assets of the Company and for preventing and detecting frauds and other statement on the matters specified in paragraphs 3 and 4 of the Order.
irregularities; selection and application of appropriate accounting policies; 2. As required by Section 143(3) of the Act, we report that:
making judgments and estimates that are reasonable and prudent; and the (a) We have sought and obtained all the information and explanations
design, implementation and maintenance of adequate internal financial which to the best of our knowledge and belief were necessary for
controls, that were operating effectively for ensuring the accuracy and the purposes of our audit;
completeness of the accounting records, relevant to the preparation and
(b) In our opinion, proper books of account as required by law
presentation of the financial statements that give a true and fair view and
have been kept by the Company so far as it appears from our
are free from material misstatement, whether due to fraud or error. examination of those books;
In preparing the financial statements, management is responsible for (c) The Balance Sheet, the Statement of Profit and Loss including
assessing the Company’s ability to continue as a going concern, disclosing, the Statement of Other Comprehensive Income, the Cash Flow
as applicable, matters related to going concern and using the going Statement and Statement of Changes in Equity dealt with by this
concern basis of accounting unless management either intends to liquidate Report are in agreement with the books of account;
the Company or to cease operations, or has no realistic alternative but to (d) In our opinion, the aforesaid financial statements comply with the
do so. Accounting Standards specified under Section 133 of the Act, read
Those Board of Directors are also responsible for overseeing the Company’s with Companies (Indian Accounting Standards) Rules, 2015, as
financial reporting process. amended;

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 TECHNICO AGRI SCIENCES LIMITED

(e) On the basis of the written representations received from the lend or invest in other persons or entities identified in
directors as on March 31, 2023 taken on record by the Board of any manner whatsoever by or on behalf of the company
Directors, none of the directors is disqualified as on March 31, (“Ultimate Beneficiaries”) or provide any guarantee, security
2023 from being appointed as a director in terms of Section 164 or the like on behalf of the Ultimate Beneficiaries;
(2) of the Act;
b) The management has represented that, to the best of its
(f) With respect to the adequacy of the internal financial controls knowledge and belief, no funds have been received by
with reference to these financial statements and the operating the company from any person(s) or entity(ies), including
effectiveness of such controls, refer to our separate Report in foreign entities (“Funding Parties”), with the understanding,
“Annexure 2” to this report; whether recorded in writing or otherwise, that the company
(g) In our opinion, the managerial remuneration for the year ended shall, whether, directly or indirectly, lend or invest in other
March 31, 2023 has been paid / provided by the Company to its persons or entities identified in any manner whatsoever by
directors in accordance with the provisions of section 197 read or on behalf of the Funding Party (“Ultimate Beneficiaries”)
with Schedule V to the Act; or provide any guarantee, security or the like on behalf of
(h) With respect to the other matters to be included in the Auditor’s the Ultimate Beneficiaries; and
Report in accordance with Rule 11 of the Companies (Audit and c) Based on such audit procedures that were considered
Auditors) Rules, 2014, as amended in our opinion and to the best reasonable and appropriate in the circumstances, nothing
of our information and according to the explanations given to us: has come to our notice that has caused us to believe that
i. The Company has disclosed the impact of pending litigations the representations under sub-clause (a) and (b) contain
on its financial position in its financial statements – Refer Note any material misstatement.
33 to the financial statements; v. No dividend has been declared or paid during the year by the
ii. The Company have long-term contracts as at March 31, Company.
2023 for which there were no material foreseeable losses. The vi. As proviso to rule 3(1) of the Companies (Accounts) Rules,
Company did not have any derivative contracts as at March
2014 is applicable for the company only w.e.f. April 1, 2023,
31, 2023;
reporting under this clause is not applicable.
iii. There were no amounts which were required to be transferred
For S R B C & CO LLP
to the Investor Education and Protection Fund by the
Company. Chartered Accountants

iv. a) The management has represented that, to the best of ICAI Firm Registration Number: 324982E/E300003
its knowledge and belief, no funds have been advanced per Ajay Bansal
or loaned or invested (either from borrowed funds or Partner
share premium or any other sources or kind of funds) by
the company to or in any other person(s) or entity(ies), Membership Number: 502243
including foreign entities (“Intermediaries”), with the UDIN: 23502243BGTIUP2689
understanding, whether recorded in writing or otherwise, Place of Signature: Gurugram
that the Intermediary shall, whether, directly or indirectly Date: May 01, 2023

ANNEXURE 1 REFERRED TO IN PARAGRAPH 1 UNDER THE HEADING (b) As disclosed in note 11 to the financial statements, the Company has
“REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS OF OUR been sanctioned working capital limits in excess of Rs. five crores in
REPORT ON EVEN DATE aggregate from banks and/or financial institutions during the year on
Re: Technico Agri Sciences Limited (‘the Company’) the basis of security of current assets of the Company. The monthly
returns/statements filed by the Company with such banks and financial
(i) (a) (A) The Company has maintained proper records showing full institutions are in agreement with the books of accounts of the
particulars, including situation and quantitative details of Property, Company.
Plant and Equipment. (iii) (a) During the year the Company has not provided loans, advances in the
(B) The Company has maintained proper records showing full nature of loans, stood guarantee or provided security to companies,
particulars of intangible assets. firms, Limited Liability Partnerships or any other parties. Accordingly, the
(b) Property, Plant and Equipment have been physically verified by the requirement to report on clause 3(iii)(a) of the Order is not applicable to
management during the year and no material discrepancies were the Company.
identified on such verification. (b) During the year the Company has not made investments, provided
(c) The title deeds of immovable properties (other than properties where guarantees, provided security and granted loans and advances in the
the Company is the lessee and the lease agreements are duly executed nature of loans to companies, firms, Limited Liability Partnerships or any
in favour of the lessee) disclosed in note 3.1 to the financial statements other parties. Accordingly, the requirement to report on clause 3(iii)(b)
included in property, plant and equipment are held in the name of of the Order is not applicable to the Company.
the Company, Further in respect of land admeasuring (01.04) bighas (c) The Company has not granted loans and advances in the nature of
amounting to Rs. 0.88 lakhs, the Company has received favorable order loans to companies, firms, Limited Liability Partnerships or any other
dated 28th March, 2018 passed by the court of Civil Judge, Nalagarh, parties. Accordingly, the requirement to report on clause 3(iii)(c) of the
Distt. Solan, Himachal Pradesh. The statutory time limit for filing an Order is not applicable to the Company.
appeal and other remedial measures as permitted under law has elapsed (d) The Company has not granted loans or advances in the nature of loans
and the execution proceedings in favour of the Company are in process. to companies, firms, Limited Liability Partnerships or any other parties.
Accordingly, it has been concluded that the land is held in the name of Accordingly, the requirement to report on clause 3(iii)(d) of the Order is
the Company. not applicable to the Company.
(d) The Company has not revalued its Property, Plant and Equipment (e) There were no loans or advance in the nature of loan granted to
(including Right of use assets) or intangible assets during the year companies, firms, Limited Liability Partnerships or any other parties.
ended March 31, 2023. Accordingly, the requirement to report on clause 3(iii)(e) of the Order is
(e) There are no proceedings initiated or are pending against the Company not applicable to the Company.
for holding any benami property under the Prohibition of Benami (f) The Company has not granted any loans or advances in the nature of
Property Transactions Act, 1988 and rules made thereunder.. loans, either repayable on demand or without specifying any terms or
(ii) (a) The inventory and biological assets has been physically verified by period of repayment to companies, firms, Limited Liability Partnerships
the management during the year except for inventories lying with or any other parties. Accordingly, the requirement to report on clause
third parties. In our opinion, the frequency of verification by the 3(iii)(f) of the Order is not applicable to the Company.
management is reasonable and the coverage and procedure for such (iv) There are no loans, investments, guarantees, and security in respect of
verification is appropriate. Discrepancies of 10% or more in aggregate which provisions of sections 185 and 186 of the Companies Act, 2013
for each class of inventory were not noticed. Inventories and biological are applicable and accordingly, the requirement to report on clause
assets lying with third parties have been confirmed by them as at March 3(iv) of the Order is not applicable to the Company.
31, 2023 and discrepancies of 10% or more in aggregate for each class (v) The Company has neither accepted any deposits from the public nor
of inventory were not noticed in respect of such confirmations. accepted any amounts which are deemed to be deposits within the

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 TECHNICO AGRI SCIENCES LIMITED

meaning of sections 73 to 76 of the Companies Act and the rules made (xiii) Transactions with the related parties are in compliance with sections
thereunder, to the extent applicable. Accordingly, the requirement to 188 of Companies Act, 2013 where applicable and the details have
report on clause 3(v) of the Order is not applicable to the Company. been disclosed in the notes to the financial statements, as required by
(vi) The Central Government has not specified the maintenance of cost the applicable accounting standards. The provisions of section 177 are
records under Section 148(1) of the Companies Act, 2013, for the not applicable to the Company and accordingly the requirements to
products of the Company. report under clause 3(xiii) of the Order insofar as it relates to section
(vii) (a) The Company is regular in depositing with appropriate authorities 177 of the Act is not applicable to the Company.
undisputed statutory dues including goods and services tax, provident (xiv) (a) The Company has an internal audit system commensurate with the size
fund, employees’ state insurance, income-tax, sales-tax, service tax, and nature of its business
duty of customs, duty of excise, value added tax, cess and other
(b) The Company has an internal audit cycle commencing from October
statutory dues applicable to it. According to the information and
01, 2021 and ending on September 30, 2022, for which report was
explanations given to us and based on audit procedures performed by
us, no undisputed amounts payable in respect of these statutory dues considered by us.
were outstanding, at the year end, for a period of more than six months (xv) The Company has not entered into any non-cash transactions with its
from the date they became payable. directors or persons connected with its directors and hence requirement
(b) According to the records of the Company, the dues of income-tax on to report on clause 3(xv) of the Order is not applicable to the Company.
account of any dispute, are as follows: (xvi) (a) The provisions of section 45-IA of the Reserve Bank of India Act, 1934
(2 of 1934) are not applicable to the Company. Accordingly, the
Name of the Nature of Period to which Amount Forum where
requirement to report on clause (xvi)(a) of the Order is not applicable
statute dues the amount involved dispute is pending
relates (INR in lakhs) to the Company.

Income tax Act, Income tax Assessment Year Commissioner of (b) The Company has not conducted any Non-Banking Financial or Housing
1961 demand 2016-2017 1,066.85 Income tax (appeals) Finance activities without obtained a valid Certificate of Registration
(CoR) from the Reserve Bank of India as per the Reserve Bank of India
Income tax Act, Income tax Assessment Year Commissioner of
Act, 1934.
1961 demand 2017-2018 1,286.16 Income tax (appeals)
(c) The Company is not a Core Investment Company as defined in
Income tax Act, Income tax Assessment Year 982.03 Commissioner of
the regulations made by Reserve Bank of India. Accordingly, the
1961 demand 2018-2019 Income tax (appeals)
requirement to report on clause 3(xvi) of the Order is not applicable to
Income tax Act, Income tax Assessment Year 1,168.03 Commissioner of the Company.
1961 demand 2020-2021 Income tax (appeals)
(d) There is not more than one CIC as part of the Group, hence, the
(viii) The Company has not surrendered or disclosed any transaction, requirement to report on clause 3(xvi)(d) of the Order is not applicable
previously unrecorded in the books of account, in the tax assessments to the Company.
under the Income Tax Act, 1961 as income during the year. Accordingly,
(xvii) The Company has not incurred cash losses during the year and in the
the requirement to report on clause 3(viii) of the Order is not applicable
immediately preceding financial year.
to the Company.
(xviii) There has been no resignation of the statutory auditors during the year
(ix) (a) The Company has not defaulted in repayment of loans or other
and accordingly requirement to report on Clause 3(xviii) of the Order is
borrowings or in the payment of interest thereon to any lender.
not applicable to the Company.
(b) The Company has not been declared willful defaulter by any bank or
financial institution or government or any government authority. (xix) On the basis of the financial ratios disclosed in note 45 to the financial
statements, ageing and expected dates of realization of financial assets
(c) The Company did not have any term loans outstanding during the year
and payment of financial liabilities, other information accompanying
hence, the requirement to report on clause (ix)(c) of the Order is not
the financial statements, our knowledge of the Board of Directors and
applicable to the Company.
management plans and based on our examination of the evidence
(d) The Company did not raise any funds during the year hence, the supporting the assumptions, nothing has come to our attention, which
requirement to report on clause (ix)(d) of the Order is not applicable to
causes us to believe that any material uncertainty exists as on the date
the Company.
of the audit report that Company is not capable of meeting its liabilities
(e) The Company does not have any subsidiary, associate or joint venture. existing at the date of balance sheet as and when they fall due within a
Accordingly, the requirement to report on Clause 3(ix)(e) of the Order period of one year from the balance sheet date. We, however, state that
is not applicable to the Company. this is not an assurance as to the future viability of the Company. We
(f) The Company does not have any subsidiary, associate or joint venture. further state that our reporting is based on the facts up to the date of
Accordingly, the requirement to report on Clause 3(ix)(f) of the Order is the audit report and we neither give any guarantee nor any assurance
not applicable to the Company. that all liabilities falling due within a period of one year from the balance
(x) (a) The Company has not raised any money during the year by way of sheet date, will get discharged by the Company as and when they fall
initial public offer / further public offer (including debt instruments) due.
hence, the requirement to report on clause 3(x)(a) of the Order is not (xx) (a) In respect of other than ongoing projects, there are no unspent amounts
applicable to the Company.
that are required to be transferred to a fund specified in Schedule VII of
(b) The Company has not made any preferential allotment or private the Companies Act (the Act), in compliance with second proviso to sub
placement of shares /fully or partially or optionally convertible section 5 of section 135 of the Act. This matter has been disclosed in
debentures during the year under audit and hence, the requirement to note 31 to the financial statements.
report on clause 3(x)(b) of the Order is not applicable to the Company.
(b) There are no unspent amounts in respect of ongoing projects, that
(xi) (a) No fraud by the Company or no fraud on the Company has been are required to be transferred to a special account in compliance of
noticed or reported during the year.
provision of sub section (6) of section 135 of Companies Act. This
(b) During the year, no report under sub-section (12) of section 143 of the matter has been disclosed in note 31 to the financial statements.
Companies Act, 2013 has been filed by cost auditor/ secretarial auditor
(xxi) The company does not have any subsidiaries, associates, joint ventures.
or by us in Form ADT – 4 as prescribed under Rule 13 of Companies
Accordingly, the requirement to report on clause 3(xxi) of the Order is
(Audit and Auditors) Rules, 2014 with the Central Government.
not applicable to the company.
(c) As represented to us by the management, the whistle blower policy is
not applicable to the company. For S R B C & CO LLP
(xii) (a) The Company is not a nidhi Company as per the provisions of the Chartered Accountants
Companies Act, 2013. Therefore, the requirement to report on clause ICAI Firm Registration Number: 324982E/E300003
3(xii)(a) of the Order is not applicable to the Company.
per Ajay Bansal
(b) The Company is not a nidhi company as per the provisions of the
Partner
Companies Act, 2013. Therefore, the requirement to report on clause
3(xii)(b) of the Order is not applicable to the Company. Membership Number: 502243
(c) The Company is not a nidhi company as per the provisions of the UDIN: 23502243BGTIUP2689
Companies Act, 2013. Therefore, the requirement to report on clause Place of Signature: Gurugram
3(xii)(c) of the Order is not applicable to the Company. Date: May 01, 2023

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 TECHNICO AGRI SCIENCES LIMITED

ANNEXURE 2 TO THE INDEPENDENT AUDITOR’S REPORT OF EVEN DATE Meaning of Internal Financial Controls Over Financial Reporting with
ON THE FINANCIAL STATEMENTS OF TECHNICO AGRI SCIENCES LIMITED Reference to these Financial Statements
Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of A company’s internal financial control over financial reporting with reference
Section 143 of the Companies Act, 2013 (“the Act”) to these financial statements is a process designed to provide reasonable
We have audited the Internal financial controls over financial reporting of assurance regarding the reliability of financial reporting and the preparation of
Technico Agri Sciences Limited (“the Company”) as of March 31, 2023 in financial statements for external purposes in accordance with generally accepted
conjunction with our audit of the financial statements of the Company for the accounting principles. A company’s internal financial control over financial
year ended on that date. reporting with reference to these financial statements includes those policies and
procedures that (I) pertain to the maintenance of records that, in reasonable
Management’s Responsibility for Internal Financial Controls
detail, accurately and fairly reflect the transactions and dispositions of the assets
The Company’s Management is responsible for establishing and maintaining of the company; (2) provide reasonable assurance that transactions are recorded
internal financial controls based on the internal control over financial reporting as necessary to permit preparation of financial statements in accordance with
criteria established by the Company considering the essential components of generally accepted accounting principles, and that receipts and expenditures
internal control stated in the Guidance Note on Audit of Internal Financial Controls of the company are being made only in accordance with authorisations of
Over Financial Reporting issued by the Institute of Chartered Accountants of India. management and directors of the company; and (3) provide reasonable
These responsibilities include the design, implementation and maintenance of assurance regarding prevention or timely detection of unauthorised acquisition,
adequate internal financial controls that were operating effectively for ensuring use, or disposition of the company’s assets that could have a material effect on
the orderly and efficient conduct of its business, including adherence to the the financial statements.
Company’s policies, the safeguarding of its assets, the prevention and detection
Inherent Limitations of Internal Financial Controls Over Financial Reporting
of frauds and errors, the accuracy and completeness of the accounting records,
with Reference to these Financial Statements
and the timely preparation of reliable financial information, as required under the
Companies Act, 2013. Because of the inherent limitations of internal financial controls over financial
reporting with reference to these financial statements, including the possibility of
Auditor’s Responsibility
collusion or improper management override of controls, material misstatements
Our responsibility is to express an opinion on the Company’s internal financial due to error or fraud may occur and not be detected. Also, projections of any
controls over financial reporting with reference to these financial statements based evaluation of the internal financial controls over financial reporting with reference
on our audit. We conducted our audit in accordance with the Guidance Note to these financial statements to future periods are subject to the risk that the
on Audit of Internal Financial Controls Over Financial Reporting (the “Guidance internal financial control over financial reporting with reference to these financial
Note”) and the Standards on Auditing as specified under section 143(10) of the statements may become inadequate because of changes in conditions, or that
Companies Act, 2013, to the extent applicable to an audit of internal financial the degree of compliance with the policies or procedures may deteriorate.
controls and, both issued by the Institute of Chartered Accountants of India.
Opinion
Those Standards and the Guidance Note require that we comply with ethical
requirements and plan and perform the audit to obtain reasonable assurance In our opinion, the Company has, in all material respects, adequate internal
about whether adequate internal financial controls over financial reporting with financial controls over financial reporting with reference to these financial
reference to these financial statements was established and maintained and if statements and such internal financial controls over financial reporting with
such controls operated effectively in all material respects. reference to these financial statements were operating effectively as at March 31,
2023, based on the internal control over financial reporting criteria established
Our audit involves performing procedures to obtain audit evidence about
by the Company considering the essential components of internal control stated
the adequacy of the internal financial controls over financial reporting with
in the Guidance Note on Audit of Internal Financial Controls Over Financial
reference to these financial statements and their operating effectiveness. Our
Reporting issued by the Institute of Chartered Accountants of India.
audit of internal financial controls over financial reporting included obtaining
an understanding of internal financial controls over financial reporting with For S R B C & CO LLP
reference to these financial statements, assessing the risk that a material weakness Chartered Accountants
exists, and testing and evaluating the design and operating effectiveness of ICAI Firm Registration Number: 324982E/E300003
internal control based on the assessed risk. The procedures selected depend
on the auditor’s judgement, including the assessment of the risks of material per Ajay Bansal
misstatement of the financial statements, whether due to fraud or error. Partner
Membership Number: 502243
We believe that the audit evidence we have obtained is sufficient and appropriate
UDIN: 23502243BGTIUP2689
to provide a basis for our audit opinion on the internal financial controls over
Place of Signature: Gurugram
financial reporting with reference to these financial statements.
Date: May 01, 2023

308
 TECHNICO AGRI SCIENCES LIMITED

BALANCE SHEET AS AT 31 MARCH, 2023

(Amount in ` lakhs)
As at As at
Particulars Notes 31 March 31 March
2023 2022
ASSETS
Non-current assets
(a) Property, plant and equipment 3.1 2370.84 1496.32
(b) Capital work-in-progress 3.1 – 108.92
(c) Intangible assets 3.2 4.17 5.88
(d) Intangible assets under development 3.3 1.06 –
(e) Right-of-use assets 3.4,34 190.37 134.86
(f) Financial assets
(i) Other financial assets 6 11.87 11.78
(g) Deferred tax assets (Net) 7 8.42 4.89
(h) Other non-current assets 8 25.22 38.72
Total non-current assets 2611.95 1801.37
Current assets
(a) Inventories 9 6165.62 3324.65
(b) Biological assets other than bearer plants 4 14064.73 10692.33
(c) Financial assets
(i) Investments 5 – 3620.51
(ii) Trade receivables 10 116.78 543.40
(iii) Cash and cash equivalents 11 108.96 341.73
(iv) Other bank balances 12 4525.00 2433.00
(v) Other financial assets 6 201.54 55.56
(d) Other current assets 8 115.88 119.11
Total current assets 25298.51 21130.29
Total assets 27910.46 22931.66
EQUITY AND LIABILITIES
Equity
(a) Equity share capital 13 3796.28 3796.28
(b) Other equity 14 10598.96 6457.05
Total equity 14395.24 10253.33
Liabilities
Non-current liabilities
(a) Financial liabilities
(i) Lease liabilities 34 194.02 145.56
(ii) Other financial liabilities 17 34.98 34.57
(b) Provisions 15 22.97 26.75
Total non-current liabilities 251.97 206.88
Current liabilities
(a) Financial liabilities
(i) Lease liabilities 34 34.38 18.43
(ii) Trade payables
- total outstanding dues of micro enterprises and small enterprises 16 0.02 3.63
- total outstanding dues of creditors other than micro enterprises
and small enterprises 16 6781.23 5911.64
(iii) Other financial liabilities 17 519.90 413.14
(b) Contract liabilities 18 2324.68 2931.55
(c) Other current liabilities 19 67.95 356.40
(d) Liabilities for current tax (net of advance income tax including
TDS recoverable) 3455.17 2765.44
(e) Provisions 15 79.92 71.22
Total current liabilities 13263.25 12471.45
Total liabilities 13515.22 12678.33
Total equity and liabilities 27910.46 22931.66
The accompanying notes 1 to 46 are an integral part of the financial statements
This is the Balance Sheet referred to in our report of even date.
For SRBC & Co LLP For and on behalf of the Board of Directors of Technico Agri Sciences Limited
Firm registration number: 324982E/E300003
Chartered Accountants
Ajay Bansal S. Sivakumar Dharmarajan Ashok Soundararadjane S.
Partner Chairman Director Chief Executive Officer
Membership no.: 502243 Hyderabad Kolkata Chandigarh
Sanjeev Madan Vanshika Kapur
Chief Financial Officer Company Secretary
Chandigarh Chandigarh
Place: Gurugram
Date: 1 May, 2023 Date: 1 May, 2023

309
 TECHNICO AGRI SCIENCES LIMITED

STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED 31 MARCH, 2023
(Amount in ` lakhs)
For the year ended For the year ended
Particulars Notes 31 March 2023 31 March 2022
I Revenue from operations 20 25776.57 25666.89
II Other income 21 600.88 435.99
III Total Income (I+II) 26377.45 26102.88
IV Expenses
Cost of raw material and components consumed 22 1382.22 1391.73
Purchases of stock-in-trade and biological assets 23 8794.53 5791.15
Changes in inventories of finished goods, stock-in-trade and biological assets 24, 4 (6233.98) 593.50
Employee benefits expense 25 1822.62 1540.13
Finance costs 26 18.69 20.64
Depreciation and amortisation expense 27 262.63 207.77
Other expenses 28 15447.41 11476.02
Total expenses (IV) 21494.12 21020.94
V Profit before tax (III-IV) 4883.33 5081.94
VI Tax expenses :
(1) Current tax 29 749.66 776.80
(2) Deferred tax 7, 29 (4.71) 1.20
Total tax expenses 744.95 778.00
VII Profit for the year (V-VI) 4138.38 4303.94
VIII Other comprehensive income
(i) Items that will not be reclassified to profit or loss
- Remeasurements of net defined benefit liability 35 4.71 (0.01 )
(ii) Tax relating to items that will not be reclassified to profit or loss (1.18) –
Total other comprehensive income/(loss) (i + ii) 3.53 (0.01 )
IX Total comprehensive income for the year (VII+VIII) 4141.91 4303.93
Earnings per share (in `) [(Face value ` 10 each (31 March 2022 : ` 10)] 30
(1) Basic 10.90 11.34
(2) Diluted 10.90 11.34
The accompanying notes 1 to 46 are an integral part of the financial statements
This is the Statement of Profit and Loss referred to in our report of even date.
For SRBC & Co LLP For and on behalf of the Board of Directors of Technico Agri Sciences Limited
Firm registration number: 324982E/E300003
Chartered Accountants
Ajay Bansal S. Sivakumar Dharmarajan Ashok Soundararadjane S.
Partner Chairman Director Chief Executive Officer
Membership no.: 502243 Hyderabad Kolkata Chandigarh
Sanjeev Madan Vanshika Kapur
Chief Financial Officer Company Secretary
Chandigarh Chandigarh
Place: Gurugram
Date: 1 May, 2023 Date: 1May, 2023

310
 TECHNICO AGRI SCIENCES LIMITED

STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 MARCH, 2023

A. Equity Share Capital

(Amount in ` lakhs)

Particulars Number of Shares Amount

For the year ended 31 March 2023
Equity shares of ` 10 each issued, subscribed and fully paid At 1 April 2022 37962800 3796.28
Changes in Equity Share Capital due to prior period errors – –
Restated balance at 1 April 2022 37962800 3796.28
Changes in Equity Share Capital during the year – –
At 31 March 2023 37962800 3796.28
For the year ended 31 March 2022
Equity shares of ` 10 each issued, subscribed and fully paid At 1 April 2021 37962800 3796.28
Changes in Equity Share Capital due to prior period errors – –
Restated balance at 1 April 2021 37962800 3796.28
Changes in Equity Share Capital during the year – –
At 31 March 2022 37962800 3796.28

B. Other Equity (Amount in ` lakhs)

For the year ended 31 March 2023
Particulars Retained Earnings
As at 1 April 2022 6457.05
Changes in accounting policy or prior period errors -
Restated balance as at 1 April 2022 6457.05
Profit for the period 4138.38
Other Comprehensive income/(loss) (net of tax) 3.53
Total comprehensive income for the current year 4141.91
Interim dividend paid -
At 31 March 2023 10598.96

For the year ended 31 March 2022

Particulars Retained Earnings
As at 1 April 2021 5190.14
Changes in accounting policy or prior period errors -
Restated balance as at 1 April 2021 5190.14
Profit for the period 4303.94
Other Comprehensive income/(loss) (net of tax) (0.01)
Total comprehensive income for the previous year 4303.93
Interim dividend paid (3037.02)
At 31 March 2022 6457.05

The accompanying notes 1 to 46 are an integral part of the financial statements

This is the Statement of Changes in Equity referred to in our report of even date.
For SRBC & Co LLP For and on behalf of the Board of Directors of Technico Agri Sciences Limited
Firm registration number: 324982E/E300003
Chartered Accountants
Ajay Bansal S. Sivakumar Dharmarajan Ashok Soundararadjane S.
Partner Chairman Director Chief Executive Officer
Membership no.: 502243 Hyderabad Kolkata Chandigarh
Sanjeev Madan Vanshika Kapur
Chief Financial Officer Company Secretary
Chandigarh Chandigarh
Place: Gurugram
Date: 1 May, 2023 Date: 1May, 2023

311
 TECHNICO AGRI SCIENCES LIMITED

CASH FLOW STATEMENT FOR THE YEAR ENDED 31 MARCH, 2023

(Amount in ` lakhs)
For the year ended For the year ended
Particulars 31 March 2023 31 March 2022
Cash flow from operating activities
Profit before tax 4883.33 5081.94
Adjustments for :
Depreciation and amortization expense 262.63 207.77
(Gain)/Loss on sale of property, plant and equipment (12.86) 17.80
Gain on sale of current investments (46.01) (20.29)
Gain on fair value measurement of investments – (9.84)
Interest expense 18.69 20.64
Interest income (415.88) (278.91)
Provisions/Liabilities written back to the extent no longer required – (3.28)
Operating profit before changes in working capital 4689.90 5015.83
Changes in operating assets and liabilities
Trade receivables 426.62 (197.46)
Inventories (2840.97) 399.18
Biological assets other than bearer plants (3372.40) 103.99
Other financial assets (53.80) 2.53
Other non-current assets (2.49) 2.65
Other current assets 3.23 36.42
Trade payables 865.98 (1911.93)
Provisions 4.92 13.37
Other financial liabilities and lease liabilities 144.80 (20.81)
Other current liabilities (895.32) 1261.84
Cash (used in)/generated from operations (1029.53) 4705.61
Taxes paid (Including TDS recoverable) (59.93) (65.02)
Net cash (used in)/generated from operating activities (A) (1089.46) 4640.59
Cash flows from investing activities
Purchase of property, plant and equipment, Intangibles etc. (1061.38) (610.36)
Purchase of current investments (14434.28) (17844.11)
Proceeds from sale/redemption of current investments 18100.80 14253.73
Investment in bank deposits (14850.00) (13888.00)
Redemption/maturity of bank deposits 12758.00 16842.00
Proceeds from sale of property, plant and equipment 18.88 15.02
Interest received 324.67 357.46
Net cash from/(used in) investing activities (B) 856.69 (874.26)
Cash flows from financing activities
Interest paid – (6.25)
Interim dividends paid – (3037.02)
Proceeds/(Repayment) from/of borrowings – (387.54)
Net cash from/(used in) financing activities (C) – (3430.81)
Net (decrease)/increase in cash and cash equivalents (A+B+C) (232.77) 335.52
Cash and cash equivalents at the beginning of the financial year 341.73 6.21
Cash and cash equivalents at end of the year (Refer Note 11) 108.96 341.73
Cash and cash equivalents as per above comprise of the following
(a) Balances with Banks
- In current account 108.96 341.68
(b) Cash on hand – 0.05
Total Cash and cash equivalents (Refer Note 11) 108.96 341.73

Notes :
1. The above cash flow statement has been prepared under the “Indirect Method” as set out in Indian Accounting Standard 7 “ Statement of cash
flows”.
2. The accompanying notes 1 to 46 are an integral part of the financial statements.
This is the cash flow statement referred to in our report of even date.
For SRBC & Co LLP For and on behalf of the Board of Directors of Technico Agri Sciences Limited
Firm registration number: 324982E/E300003
Chartered Accountants
Ajay Bansal S. Sivakumar Dharmarajan Ashok Soundararadjane S.
Partner Chairman Director Chief Executive Officer
Membership no.: 502243 Hyderabad Kolkata Chandigarh
Sanjeev Madan Vanshika Kapur
Chief Financial Officer Company Secretary
Chandigarh Chandigarh
Place: Gurugram
Date: 1 May, 2023 Date: 1 May, 2023

312
 TECHNICO AGRI SCIENCES LIMITED

NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH, 2023

1. Nature of Operations The Company recognises revenue when the Company performs
Technico Agri Sciences Limited is a Company limited by shares, its obligations to its customers and the amount of revenue can be
incorporated in India. Its registered office is situated at 25 Community measured reliably and recovery of the consideration is probable and
Centre, Basant Lok, Vasant Vihar, Delhi and principal place of business specific criteria have been met for each of the company’s activities
is at SCO - 835, First and Second Floor, NAC, Sector 13 (Manimajra), as described below:
Chandigarh. The Company is a wholly owned subsidiary of ITC Limited. (i) Sale of Goods and Services
The Company is primarily in the Agricultural Bio-Technology business of
growing and selling TECHNITUBER® Seed Potatoes and Field Generated Sales are recognised when the control over goods are
Seed Potatoes and also engaged in trading in Field Generated Seed transferred to the customer, which is mainly upon dispatch /
Potatoes and Fruits & Vegetables. The Company is undertaking trials at a delivery. Revenue from services is recognised in the periods in
reputed third party facility for growing Tissue Culture Plantlets of Banana. which the services are rendered.
(Refer note 4 for further details of operations of the Company). (ii) Rental income
2. Significant Accounting Policies
Rental income is recognised in the Statement of Profit and
a. Statement of Compliance Loss as per lease terms.
These financial statements have been prepared in accordance with e. Property, Plant and Equipment – Tangible Assets
Indian Accounting Standards (Ind AS) notified under section 133 of
the Companies Act, 2013 (the Act). The financial statements have Property, plant & equipment are stated at cost of acquisition or
also been prepared in accordance with the relevant presentation construction less accumulated depreciation and impairment, if any.
requirements of the Act. For this purpose, cost includes deemed cost which represents the
The Company adopted Ind AS from 1st April, 2016 with the date of carrying value of Property, plant and equipment recognised as at
transition being 1 April, 2015. 1 April, 2015 measured as per the previous Generally Accepted
Accounting Principles (GAAP).
b. Basis of preparation
Cost is inclusive of inward freight, duties and taxes and incidental
The financial statements are prepared in accordance with the
expenses related to acquisition. In respect of major projects involving
historical cost convention, except for certain items that are
construction, related pre-operational expenses form part of the value
measured at fair values, as explained in the accounting policies. The
of assets capitalised. Expenses capitalised also include applicable
financial statements are presented in Rupees Lakhs.
borrowing costs for qualifying assets, if any. All upgradation /
Fair Value is the price that would be received to sell an asset or enhancements are charged off as revenue expenditure unless they
paid to transfer a liability in an orderly transaction between market bring similar significant additional benefits.
participants at the measurement date, regardless of whether that
An item of property, plant and equipment is derecognised upon
price is directly observable or estimated using another valuation
technique. In estimating the fair value of an asset or a liability, disposal or when no future economic benefits are expected to arise
the Company takes into account the characteristics of the asset or from the continued use of asset. Any gain or loss arising on the
liability if market participants would take those characteristics into disposal or retirement of an item of property, plant and equipment
account when pricing the asset or liability at the measurement is determined as the difference between the sales proceeds and the
date. Fair value for measurement and / or disclosure purposes in carrying amount of the asset and is recognised in Statement of Profit
these financial statements is determined on such a basis, except and Loss.
for share based payment transactions that are within the scope of Depreciation of these assets commences when the assets are ready
Ind AS 102 – Share based Payment, leasing transactions that are for their intended use which is generally on commissioning. Items
within the scope of Ind AS 116 – Leases, and measurements that of property, plant and equipment are depreciated in a manner that
have some similarities to fair value but are not fair value, such as net amortises the cost (or other amount substituted for cost) of the
realisable value in Ind AS 2 – Inventories or value in use in Ind AS assets after commissioning, less its residual value, over their useful
36 – Impairment of Assets. lives as specified in Schedule II of the Companies Act, 2013 on a
In case of biological assets, cost approximates fair value when straight line basis. Land is not depreciated.
little biological transformation has taken place since initial cost The estimated useful lives of other property, plant and equipment of
incurrence or the impact of the biological transformation on price is the Company are as follows:
not expected to be material.
The preparation of financial statements in conformity with Ind Buildings 30-60 Years
AS requires management to make judgements, estimates and Leasehold Improvements Shorter of lease/license period or
assumptions that affect the application of the accounting policies estimated useful life.
and the reported amounts of assets and liabilities, the disclosure
Plant and Equipment 8 – 15 Years
of contingent assets and liabilities at the date of the financial
statements, and the reported amounts of revenues and expenses Furniture and Fixtures 10 Years
during the year. Actual results could differ from those estimates. The Vehicles 8 Years
estimates and underlying assumptions are reviewed on an ongoing
Computers and Servers 3 – 6 Years
basis. Revisions to accounting estimates are recognised in the period
in which the estimate is revised if the revision affects only that Office Equipment 5 Years
period; they are recognised in the period of the revision and future
Residual values and useful lives of property, plant and equipment are
periods if the revision affects both current and future periods.
reviewed at each Balance Sheet date and changes, if any, are treated
c. Operating cycle as changes in accounting estimate.
All assets and liabilities have been classified as current or non-current
f. Intangible Assets
as per the Company’s normal operating cycle and other criteria
set out in the Schedule III to the Companies Act, 2013 and Ind Intangible assets that the Company controls and from which it
AS 1 – Presentation of Financial Statements based on the nature expects future economic benefits are capitalised upon acquisition
of products and the time between the acquisition of assets for and measured initially:
processing and their realisation in cash and cash equivalents. i. for assets acquired in a business combination or by way of a
d. Revenue government grant, at fair value on the date of acquisition /
Revenue is recognized based on the transaction price that the grant.
Company receives or expects to receive as consideration, net of ii. for separately acquired assets, at cost comprising the purchase
estimated returns, credit notes and discounts. Revenue excludes price (including import duties and non-refundable taxes) and
Goods & Services Tax, where applicable on the supply of goods and directly attributable costs to prepare the asset for its intended
services. use.

313
 TECHNICO AGRI SCIENCES LIMITED

NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH, 2023 (Contd.)
Internally generated assets for which the cost is clearly identifiable asset and agricultural produce and any subsequent changes in fair
are capitalised at cost. Research expenditure is recognised as an value are recognised in the statement of Profit and Loss in the period
expense when it is incurred. Development costs are capitalised in which they arise.
only after the technical and commercial feasibility of the asset for Cost for this purpose includes all direct costs incurred up to the
sale or use has been established. Thereafter, all directly attributable stage of production of the respective inventories.
expenditure incurred to prepare the asset for its intended use are
i. Inventories
recognised as the cost of such assets. Internally generated brands,
websites and customer lists are not recognised as intangible assets. Inventories are valued as follows:

The carrying value of intangible assets includes deemed cost which (i) Raw materials & components and Stores & Spares
represents the carrying value of intangible assets recognised as at At cost, arrived at on FIFO basis or net realizable value,
1st April, 2015 measured as per the previous GAAP. whichever is lower. Cost comprises expenditure incurred in
The useful life of an intangible asset is considered finite where the normal course of business in bringing such inventories to
the rights to such assets are limited to a specified period of time its present location and condition.
by contract or law (e.g., patents, licenses, trademarks, franchise (ii) Traded goods
and servicing rights) or the likelihood of technical, technological
At cost arrived at on FIFO basis or net realizable value,
obsolescence (e.g., computer software, design, prototypes) or
whichever is lower. Costs are determined after deducting
commercial obsolescence (e.g., lesser known brands are those to
rebates and discounts.
which adequate marketing support may not be provided). If, there
are no such limitations, the useful life is taken to be indefinite. Net realisable value is the estimated selling price in the
ordinary course of business, less estimated costs of completion
Intangible assets that have finite lives are amortized over their
and sale.
estimated useful lives by the straight line method unless it is practical
to reliably determine the pattern of benefits arising from the asset. (iii) Agricultural Produce
An intangible asset with an indefinite useful life is not amortized. Agricultural produce is recognized at fair value less costs
All intangible assets are tested for impairment. Amortization to sell at the date of harvest. Once harvested, these goods
expenses and impairment losses and reversal of impairment losses are subsequently accounted for under Ind AS 2 in the same
are taken to the Statement of Profit and Loss. Thus, after initial manner as other inventories purchased from third parties.
recognition, an intangible asset is carried at its cost less accumulated Obsolete, slow moving and defective inventories are identified
amortization and / or impairment losses. from time to time and, where necessary, a provision is made
The useful lives of intangible assets are reviewed annually to for such inventories.
determine if a reset of such useful life is required for assets with j. Foreign Currency Transactions
finite lives and to confirm that business circumstances continue to The functional and presentation currency of the Company is Indian
support an indefinite useful life assessment for assets so classified. Rupee.
Based on such review, the useful life may change or the useful life
Transactions in foreign currency are accounted for at the exchange
assessment may change from indefinite to finite. The impact of such
rate prevailing on the transaction date. Foreign currency monetary
changes is accounted for as a change in accounting estimate.
items are reported using the closing rate. Non-monetary items
g. Impairment of Assets which are carried in terms of historical cost denominated in a
Impairment loss, if any, is provided to the extent, the carrying foreign currency, are reported using the exchange rate at the date
amount of assets or cash generating units exceed their recoverable of the transaction and non-monetary items which are carried at fair
amount. value or other similar valuation denominated in a foreign currency,
Recoverable amount is higher of an asset’s net selling price and its are reported using the exchange rates that existed when the values
value in use. The value in use is the present value of estimated future were determined.
cash flows expected to arise from the continuing use of an asset or Gains / losses arising on settlement as also on translation of
cash generating unit and from its disposal at the end of its useful life. monetary items are recognised in the Statement of Profit and Loss.
Impairment losses recognised in prior years are reversed when k. Financial Instruments, Financial Assets, Financial Liabilities and
there is an indication that the impairment losses recognised no Equity Instruments
longer exist or have decreased. Such reversals are recognised as an Financial assets and financial liabilities are recognised when the
increase in carrying amounts of assets to the extent that it does Company becomes a party to the contractual provisions of the
not exceed the carrying amounts that would have been determined relevant instrument and are initially measured at fair value except
(net of amortisation or depreciation) had no impairment loss been for trade receivables that do not contain a significant financing
recognised in the previous years. component, which are measured at transaction price. Transaction
h. Biological Assets and Agricultural Produce costs that are directly attributable to the acquisition or issue of
The Company’s operations include activities which are agricultural financial assets and financial liabilities (other than financial assets
in nature and are subject to the recognition, measurements and and financial liabilities measured at fair value through profit or loss)
disclosure requirements of Ind AS 41 - Agriculture. Biological are added to or deducted from the fair value on initial recognition
Assets are recognised when the Company controls the assets as a of financial assets or financial liabilities. Purchase or sale of financial
result of past events and it is probable that the future economic assets that require delivery of assets within a time frame established
benefits associated with the asset will flow to the Company and fair by regulation or convention in the market place (regular way trades)
value can be measured reliably. On initial recognition and at the are recognised on the trade date, i.e., the date when the Company
end of each reporting period, the biological assets are measured commits to purchase or sell the asset.
at fair value less cost to sell. Cost to sell includes the incremental Financial Assets
cost to sell including commission to traders, brokers and dealers Recognition: Financial assets include Investments, Trade Receivables,
and estimated cost to transport to the market but excludes finance Advances, Security Deposits, Cash and cash equivalents. Such assets
costs and income taxes. Harvested biological assets (i.e. agriculture are initially recognised at fair value or transaction price, as applicable
produce) are transferred to inventory at fair value less costs to sell when the Company becomes party to contractual obligations. The
when harvested. transaction price includes transaction costs unless the asset is being
Cost approximates fair value when little biological transformation fair valued through the Statement of Profit and Loss.
has taken place since the costs were originally incurred or the impact Classification: Management determines the classification of an
of biological transformation on price is not expected to be material. asset at initial recognition depending on the purpose for which the
Gains and losses arising on initial recognition of both biological assets were acquired. The subsequent measurement of financial

314
 TECHNICO AGRI SCIENCES LIMITED

NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH, 2023 (Contd.)
assets depends on such classification. Financial liabilities are derecognised when the liability is
Financial assets are classified as those measured at: extinguished, that is, when the contractual obligation is discharged,
cancelled or on expiry.
(a) amortised cost, where the financial assets are held solely for
collection of cash flows arising from payments of principal Offsetting Financial Instruments
and / or interest. Financial assets and liabilities are offset and the net amount is
(b) fair value through other comprehensive income (FVTOCI), included in the Balance Sheet where there is a legally enforceable
where the financial assets are held not only for collection of right to offset the recognised amounts and there is an intention
cash flows arising from payments of principal and interest but to settle on a net basis or realise the asset and settle the liability
also from the sale of such assets. Such assets are subsequently simultaneously.
measured at fair value, with unrealised gains and losses Equity Instruments
arising from changes in the fair value being recognised in Equity instruments are recognised at the value of the proceeds, net
other comprehensive income. of direct costs of the capital issue.
(c) fair value through profit or loss (FVTPL), where the assets l. Borrowings
are managed in accordance with an approved investment
Borrowings are initially recognised at fair value, net of transaction
strategy that triggers purchase and sale decisions based on
costs incurred. Borrowings are subsequently measured at amortised
the fair value of such assets. Such assets are subsequently
cost. In the event that the proceeds have been drawn down or is
measured at fair value, with unrealised gains and losses
likely to be drawn down in its entirety, any difference between the
arising from changes in the fair value being recognised in the
proceeds (net of transaction costs, including fees paid on establishing
Statement of Profit and Loss in the period in which they arise.
the loan facility) and the redemption amount is recognised in profit
Trade receivables, Advances, Security Deposits, Cash and cash or loss over the period of the borrowings using the effective interest
equivalents etc. are classified for measurement at amortised cost method. To the extent that it is probable that some or all of the
while investments may fall under any of the aforesaid classes. facility will not be drawn down, the fee is capitalised as prepayment
However, in respect of particular investments in equity instruments for liquidity services and amortised over the period of the facility to
that would otherwise be measured at fair value through profit or loss, which it relates.
an irrevocable election at initial recognition may be made to present
Borrowings are removed from the balance sheet when the obligation
subsequent changes in fair value through other comprehensive
specified in the contract is discharged, cancelled or expired. The
income.
difference between carrying amount of a financial liability that
Impairment: The Company assesses at each reporting date whether has been extinguished or transferred to another party and the
a financial asset (or a group of financial assets) such as Investments, consideration paid, including any non-cash assets transferred or
Trade Receivables, Advances and Security Deposits held at amortised liabilities assumed, is recognised in profit or loss as other gains /
cost and financial assets that are measured at fair value through (losses).
other comprehensive income are tested for impairment based
Borrowings are classified as current liabilities unless the Company
on evidence or information that is available without undue cost
has an unconditional right to defer settlement of the liability for at
or effort. Expected credit losses are assessed and loss allowances
least 12 months after the reporting period.
recognised if the credit quality of the financial asset has deteriorated
significantly since initial recognition. m. Employee Benefits

Reclassification: When and only when the business model is (i) Provident Fund and Employee State Insurance Scheme:
changed, the Company shall reclassify all affected financial assets Contribution towards provident fund and employee state
prospectively from the reclassification date as subsequently insurance scheme for employees is made to the regulatory
measured at amortised cost, fair value through other comprehensive authorities, where the Company has no further obligations.
income or fair value through profit or loss without restating the Such benefits are classified as Defined Contribution Schemes
previously recognised gains, losses or interest and in terms of as the Company does not carry any further obligations,
the reclassification principles laid down in the Ind AS relating to apart from the contributions made on a monthly basis. The
Financial Instruments. contributions are charged to the statement of Profit and Loss
Derecognition: Financial assets are derecognised when the right of the year, when the contributions to the respective funds
to receive cash flows from the assets has expired, or has been are due.
transferred, and the Company has transferred substantially all of the (ii) Gratuity: Gratuity liability is a defined benefit obligation
risks and rewards of ownership. Concomitantly, if the asset is one and is provided for on the basis of an actuarial valuation
that is measured at: on projected unit credit method made at the end of each
(a) amortised cost, the gain or loss is recognised in the Statement financial year. Service costs and net interest expense or
of Profit and Loss; income is reflected in the Statement of Profit and Loss.
Gain or loss on account of remeasurement are recognised
(b) fair value through other comprehensive income, the
immediately through Other Comprehensive Income in the
cumulative fair value adjustments previously taken to reserves
period in which they occur.
are reclassified to the Statement of Profit and Loss unless
the asset represents an equity investment in which case the The Company has taken a Policy with Life Insurance
cumulative fair value adjustments previously taken to reserves Corporation of India (LIC) to cover the gratuity liability
are reclassified within equity. with respect to the employees and the premium paid to
LIC is charged to Statement of Profit & Loss. The difference
Income Recognition: Interest income is recognised in the
between the actuarial valuation of the gratuity with respect to
Statement of Profit and Loss using the effective interest method.
employees at the year-end and the contribution paid to LIC is
Dividend income is recognised in the Statement of Profit and Loss
further adjusted in the books of accounts.
when the right to receive dividend is established.
(iii) Compensated Absences: Long term compensated absences
Financial Liabilities
are provided for based on actuarial valuation at the year
Borrowings, trade payables and other financial liabilities are end. The actuarial valuation is done as per projected unit
initially recognised at the fair value and are subsequently measured credit method. Actuarial gains / losses are recognised in the
at amortised cost. Any discount or premium on redemption Statement of Profit and Loss in the year in which they arise.
/ settlement is recognised in the Statement of Profit and Loss as
The benefit is unfunded.
finance cost over the life of the liability using the effective interest
method and adjusted to the liability figure disclosed in the Balance (iv) Short Term Employee Benefits: Liability is recognised during
Sheet. the period when the employee renders the services.

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NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH, 2023 (Contd.)
n. Employee Share Based Compensation of interest and reduced for the lease payments made. The carrying
The cost of stock options and stock appreciation units granted by amount of lease liabilities are also remeasured upon modification of
ITC Limited, the Holding Company, to certain employees of the lease arrangement or upon change in the assessment of the lease
company / holding company on deputation is recognized at fair term. The effect of such remeasurements is adjusted to the value of
value. These Schemes are in the nature of equity settled / cash the ROU assets.
settled share based compensation and are assessed, managed / Company as a Lessor
administered by the Holding Company. Leases in which the Company does not transfer substantially all the
In case of stock options, the fair value of stock options at the grant risks and rewards of ownership of an asset are classified as operating
date is amortised on a straight line basis over the vesting period and leases. Where the Company is a lessor under an operating lease,
cost recognized as employee benefits expenses in the Statement the asset is capitalised within property, plant and equipment and
of Profit and Loss with a corresponding credit in equity, net of depreciated over its useful economic life. Payments received under
reimbursements, if any. operating leases are recognised in the Statement of Profit and Loss
In case of stock appreciation units, the fair value of stock appreciation on a straight line basis over the term of the lease unless the receipts
units at the grant date is initially recognised and remeasured at increase in line with expected general inflation to compensate for
each reporting date, until settled, and cost recognized as employee expected inflationary cost increases, in which case, the same is
benefits expenses in the Statement of Profit and Loss with a recognised in accordance with the terms of the lease.
corresponding increase in other financial liabilities. q. Provisions
o. Taxes on Income Provisions are recognised when, as a result of a past event, the
Taxes on income comprise current taxes and deferred taxes. Company has a legal or constructive obligation; it is probable that
an outflow of resources will be required to settle the obligation; and
Current tax in the Statement of Profit and Loss is provided as the the amount can be reliably estimated The amount so recognised
amount of tax payable in respect of taxable income for the period is the best estimate of the consideration required to settle the
using tax rates and tax laws enacted or substantively enacted, if obligation at the reporting date, taking into account the risks and
applicable during the period, together with any adjustment to tax uncertainties surrounding the obligation.
payable in respect of previous years.
In an event when the time value of money is material, the provision
Deferred tax is recognised on temporary differences between the is carried at the present value of the cash flows estimated to settle
carrying amounts of assets and liabilities and the amounts used for the obligation.
taxation purposes (tax base), at the tax rates and tax laws enacted
or substantively enacted by the end of the reporting period. r. Claims

Deferred tax assets are recognised for the future tax consequences Claims against the Company not acknowledged as debts are
to the extent that it is probable that future taxable profits will be disclosed after a careful evaluation of the facts and legal aspects of
available against which the deductible temporary differences can be the matter involved.
utilised. s. Dividend Distribution
Income tax, insofar as it relates to items disclosed under Other Dividends paid (including income tax thereon) is recognised in the
Comprehensive Income or Equity, are disclosed separately under period in which the interim dividends are approved by the Board
Other Comprehensive Income or Equity, as applicable. of Directors, or in respect of the final dividend when approved by
Deferred tax assets and liabilities are offset when there is legally shareholders.
enforceable right to offset current tax assets and liabilities and when t. Operating Segments
the deferred tax balances related to the same taxation authority. Operating segments are reported in a manner consistent with the
Current tax assets and tax liabilities are offset where the entity has a internal reporting provided to the chief operating decision-maker
legally enforceable right to offset and intends either to settle on net (CODM). The CODM, who is responsible for allocating resources
basis, or to realise the asset and settle the liability simultaneously. and assessing performance of the operating segments, has been
p. Leases identified as the Board of Directors. (Refer Note - 42)
Leases are recognised as a finance lease whenever the terms of the Segments are organised based on business which have similar
lease transfer substantially all the risks and rewards of ownership to economic characteristics as well as exhibit similarities in nature of
the lessee. All other leases are classified as operating leases. products and services offered, the nature of production processes,
the type and class of customer and distribution methods.
Company as a Lessee
Segment revenue arising from third party customers is reported
Right of Use (ROU) assets are recognised at inception of a contract
on the same basis as revenue in the financial statements. Segment
or arrangement for significant lease components at cost less lease
results represent profits before finance charges, unallocated
incentives, if any. ROU assets are subsequently measured at cost less
corporate expenses and taxes.
accumulated depreciation and accumulated impairment losses, if
“Unallocated Corporate Expenses” include revenue and expenses
any. The cost of ROU assets includes the amount of lease liabilities
that relate to initiatives / costs attributable to the Company as a
recognised, initial direct cost incurred and lease payments made at
whole and are not attributable to segments.
or before the lease commencement date. ROU assets are generally
depreciated over the shorter of the lease term and estimated useful u. Cash and cash equivalents
lives of the underlying assets on a straight line basis. Lease term Cash and cash equivalents in the cash flow statement include cash
is determined based on consideration of facts and circumstances on hand, demand deposits with banks, other short-term highly
that create an economic incentive to exercise an extension option, liquid investments with original maturities of three months or less.
or not to exercise a termination option. Lease payments associated
v. Earnings per share
with short-term leases and low value leases are charged to the
Statement of Profit and Loss on a straight line basis over the term of Basic earnings per share are calculated by dividing the net profit
the relevant lease unless the receipts increase in line with expected or loss for the period attributable to equity shareholders (after
general inflation to compensate for expected inflationary cost deducting attributable taxes) by the weighted average number of
increases, in which case, the same is recognised in accordance with equity shares outstanding during the period. Partly paid equity
the terms of the lease. shares are treated as a fraction of an equity share to the extent that
they were entitled to participate in dividends relative to a fully paid
The Company recognises lease liabilities measured at the present
equity share during the reporting period.
value of lease payments to be made on the date of recognition of
the lease. Such lease liabilities do not include variable lease payments For the purpose of calculating diluted earnings per share, the net
(that do not depend on an index or a rate), which are recognised profit or loss for the period attributable to equity shareholders and
as expense in the periods in which they are incurred. Interest on the weighted average number of shares outstanding during the
lease liability is recognised using the effective interest method. period are adjusted for the effects of all dilutive potential equity
Lease liabilities are subsequently increased to reflect the accretion shares.

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 TECHNICO AGRI SCIENCES LIMITED

NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH, 2023 (Contd.)
3.1. Property, plant and equipment (Amount in ` lakhs)
Particulars Land Buildings Plant and Furniture Leasehold properties - Office Computers, Vehicles Total
(Freehold) equipment and fixtures Building improvements equipment servers & other IT
equipments
Gross carrying amount
At 1 April 2021 151.93 275.20 1231.65 7.21 23.35 1.72 65.89 62.35 1819.30
Additions – – 437.52 – – 9.03 38.89 40.02 525.46
Disposals (2.80) (25.11) – – – – – (31.11) (59.02)
At 31 March 2022 149.13 250.09 1669.17 7.21 23.35 10.75 104.78 71.26 2285.74
Additions – 474.53 533.46 12.61 30.51 3.22 33.59 15.17 1103.09
Disposals – – (18.52) (0.19) – (0.12) (3.35) – (22.18)
At 31 March 2023 149.13 724.62 2184.11 19.63 53.86 13.85 135.02 86.43 3366.65
Accumulated Depreciation
At 1 April 2021 – 75.12 455.36 3.26 20.89 1.08 41.36 36.85 633.92
Charge for the year – 12.19 145.58 0.33 – 1.37 16.20 6.03 181.70
Disposals – (3.30) – – – – – (22.90) (26.20)
At 31 March 2022 – 84.01 600.94 3.59 20.89 2.45 57.56 19.98 789.42
Charge for the year – 12.77 168.07 0.96 4.01 2.20 25.33 9.21 222.55
Disposals – – (13.96) (0.14) – (0.10) (1.96) – (16.16)
At 31 March 2023 – 96.78 755.05 4.41 24.90 4.55 80.93 29.19 995.81
Net carrying amount
At 31 March 2022 149.13 166.08 1068.23 3.62 2.46 8.30 47.22 51.28 1496.32
At 31 March 2023 149.13 627.84 1429.06 15.22 28.96 9.30 54.09 57.24 2370.84
Capital work-in-progress
At 31 March 2022 – – – – – – – – 108.92
At 31 March 2023 – – – – – – – – –
Note :
1. Freehold Land amounting to `Nil (Previous Year `Nil) is pending registration in the name of the Company. In respect of land admeasuring (01-04) bighas amounting to ` 0.88 lakh, the
Company has received favorable order dated 28th March, 2018 passed by the court of Civil Judge, Nalagarh, Distt. Solan, Himachal Pradesh. The statutory time limit for filing an appeal
and other remedial measures as permitted under law has elapsed and the execution proceedings in favour of the Company are in process. Accordingly, it has been concluded that the
land is held in the name of the Company.
2. Land amounting `101.99 lakhs (Previous Year `101.99 lakhs) has been given to holding company on operating lease.

Capital work in progress (CWIP) Ageing Schedule

(Amount in ` lakhs)

As at 31 March 2023
Particulars Amount in CWIP for a period of
Less than 1 year 1-2 years 2-3 years More than 3 years Total
Projects in progress – – – – –
Projects temporarily suspended – – – – –
Total – – – – –
As at 31 March 2022
Particulars Amount in CWIP for a period of
Less than 1 year 1-2 years 2-3 years More than 3 years Total
Projects in progress 108.92 – – – 108.92
Projects temporarily suspended – – – – –
Total 108.92 – – – 108.92

3.2 Intangible assets

(Amount in ` lakhs)

Particulars Technical know how* Computer software Trademarks Total

Gross carrying amount
At 1 April 2021 – 18.15 0.50 18.65
Additions – 3.36 – 3.36
At 31 March 2022 – 21.51 0.50 22.01
Additions – – – –
At 31 March 2023 – 21.51 0.50 22.01
Accumulated amortization
At 1 April 2021 – 14.38 0.25 14.63
Charge for the year – 1.45 0.05 1.50
At 31 March 2022 – 15.83 0.30 16.13
Charge for the year 1.66 0.05 1.71
At 31 March 2023 – 17.49 0.35 17.84
Net carrying amount
At 31 March 2022 – 5.68 0.20 5.88
At 31 March 2023 – 4.02 0.15 4.17
* Gross block of ` 938.37 lakhs, accumulated depreciation ` 938.37 lakhs has been shown as ` Nil as the Company had elected to consider carrying value as deemed cost at the date of
transition to Ind AS.
3.3 Intangible assets (Amount in ` lakhs)

Particulars As at 31 March 2023 As at 31 March 2022

Computer software 1.06 –
1.06 –

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 TECHNICO AGRI SCIENCES LIMITED

NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH, 2023 (Contd.)
3.4 Right-of-use assets (Amount in ` lakhs)
Particulars Land Building Total
Gross carrying amount
At 1 April 2021 18.75 202.95 221.70
Additions – – –
Disposals (18.75) – (18.75)

At 31 March 2022 – 202.95 202.95

Additions – 93.89 93.89

Disposals – – –
At 31 March 2023 – 296.84 296.84

Accumulated amortization

At 1 April 2021 16.93 45.34 62.27

Charge for the year 1.82 22.75 24.57
Disposals (18.75) – (18.75)
At 31 March 2022 – 68.09 68.09
Charge for the year – 38.38 38.38
Disposals – – –
At 31 March 2023 – 106.47 106.47
Net carrying amount
At 31 March 2022 – 134.86 134.86
At 31 March 2023 – 190.37 190.37

4. Biological assets other than bearer plants (Amount in ` lakhs) Company’s agronomy team. The Company also grows early generation seed potatoes of
Particulars For the year For the year G-2 onwards on leased land under a Seed Multiplication Agreement with select growers
ended ended supervised by the Company’s agronomy team as per strict agronomy protocols.
31 March 2023 31 March 2022
The Company manages the biological transformation of its seed potatoes and monitors
Opening value of biological assets 10692.33 10796.32 multiplication of the cycle(s) / generation(s) of such seed potatoes, which falls within the
ambit of agricultural activity in accordance with Ind AS 41-Agriculture. This agricultural
Biological assets acquired during 169.66 311.42
activity leads to the harvest of biological assets for sale or for conversion into agricultural
the year
produce or into additional biological assets. As these biological assets are consumable
Cost Incurred during the year 14917.95 10918.03 in nature, the operating cycle of biological transformation is less than one year for each
stage of multiplication and hence the biological assets have been classified as current.
Changes in fair value* 6367.13 6901.34 During the process of managing the biological change based on certain attributes,
the Company groups its biological assets depending on whether significant biological
Biological assets sold during the year (16844.02) (17736.64)
transformation has taken place since initial incurrence of cost. The marketability as a
Harvested potatoes transferred to (798.99) (82.25) biological asset is dependent on various attributes including the potential to take the
inventories and sold during the year product to subsequent cycle(s) of biological transformation. The financial year end of
the Company coincides with the harvest and at harvest, only quantitative biological
Harvested potatoes transferred to (439.33) (415.89)
transformation takes place, which is considered insignificant. Seed potatoes when
inventories
harvested in February/March need to undergo the process of physiological ageing
Closing value of biological assets 14064.73 10692.33 which takes place inside the cold stores under prescribed conditions before they are
sold/transferred for further planting. Hence, as on 31 March, 2022, due to insignificant
* Represents aggregate gain/(loss) arising on account of change in fair value less costs to sell
biological transformation till balance sheet date, the biological assets of the Company
during the year.
are valued at cost, which approximates fair value.
As at 31 March 2023, the Company had 12816751 Nos. TECHNITUBER® Seed Potatoes Banana Tissue Culture Plantlets : The Company imports mother cultures and
(31 March 2022 - 12656494 Nos.). multiplication of tissue culture banana plantlets takes place at the nurseries of a
As at 31 March 2023, there were 102486 MT of field generated seed potatoes (31 March reputed third party facility using tissue culture technology under the Company’s
2022 - 77968 MT). During the year, output of agricultural produce (potatoes) is 14522 supervision.
MT (31 March 2022 - 7470 MT). Agricultural Produce : Agricultural produce is the harvested product of the entity’s
In October 2022 - 20210 MT (October 2021 - 17168 MT) of seed potatoes were planted biological assets. Where the attributes of the biological asset attain the characteristics of
and in February/March 2023 - 121825 MT (February/March 2022 - 85093 MT) of seed agricultural produce, i.e., to be used for consumption, the same is fair valued on such
potatoes were harvested as a result of quantitative biological transformation.
date and is considered as inventory thereafter.
Estimated amount of contracts remaining to be executed for acquisition / development
Risk Management Strategy : The Company is exposed to market risks arising from
of biological assets as at 31 March 2023 ` 5.95 lakhs (31 March 2022- ` 191.61 lakhs)
fluctuations in the demand and price environment in potato markets. While it has no
Groups of Biological Assets : The Company’s biological assets comprise– TECHNITUBER®
control over market behaviour, the Company seeks to continually reinforce its market
Seed, Field Generated Seed Potatoes and Banana Tissue Culture Plantlets under Ind AS
standing on the strength of its proprietary technology, package of agronomy practices
41 – Agriculture.
and farmer relationships and by diversifying the geographies in which it operates. It
TECHNITUBER® Seed: The TECHNITUBER® seed i.e. Generation – 0 (G-0) are produced
also aligns its production to anticipated demand and recognises and disposes excess
by the Company in the Greenhouse nurseries maintained at the facility situated at
stocks to the extent practical. Early generations of the Company’s field produced seed
village Manpura, District Solan (HP). These seeds are produced through TECHNITUBER®
potatoes are also exposed to the inherent risk in agriculture of crop losses due to weather
Technology in greenhouses under controlled environment which involves a complex
series of integrated processes being applied to pathogen tested tissue culture plantlets. or disease that it seeks to address by widening the geographical spread of farms and
farmers, multiple varieties of crop (with each one of them having some resistance to
Field Generated Seed Potatoes : TECHNITUBER® seed produced through
virus, other diseases and climatic conditions) and expertise in agronomy. Accordingly,
TECHNITUBER® technology are multiplied by growing high yielding early generation
seed potatoes in farms. TECHNITUBER® seed (G-0) are planted in farms for further the Company employs its wide-ranging processes, procedures and protocols developed
growing to the next stage i.e. G-1. These G-1 Seeds are again multiplied next year on the basis of its long experience, including regular inspection of crops and monitoring
into G-2 and so on till it is ready for sale. The multiplication of G-0 to G-1 takes place of weather conditions during the growing phase and preventive pest and disease sprays,
in Company leased farms and the entire agricultural activity is conducted by the to mitigate such risks.

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 TECHNICO AGRI SCIENCES LIMITED

NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH, 2023 (Contd.)
5. Current investments (Amount in ` lakhs) 6. Other Financial assets (Amount in ` lakhs)
Particulars As at As at
Particulars As at As at
31 March 2023 31 March 2022 31 March 2023 31 March 2022
Non-Current
Investment in mutual funds (measured at fair value
through profit or loss) Security deposits 11.87 11.78
Unquoted Total 11.87 11.78
Nippon India Liquid Fund – 1505.18
Current
Nil (2022- 28,901) Units of ` 1000.00 each
Axis Liquid Fund – 1383.92 Interest accrued on fixed deposits 144.06 51.79
Nil (2022- 58,539) Units of `1000.00 each Other receivables* 57.48 3.77
Aditya Birla Sun Life Liquid Fund – 380.15 Total 201.54 55.56
Nil (2022- 110,791 ) Units of `100.00 each
*Comprise receivables on account of claims etc.
Kotak Liquid Fund
7. Deferred tax assets/(liabilities) (net) (Amount in ` lakhs)
Nil (2022- 8,163 ) Units of `1000.00 each – 351.26
Total unquoted investments – 3620.51 Particulars As at As at
Total Current Investments – 3620.51 31 March 2023 31 March 2022
Total current investments
Aggregate amount of quoted investments and market value thereof – – Deferred tax assets 9.60 7.37
Aggregate amount of unquoted investments – 3620.51 Deferred tax liabilities (1.18) (2.48)
Aggregate amount of impairment in the value of investments – – Total 8.42 4.89

Movement in deferred tax assets/(liabilities) balances

FY 2022-23 (Amount in ` lakhs)
Particulars Opening Balance Recognized in Recognized in OCI Closing Balance
profit or loss
Deferred tax assets in relation to:
Others 7.37 2.23 – 9.60
Total Deferred tax assets (I) 7.37 2.23 – 9.60
Deferred tax liabilities in relation to :
Gain on financial assets designated at FVTPL 2.48 (2.48 ) – –
Remeasurements of net defined benefit liability – – 1.18 1.18
Total Deferred tax liabilities (II) 2.48 (2.48 ) 1.18 1.18

Deferred tax assets/(liabilities) (net) (II - I) 4.89 4.71 (1.18 ) 8.42

FY 2021-22 (Amount in ` lakhs)

Particulars Opening Balance Recognized in Recognized in OCI Closing Balance
profit or loss
Deferred tax assets in relation to:
Others 6.10 1.27 – 7.37
Total Deferred tax assets (I) 6.10 1.27 – 7.37
Deferred tax liabilities in relation to :
Gain on financial assets designated at FVTPL – 2.48 – 2.48
Remeasurements of net defined benefit liability – – – –
Total Deferred tax liabilities (II) – 2.48 – 2.48
Deferred tax assets/(liabilities) (net) (II - I) 6.10 (1.21 ) – 4.89

8. Other assets (Amount in ` lakhs) 9. Inventories (Amount in ` lakhs)

Particulars As at As at Particulars As at As at
31 March 2023 31 March 2022 31 March 2023 31 March 2022

Non-current Inventories (valued at lower of cost and net realisable value)

Capital Advances 10.97 26.96 Raw materials and components (Refer Note 22) 260.41 282.07

Unsecured considered good Finished goods (Agricultural Produce)* 439.33 415.89

- Prepaid expenses 1.20 2.03 Traded goods 5441.46 2603.32

- Security deposits 13.05 9.73 Stores & Spares 24.42 23.37

Total 25.22 38.72 Total 6165.62 3324.65

* Agricultural produce has been valued at fair value less cost to sell at the time of
Current harvest and written down by ` 1086.69 lakhs (31 March 2022 ` 354.08 lakhs) to
arrive at fair value less cost to sell.
Unsecured considered good
10. Trade receivables (Amount in ` lakhs)
- Advances to suppliers 23.26 9.80 Particulars As at As at
- Advances to employees 0.20 0.79 31 March 2023 31 March 2022
Current
- Prepaid expenses 47.28 53.48
Unsecured, considered good (Refer Note 39,41) 116.78 543.40
- Balance with government authorities 45.14 55.04 Trade Receivables which have significant increase – –
Total 115.88 119.11 in credit risk
Trade Receivables - credit impaired 1.40 1.40
Less : Allowance for Credit Impairment (1.40) (1.40)
Total 116.78 543.40

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 TECHNICO AGRI SCIENCES LIMITED

NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH, 2023 (Contd.)

Trade receivables Ageing Schedule (Amount in ` lakhs)

As at 31 March 2023
Particulars Outstanding for following periods from due date of payment
Less than 6 months 1-2 years 2-3 years More than Total
6 Months – 1 year 3 years
Undisputed Trade Receivables – considered good 116.78 – – – – 116.78
Undisputed Trade Receivables – which have significant increase in credit risk – – – – – –
Undisputed Trade receivable – credit impaired – – – – – –
Disputed Trade receivables - considered good – – – – – –
Disputed Trade receivables – which have significant increase in credit risk – – – – – –
Disputed Trade receivables – credit impaired – – – – 1.40 1.40
Total (A) 116.78 – – – 1.40 118.18
Less : Allowance for credit impairment – – – – 1.40 1.40
Total (B) – – – – 1.40 1.40
Net (A-B) 116.78 – – – – 116.78

(Amount in ` lakhs)
As at 31 March 2022
Particulars Outstanding for following periods from due date of payment
Less than 6 months 1-2 years 2-3 years More than Total
6 Months – 1 year 3 years
Undisputed Trade Receivables – considered good 542.43 0.97 - - - 543.40
Undisputed Trade Receivables – which have significant increase in credit risk - - - - - -
Undisputed Trade receivable – credit impaired - - - - - -
Disputed Trade receivables - considered good - - - - - -
Disputed Trade receivables – which have significant increase in credit risk - - - - - -
Disputed Trade receivables – credit impaired - - - - 1.40 1.40
Total 542.43 0.97 - - 1.40 544.80
Less : Allowance for credit impairment – – – – 1.40 1.40
Total (B) – – – – 1.40 1.40
Net (A-B) 542.43 0.97 – – – 543.40

11. Cash and cash equivalents (Amount in ` lakhs) 13.1 Reconciliation of the shares outstanding at the beginning and at the end of
Particulars As at As at the year (Amount in ` lakhs)
31 March 2023 31 March 2022
(a) Balances with Banks Particulars Number Share Capital
- In current account 108.96 341.68 of Shares Amount
(b) Cash on hand – 0.05
Total 108.96 341.73 Balance at 1 April 2021 37962800 3796.28
Other information : Shares issued/(bought back) during the year – –
The Company has been sanctioned Working Capital facilities of ` 4700 lakhs. These are Balance at 31 March 2022 37962800 3796.28
secured by way of exclusive charge on current assets. The monthly returns/statements Shares issued/(bought back) during the year – –
filed by the Company with such banks are in agreement with the books of accounts of the
Balance at 31 March 2023 37962800 3796.28
Company.
13.2 Right, preferences and restrictions attached to share
12. Other bank balances (Amount in ` lakhs)
The equity shares of the company, having par value of ` 10 per share,
Particulars As at As at
rank pari passu in all respects including voting rights and entitlement to
31 March 2023 31 March 2022
dividend.
In deposit accounts* 4525.00 2433.00 13.3 Details of shares held by the Holding Company
Total 4525.00 2433.00 Out of equity shares issued by the Company, shares held by its Holding
Company are as below :
*Represents deposits with original maturity of more than 3 months and less than 12 months.
(Amount in ` lakhs)
13. Equity share capital
Particulars Numbers Amount
Authorised Equity Share capital
As at 31 March 2023
(Amount in ` lakhs)
Particulars Number of Shares Amount Equity shares of ` 10 each fully paid
As at 1 April 2021 40000000 4000.00 ITC Limited, Holding Company 37962794 3796.28
Increase during the year – – ITC Limited, Holding Company, jointly 6 *
As at 31 March 2022 40000000 4000.00 with other shareholders
Increase during the year – –
As at 31 March 2023 40000000 4000.00 As at 31 March 2022
Issued, subscribed and fully paid-up Equity shares of ` 10 each fully paid
As at 1 April 2021 37962800 3796.28 ITC Limited, Holding Company 37962794 3796.28
Increase during the year – –
ITC Limited, Holding Company, jointly 6 *
As at 31 March 2022 37962800 3796.28
with other shareholders
Increase during the year – –
As at 31 March 2023 37962800 3796.28 * Amount is below the rounding off norm adopted by the company.

320
 TECHNICO AGRI SCIENCES LIMITED

NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH, 2023 (Contd.)

13.4 Details of shares held by each shareholder holding more than 5% shares
Particulars As at 31 March 2023 As at 31 March 2022
Number of shares % holding of equity Number of shares % holding of equity
held shares held shares
Equity Shares of ` 10 each fully paid

ITC Limited, holding company 37962794 99.99% 37962794 99.99%

13.5 Details of shares held by promoters

As at 31 March 2023
Particulars Promoter Name No. of shares at the Change during No. of shares held at % of Total % change
beginning of the year the year the end of the year Shares during the year
Equity shares of ` 10 ITC Limited, Holding 37962794 – 37962794 99.99% –
each fully paid Company
ITC Limited, Holding 6 – 6 0.00% –
Company, jointly with
other shareholders
Total 37962800 0 37962800 100% –

As at 31 March 2022
Particulars Promoter Name No. of shares at the Change during No. of shares held at % of Total % change
beginning of the year the year the end of the year Shares during the year
Equity shares of 10 ITC Limited, Holding 37962794 – 37962794 99.99% –
each fully paid Company
ITC Limited, Holding 6 – 6 0.00% –
Company, jointly with
other shareholders
Total 37962800 – 37962800 100% –

14. Other equity

Retained Earnings (Amount in ` lakhs)

Particulars For the year ended For the year ended

31 March 2023 31 March 2022
Balance at beginning of year 6457.05 5190.14
Add : Profit for the year 4138.38 4303.94
Add : Other comprehensive income/(loss) arising from remeasurement of net defined benefit obligation (net of income tax) 3.53 (0.01)
Less : Payment of interim dividend – (3037.02)
Balance at end of year 10598.96 6457.05

15. Provisions (Amount in ` lakhs)

Particulars Non-Current Current

As at As at As at As at
31 March 2023 31 March 2022 31 March 2023 31 March 2022

Provision for employee benefits (refer note 35)

Provision for gratuity 22.97 26.75 – –

Provision for leave benefits – – 79.92 71.22

Total 22.97 26.75 79.92 71.22

16. Trade payables (Amount in ` lakhs)

Particulars As at As at
31 March 2023 31 March 2022
- Dues to micro enterprises and small enterprises 0.02 3.63

- Dues to creditors other than micro enterprises and small enterprises 6781.23 5911.64
Total 6781.25 5915.27

Notes :
The Trade payables generally become due in 15 to 30 days and settled accordingly.

321
 TECHNICO AGRI SCIENCES LIMITED

NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH, 2023 (Contd.)

Trade payables Ageing Schedule (Amount in ` lakhs)

As at 31 March 2023
Particulars Outstanding for following periods from due date of payment
Not Due Unbilled Less than 1 1-2 years 2-3 More than Total
Payables year years 3 years
Total outstanding dues of micro enterprises and small 0.02 - - - - - 0.02
enterprises
Total outstanding dues of creditors other than micro 3480.07 2107.06 1194.10 - - - 6781.23
enterprises and small enterprises
Disputed dues of micro enterprises and small enterprises - - - - - - -
Disputed dues of creditors other than micro enterprises - - - - - -
and small enterprises
Total 3480.09 2107.06 1194.10 - - - 6781.25
(Amount in ` lakhs)
As at 31 March 2022
Particulars Outstanding for following periods from due date of payment
Not Due Unbilled Less than 1 1-2 years 2-3 More than Total
Payables year years 3 years
Total outstanding dues of micro enterprises and small 3.63 – – – – – 3.63
enterprises
Total outstanding dues of creditors other than micro 2531.14 1764.44 1610.72 5.34 – – 5911.64
enterprises and small enterprises
Disputed dues of micro enterprises and small enterprises – – – – – – –
Disputed dues of creditors other than micro enterprises – – – – – –
and small enterprises
Total 2534.77 1764.44 1610.72 5.34 – – 5915.27

17. Other financial liabilities (Amount in ` lakhs) Notes :

Non-Current Current a) Generally the goods are dispatched against advance payment. However, in certain
Particulars As at As at As at As at cases credit is allowed based on market requirements which is generally less than
31 March 31 March 31 March 31 March one year. Accordingly, there is no significant financing component.
2023 2022 2023 2022 b) The Company primarily deals in biological assets and agricultural produce, where
Employee related payables – – 376.10 342.65 performance depends on germination / edible quality of product. The customer
Deposit from dealers – – 1.70 1.70 claims, if any, are generally settled within the same financial year.
Payable for fixed assets – – 39.08 12.30 21. Other income (Amount in ` lakhs)
Payable to holding company Particulars For the year ended For the year ended
(Refer Note 41) 34.98 34.57 103.02 56.49 31 March 2023 31 March 2022
Total 34.98 34.57 519.90 413.14 Interest income on Bank Deposits and Others 415.88 278.91
Lease rental income [Refer Note 34(ii)] 123.34 123.34
18. Contract liabilities (Amount in ` lakhs) Provisions/Liabilities written back to the extent
Particulars As at As at no longer required – 3.28
31 March 2023 31 March 2022 Gain on disposal of property, plant and equipment 12.86 –
Exchange differences (net) 2.79 0.33
Contract liabilities 2324.68 2931.55 Gain on sale of current investments 46.01 20.29
Total 2324.68 2931.55 Gain on fair value measurement of investments – 9.84
Note : Out of balance as on 31 March 2022, ` 2698.79 lakhs (previous year Total 600.88 435.99
` 1476.54 lakhs) was recognised as revenue during the year. 22. Cost of raw material and components consumed (Amount in ` lakhs)
Particulars For the year ended For the year ended
19. Other current liabilities (Amount in ` lakhs)
31 March 2023 31 March 2022
Particulars As at As at
Inventory at the beginning of the year 282.07 194.94
31 March 2023 31 March 2022
Add: purchases 1360.56 1478.86
Statutory dues including provident fund 1642.63 1673.80
and tax deducted at source 67.95 356.40
Less: inventory at the end of the year 260.41 282.07
Total 67.95 356.40 Cost of raw material and components consumed 1382.22 1391.73
Details of raw material and components consumed (Amount in ` lakhs)
20. Revenue from operations (Amount in ` lakhs)
Particulars For the year ended For the year ended
Particulars For the year ended For the year ended
31 March 2023 31 March 2022
31 March 2023 31 March 2022
Plantlets – 19.17
Sale of products
Chemicals and fertilizers 217.47 137.10
Biological assets 16844.02 17736.64
Packing stores 1164.75 1235.46
Agricultural Produce 1232.36 596.64
Traded Goods 7505.05 7089.40 Total 1382.22 1391.73
25581.43 25422.68 Details of inventory (Amount in ` lakhs)
Other operating revenues Particulars As at As at
Sale of old empty bags 131.90 175.50 31 March 2023 31 March 2022
Others* 63.24 68.71 Raw materials and components
195.14 244.21 Chemicals and fertilizers 35.78 39.41
Packing stores 224.63 242.66
Total 25776.57 25666.89
Total 260.41 282.07
* Comprise incentives from suppliers, incentive from farmer funding by bank etc.

322
 TECHNICO AGRI SCIENCES LIMITED

NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH, 2023 (Contd.)
23. Purchases of stock-in-trade and biological assets 28. Other expenses (Amount in ` lakhs)
(Amount in ` lakhs) Particulars For the year ended For the year ended
Particulars For the year ended For the year ended 31 March 2023 31 March 2022
31 March 2023 31 March 2022
Consumption of stores and spares 38.59 23.02
Biological assets
Farming Charges 7167.67 4475.64
- Field generated seed potatoes 74.01 53.51
Power and fuel 179.03 182.34
- Banana Tissue Culture Plantlets 95.65 257.91
Freight and forwarding charges 2345.76 1979.18
Stock-in-trade
Lease rent [Refer Note 34(i)]
- Potatoes 8624.87 5468.37
- Agricultural land 1505.12 1055.31
- Onions – 11.36
- Office and Others 42.31 39.94
Total 8794.53 5791.15
Storage and handling cost 3181.02 2914.80
24. Changes in inventories of finished goods, stock-in- trade and biological assets Rates and taxes 5.32 4.05
(Amount in ` lakhs) Insurance 56.27 76.73
Particulars For the year ended For the year ended Repairs and maintenance
31 March 2023 31 March 2022
- Plant and machinery 71.64 56.28
Finished goods - Traded goods
- Buildings 31.79 5.30
Inventories at the end of the year 5441.46 2603.32
- Others 58.11 44.22
Inventories at the beginning of the year 2603.32 3031.21
Advertising and sales promotion 18.18 5.64
(Increase)/Decrease (a) (2838.14) 427.89
Sales commission 15.13 21.31
Finished Goods - Agricultural Produce Travelling and conveyance 231.79 153.17
Inventories at the end of the year 439.33 415.89 Telephone, postage and telegram expenses 20.93 18.12
Inventories at the beginning of the year 415.89 477.51 Printing and stationery 11.09 6.58
(Increase)/Decrease (b) (23.44) 61.62
Legal and professional fees 124.52 132.02
Biological assets Payment to auditors including taxes
Inventories at the end of the year 14064.73 10692.33 (Refer Note 28.1 below) 13.23 11.80
Inventories at the beginning of the year 10692.33 10796.32 Expenditure towards corporate
(Increase)/Decrease (c) (3372.40) 103.99 social responsibility (CSR) (Refer Note 31) 118.48 92.38
Total Changes in inventories of finished goods, Loss on sale of plant and equipment (net) – 17.80
stock-in- trade and biological assets (a+b+c) (6233.98) 593.50 Miscellaneous expenses 211.43 160.39
Total 15447.41 11476.02
25. Employee benefits expense (Amount in ` lakhs)
Particulars For the year ended For the year ended
31 March 2023 31 March 2022 28.1.Payment to auditors including taxes (Amount in ` lakhs)
Salaries and wages 1600.06 1427.69 Particulars For the year ended For the year ended
Contribution to provident and 62.65 53.67 31 March 2023 31 March 2022
other funds (Refer Note 35)
As Auditor:
Share-based payments to 103.63 17.16
employees (Refer Note 36) Audit fee 10.62 9.44
Staff welfare expenses 56.28 41.61 Tax audit fee 1.77 1.77
Total 1822.62 1540.13 In other capacities
Re-imbursement of expenses 0.84 0.59
26. Finance costs (Amount in ` lakhs)
Particulars For the year ended For the year ended Total 13.23 11.80
31 March 2023 31 March 2022 29. Income taxes
Interest expense :
29.1Tax expenses recognised in Statement of Profit and Loss
- On financial liabilities – 6.25
measured at amortised cost (Amount in ` lakhs)
Interest on lease liabilities 18.69 14.39 Particulars For the year ended For the year ended
(Refer Note 34(i)) 31 March 2023 31 March 2022
Total 18.69 20.64 Current tax

27. Depreciation and amortisation expense (Amount in ` lakhs) In respect of the current year

Particulars For the year ended For the year ended (Refer Note 33) 749.66 776.80
31 March 2023 31 March 2022 Total (a) 749.66 776.80
Depreciation of property, plant and 222.54 181.70 Deferred tax
equipment (Refer Note 3.1) In respect of the current year
Amortisation of intangible 1.71 1.50
(Refer Note 33) (4.71) 1.20
assets (Refer Note 3.2)
Depreciation of Right-of-use assets 38.38 24.57 Total (b) (4.71) 1.20
(Refer Note 3.4,34(i)) Grand Total (a+b) 744.95 778.00
Total 262.63 207.77

323
 TECHNICO AGRI SCIENCES LIMITED

NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH, 2023 (Contd.)
29.2 Reconciliation of effective tax rate 33. During the year, the Company has reviewed its outstanding legal disputes
and considering recent Courts / Tribunals decisions, have made appropriate
The reconciliation between the income tax expenses and amount
provisions for the same.
computed by applying the standard rate of income tax to profit 34. Leases
before taxes is as follows: i. As lessee - General description of the Company’s operating lease
(Amount in ` lakhs) arrangements:
Particulars For the year ended For the year ended The Company has entered into cancellable operating lease
31 March 2023 31 March 2022 arrangements primarily for office premises, guest house, godowns etc.
Some of the significant terms and conditions for the arrangements are:
Profit before tax 4883.33 5081.94 • agreements range for periods from 1 to 3 years except for lease
Income Tax expense calculated 1229.04 1279.02 of office which is for nine years and can be terminated by either
party by serving one to three months notice or by paying the
at 25.168%
notice period rent in lieu thereof;
Effects of :
• the leases are generally renewable on the expiry of lease period
- Agricultural income - exempt from subject to mutual agreement;
Income tax in determining taxable profit (521.14) (526.44)
(` in lakhs)
- Adjustments for current tax of – –
prior periods Particulars For the For the
year ended year ended
- Others 37.05 25.42 March 31, March 31,
Income Tax expenses recognised in 744.95 778.00 2023 2022
Statement of Profit and Loss Depreciation charge for right-of-use
The tax rates used for the above periods is 25.168% (22% + surcharge assets
@ 10% and education cess @ 4%) for calculation of tax under the Income - Land – 1.82
Tax Act, 1961. - Building 38.38 22.75
30. Earnings per share (EPS) (Amount in ` lakhs) Interest expense on lease liabilities 18.69 14.39
Particulars For the year ended For the year ended Expense relating to short-term
31 March 2023 31 March 2022 leases
Profit after tax 4138.38 4303.94 - Agriculture Land 169.89 148.99
Net profit for calculation of basic EPS 4138.38 4303.94 - Office and others 42.31 39.94
Expense relating to variable lease
Net profit as above 4138.38 4303.94 payments
Net profit for calculation of 4138.18 4303.94 - Agriculture Land 1335.23 906.32
diluted EPS Carrying amount of right-of-use
Numbers Numbers assets
Weighted average number of equity 37962800 37962800 - Building 190.37 134.86
shares in calculating basic EPS Lease liabilities 228.40 163.99
Weighted average number of equity 37962800 37962800
shares in calculating diluted EPS ii. As lessor - The Company has entered into cancellable operating lease
agreement with its holding Company for its land at the Manpura
Earnings per share facility. The lease can be terminated by lessee by serving three months
Basic [Nominal value of shares `10 10.90 11.34 notice or by paying the notice period rent in lieu thereof.
(Previous Year : `10)] 35. Employee benefit plans:
Diluted [Nominal value of shares `10 10.90 11.34 Defined Benefit Plan
(Previous Year : `10)] Gratuity: The Company has a gratuity plan for its employees as per the
31. CSR Expenditure Payment of Gratuity Act, 1972. Employees who have completed five years
(` in lakhs) or more of service are eligible for gratuity on departure at 15 days last
drawn salary for each completed year of service. The scheme is funded with
Particulars For the year ended For the year ended 31 an insurance company in the form of a qualifying insurance policy.
31 March 2023 March 2022 Leave Encashment: The employees are entitled for leave for each year of
(a) Gross amount required to 117.70 89.44 service and part thereof and subject to the limits specified. The unavailed
be spent by the Company portion of such leaves can be accumulated or encashed during/at the end,
during the year of the service period. The plan is unfunded. The Company presents the
(b) Amount spent during the entire liability towards compensated absences as a current liability in the
year on: Balance Sheet, since it does not have an unconditional right to defer its
settlement for 12 months after reporting date.
(i) Construction/acquisition – –
of any asset Defined Contribution Plan
The Company has defined contribution plans and contributions are made
(ii) On purposes other than 118.48 92.38
to provident fund and employee’s state insurance scheme for employees as
(i) above
per regulations. The provident fund is being deposited with the Regional
Yet to be paid in cash – – Provident Fund Commissioner, Chandigarh and Himachal Pradesh. The
(c) Details related to spent: employee state insurance is being deposited with the Employee State
Insurance Corporation, Chandigarh and Himachal Pradesh. The obligation
(i) Safe drinking water 75.24 -
of the Company is limited to the amount contributed.
(Schedule VII – i)
Risk Management
(ii) Promoting education 12.68 -
The defined benefit plans expose the Company to actuarial deficit arising
(Schedule VII – ii)
out of investment risk, interest rate risk, salary cost inflation risk. These
(iii) Rural development 30.56 92.38 plans are not exposed to any unusual, entity specific or scheme specific
projects (Schedule risks but there are general risks. Investment risks may arise from volatility in
VII – x) asset values and losses arising due to impairment of assets. The Scheme’s
accounting liabilities are calculated using a discount rate set with reference
32. Estimated amount of contracts remaining to be executed on capital to the Government security yields. A decrease in yields will increase the fund
account and not provided for: liabilities, leading to accounting deficit in the funds. However, this may be
(` in lakhs) partially offset by an increase in capital value of the scheme assets that
Particulars As at As at have similar characteristics. Increase in salary due to adverse inflationary
31 March 31 March pressures might lead to higher liabilities. The gratuity scheme is funded
2023 2022 with an insurance company in the form of qualifying insurance policy. The
Capital Commitment 244.92 403.25 plan liability are calculated using the discount rate with reference to bond
yield, if plan asset underperform, these will create the deficit.

324
 TECHNICO AGRI SCIENCES LIMITED

NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH, 2023 (Contd.)

The following tables sets out the Defined Benefits Plan as per Actuarial For the For the year
Valuation as on 31 March 2023 and 31 March 2022 and recognised in the year ended ended
financial statements in respect of Employee Benefit Scheme. Particulars
31 March 31 March
(` in Lakhs)
2023 2022
Particulars For the year ended
V Change in Fair Value of Assets
31 March 31 March
2023 2022 1 Plan Assets at the beginning of the 97.53 78.02
year
I Components of Employer Expense
(A) Recognised in Statement of Profit and Loss 2 Return on Plan Assets 7.02 5.48
1 Current Service Cost 15.66 12.50 3 Re-measurement of Gains/(Losses) 0.29 1.08
2 Past Service Cost - - on plan assets
3 Net Interest Cost 1.27 1.04 4 Actual Company Contributions 16.00 13.57
4 Total expense recognised in the 16.93 13.54 5 Benefits paid (2.97) (0.62)
Statement of Profit and Loss
6 Plan Assets at the end of the year 117.29 97.53
(B) Re-measurements recognised in
Other Comprehensive Income
As at 31 As at 31
5 (Return) on plan assets (excluding (0.29) (1.08) Particulars
March 2023 March 2022
amounts included in Net interest
cost) VI Actuarial Assumptions
6 Effect of changes in demographic (1.14) 1.44
assumptions 1 Discount Rate (%) 7.50 6.75
7 Effect of changes in financial (7.19) (4.60) 2 Expected Return on plan Assets 6.75 6.75
assumptions (%)
8 Changes in asset ceiling (excluding - -
interest income) 3 Attrition Rate (%) 8.00 7.50
9 Effect of experience adjustments 3.33 4.25
4 Long term rate of compensation 12.00 12.00
10 Total re-measurements included in (4.71) 0.01
increase (%)
OCI
11 Total defined benefit cost 12.22 13.55
The estimates of future salary increases, considered in actuarial valuations take
recognised in Statement of Profit
and Loss and Other Comprehensive account of inflation, seniority, promotion and other relevant factors such as
Income (4+10) supply and demand factors in the employment market.
The current service cost and net interest expense for the year pertaining to
The major categories of plan assets as a percentage of the fair value of total plan
Gratuity expenses have been recognized in ‘Contribution to provident and
other fund’ under Note 25. The remeasurement of the net defined benefit assets are as follows:
liability are included in Other Comprehensive Income.
(` in Lakhs) Particulars 31 March 2023 31 March 2022
Particulars For the For the VII Investments with insurer * 100% 100%
year ended year ended
31 March 31 March * In the absence of availability of information regarding plan assets which is
2023 2022 funded with Insurance Company, the composition of each major category
II Actual Returns 7.32 6.57 of plan assets, the percentage or amount for each category to the fair value
III Net (Asset/Liability recognised in Balance Sheet) of plan assets has not been disclosed.

1 Present Value of Defined Benefit Obligation 140.26 124.28 VIII Basis Used to determine the Expected Rate of return on Plan Assets.

2 Fair Value of Plan Assets 117.29 97.53 The expected rate of return on plan assets is based on the current portfolio
of assets, investment strategy and market scenario. In order to protect the
3 Status [(Surplus/Deficit)] 22.97 26.75
capital and optimise returns within acceptable risk parameters, the plan
As at 31 March 2023 As at 31 March 2022 assets are well diversified.
Current Non-Current Current Non-Current (` in Lakhs)
4 Net (Asset)/Liability – 22.97 – 26.75
recognised in Balance Particulars For the year ended
Sheet 31 March 31 March
(` in Lakhs) 2023 2022
IX Net Asset/Liability recognised in Balance sheet (Including Experience adjustment
Particulars For the year ended impact)
31 March 31 March 1 Present Value of Defined Benefits Obligations 140.26 124.28
2023 2022 2 Fair Value of Plan Assets 117.29 97.53
IV Change in Defined Benefit Obligation 3 Status [(Surplus)/Deficit] 22.97 26.75
(DBO) 4 Experience Adjustment of Plan Assets [Gain/ (loss)] 0.29 1.08
1 Present Value of DBO at the 124.28 104.78 5 Experience Adjustment of Obligation [Gain/ (loss)] 3.33 4.25
beginning of the year.
X Details of expected cash flows for following years is given below:
2 Current Service Cost 15.66 12.50
(` in Lakhs)
3 Past Service Cost – –
For the For the
4 Interest Cost 8.29 6.53 year year
5 Re-measurement gains/(losses): Particulars ended ended
31 March 31 March
Effect of changes in demographic (1.14) 1.44 2023 2022
assumptions. 1 Expected employer contributions next year 30.72 14.19
Effect of changes in financial (7.19) (4.60) 2 Expected benefits payment
assumptions. Year 1 9.24 6.26
Effect of experience adjustments. 3.33 4.25 Year 2 26.19 19.54
6 Benefits Paid (2.97) (0.62) Year 3 23.42 12.00
Year 4 9.43 10.57
7 Present Value of DBO at the end 140.26 124.28
Year 5 11.86 7.42
of the year.
Next 5 years 54.12 37.73

325
 TECHNICO AGRI SCIENCES LIMITED

NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH, 2023 (Contd.)

XI Sensitivity Analysis The summary of movement of such options granted by ITC and status of
The sensitivity analysis below has been determined based on reasonably the outstanding options is as under:
possible change of the respective assumptions occurring at the end of
the reporting period, while holding all other assumptions constant. These As at 31 As at 31
sensitivities show the hypothetical impact of a change in each of the March 2023 March 2022
Particulars *
listed assumptions in isolation. While each of these sensitivities holds all No. of No. of
other assumptions constant, in practice such assumptions rarely change Options Options
in isolation and the asset value changes may offset the impact to some
extent. For presenting the sensitivities, the present value of defined benefit Outstanding at the beginning of the year 59,198 68,790
obligation has been calculated using the projected unit credit method
at the end of the reporting period, which is the same as that applied in Add: Granted during the year @ 7,100 5,750
calculating the Defined Benefit Obligation presented above. Less: Lapsed/Expired during the year - 11,717
(` in Lakhs)
Less: Movement due to transfer of - -
Particulars DBO as at 31 DBO as at 31 employees within the group
March 2023 March 2022
Less: Exercised during the year 27,579 3,625
1 Discount Rate + 100 basis points 131.99 115.46
Outstanding at the end of the year 38,719 59,198
2 Discount Rate - 100 basis points 149.61 134.37 Options exercisable at the end of the year 26,874 52,118
3 Attrition Rate +1% 138.14 121.71
* The Weighted average exercise price of the options granted under the ITC
4 Attrition Rate -1% 142.61 127.18 ESOS to all Optionees covered under the Scheme is computed by ITC as a
5 Long term rate of Compensation 148.82 132.22 whole.
Increase Rate +1% @ Includes 4,500 (2022 – 3,800) number of options granted to Key
Management Personnel of the Company.
6 Long term rate of Compensation 132.51 116.81
Increase Rate -1% 37. Capital Management
a. Risk Management
Amount towards defined contribution plans have been recognised under
‘Contribution to provident and other fund’ in Note 25 - ` 45.72 lakhs The Company manages its capital to ensure that the Company will be
(2022: ` 40.13 lakhs). able to continue as going concern while maximising the return of the
stakeholders through optimum fund utilization. The capital structure
XII. Weighted Average Duration of Defined Benefit Obligations of the Company comprises of equity as detailed in the Statement of
The weighted average duration of defined benefit obligation is 8 years Changes in Equity as well as borrowings. The Company does not
(2022: 8 years). have any long-term debt obligation and funds its operations mainly
through internal accruals and short term borrowings. The Company’s
36. Share Based Payment objective while managing capital is to maintain an optimal structure
so as to maximize shareholder value. Further, the Company is not
The eligible employees of the Company, including employees deputed
exposed to any externally imposed capital requirements.
from ITC Limited (ITC), are covered under the ITC Employee Stock Option
b. Dividend (` in lakhs)
Schemes (ITC ESOS) and the ITC Employee Cash Settled Stock Appreciation
Linked Reward Plan (ITC ESAR Plan) in accordance with the terms and Particulars 31 March 31 March
conditions of such schemes, details of which are as under: 2023 2022
Equity shares – 3037.02
ITC ESOS: Each Option entitles the holder thereof to apply for and be Interim dividend for the year ended 31 March
allotted ten ordinary shares of ` 1.00 each of ITC upon payment of the 2023 of ` Nil (31 March 2022 of ` 8/- per fully
paid share)
exercise price during the exercise period. These options vest over a period
of three years from the date of grant and are exercisable within a period of 38. Categories of Financial Instrument
five years from the date of vesting. (` in lakhs)

The options have been granted at the ‘market price’ as defined under the As at As at
Securities and Exchange Board of India (Share Based Employee Benefits 31 March 2023 31 March 2022
Particulars
and Sweat Equity) Regulations, 2021.
Carrying Carrying
Fair Value Fair Value
Value Value
ITC ESAR: Under the ITC ESAR Plan, eligible employees would receive cash
linked to appreciation in the value of the shares of ITC in accordance with A. Financial Assets
the terms and conditions of this Plan. The stock appreciation units (SARs)
a) Measured at fair value through profit and loss (FVTPL)
vest over a period of five years from the date of grant and entitles each
ESAR grantee, the appreciation for the total number of ESAR Units vested. Investments in Mutual – – 3620.51 3620.51
Funds
The cost of stock options granted under ITC ESOS / SARs granted under
b) Measured at amortised cost
ITC ESAR have been recognized as equity settled / cash settled share
based payments respectively in accordance with Ind AS 102 – Share Based Cash and Other Bank 4633.96 4633.96 2774.73 2774.73
Payment. In terms of said deputation arrangement, the Company has Balances
accounted for the cost of the fair value of options / stock appreciation units
granted to the deputed employees on-charge by ITC. The fair value of Trade Receivables 116.78 116.78 543.40 543.40
the options / SARs granted is determined, using the Black Scholes Option
Other Financial Assets 213.41 213.41 67.34 67.34
Pricing model, by ITC for all the grantees covered under ITC ESOS / ITC
ESAR as a whole. B. Financial Liabilities

In accordance with Ind AS 102, an amount of ` 28.70 lakhs (2022 - Measured at amortised cost
` 8.66 lakhs) towards ITC ESOS and ` 74.93 lakhs (2022 - ` 8.50 lakhs)
Trade Payables 6781.25 6781.25 5915.27 5915.27
towards ITC ESAR has been recognized as employee benefits expense
(Refer Note 25). Such charge has been recognised as employee benefits
Other Financial Liabilities 554.88 554.88 447.71 447.71
expense with corresponding credit to current / non – current financial
liabilities, as applicable. Out of the above ` 20.58 lakhs (2022- ` 7.35 lakhs) Lease Liabilities 228.40 228.40 163.99 163.99
is attributable to key management personnel (Mr. Soundararadjane S.).

326
 TECHNICO AGRI SCIENCES LIMITED

NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH, 2023 (Contd.)

39. Financial Risk Management Objectives As the Company’s foreign Currency exposure is Nil, no
The Company’s activities expose it to a variety of financial risks, including sensitivity analysis has been provided.
market risk, credit risk and liquidity risk. The Company continues to focus ii) Interest rate risk
on a system based approach to business risk management. The Company’s Interest rate risk refers to the risk that the fair value or future
financial risk management process seeks to enable the early identification, cash flows of a financial instrument will fluctuate because
evaluation and effective management of key risks facing the business. of changes in market interest rates. The Company’s main
Backed by strong internal control systems, the current Risk Management interest rate risk arises from short-term borrowings where
Framework rests on policies and procedures issued by appropriate the rate of interest is fixed. The Company’s borrowings are
authorities; process of regular reviews / audits to set appropriate risk limits carried at amoritsed cost.
and controls; monitoring of such risks and compliance confirmation for the iii) Price risk
same.
The Company invests its surplus funds primarily for short
(a) Market risk tenor in debt mutual funds measured at fair value through
The Company’s business operations expose it to the risk that the profit or loss. Aggregate value of such investments as at 31
fair value or future cash flows of a financial instrument will fluctuate March 2023 is ` Nil (31 March 2022 - ` 3620.51 lakhs).
because of changes in market prices. Such market risk may arise out of Accordingly, these do not pose any significant price risk,
volatility in currency rates, interest rates and prices. The Company has hence, no sensitivity analysis is given.
in place appropriate risk management policies to limit the impact of The deployment in fixed deposits are made with highly
these risks on its financial performance. rated banks and stood at ` 4525.00 lakhs (2022 – ` 2433.00
The Company ensures optimisation of cash through fund planning, lakhs), which does not expose the Company to price risk
robust cash management practices and manages interest rate risk and arising out of interest rate movement.
foreign exchange risk. (b) Liquidity risk
i) Foreign currency risk Liquidity risk is defined as the risk that the Company will not
The Company undertakes transactions denominated in foreign be able to settle or meet its obligations as they become due.
currency which results in exchange rate fluctuations. Such The Company’s investment decisions relating to deployment of
exchange rate risk primarily arise from transactions made in surplus liquidity are guided by the tenets of safety, liquidity and
foreign exchange and reinstatement risks arising from recognised return. The Company manages its liquidity risk by ensuring that
assets and liabilities which are not in the Company’s functional it will always have sufficient liquidity to meet its liabilities when
currency (INR). Further, in view of low proportion of export/ due. Considering the dynamic nature of business, the Company
imports, as compared to the overall operations, the exposure of also maintains committed credit lines with its bankers.
the Company to foreign exchange risk is also not considered to The table below provides details regarding the remaining
be material. There are no unhedged foreign currency exposures contractual maturities of significant financial liabilities at the
as at the year end. reporting date.

(` in lakhs)
As at 31 March 2023
Contractual cash flows *
Particulars Carrying Less than 3 months More than 3 More than 6 months up More than 1 year Total
Value months up to 6 to 1 year
months
Trade Payables 6781.25 5542.63 592.95 645.67 - 6781.25
Other Financial 554.88 129.74 158.27 231.89 34.98 554.88
Liabilities
Lease Liability 228.40 12.61 12.61 25.37 225.49 276.08
Total 7564.53 5684.98 763.83 902.93 260.47 7612.21
(` in lakhs)
As at 31 March 2022
Contractual cash flows *
Particulars Carrying Less than 3 months More than 3 More than 6 months up More than 1 year Total
Value months up to 6 to 1 year
months
Trade Payables 5915.27 4555.78 1044.00 315.49 - 5915.27
Other Financial 447.71 99.60 262.72 50.82 34.57 447.71
Liabilities
Lease Liability 163.99 7.81 7.81 15.76 178.61 209.99
Total 6526.97 4663.19 1314.53 382.07 213.18 6572.97

* The table has been drawn up based on the earliest date on which the Company can be required to pay.

(c) Credit risk Credit risk with respect to trade receivables is not material and is limited
Credit risk is the risk that Counterparty will not meet its obligations due to the diverse customer base. The Company’s historical experience
under a financial instrument which may lead to a financial loss to the of collecting receivables, supported by the level of default, is that credit
Company. Apart from its operating activities, wherein the Company risk is low and so trade receivables are considered to be a single class of
deals with large number of customers, the Company is also exposed to financial assets. Individual customer credit limits are imposed based on
credit risk from its investing activities. relevant factors such as market feedback, banker’s introduction, business
There is no significant increase in credit risk. The Company believes that potential etc. All Customer balances which are overdue for more than
credit risk is low at the reporting date as the terms of trade are generally 180 days are evaluated for provisioning and considered for impairment
in advance / cash payment. In certain circumstances credit is extended on an individual basis. The customer balances are written-off as bad
to customers, taking into account market conditions, general economic debts, when legal remedies available to the Company are exhausted
scenario etc. A default on a financial asset is when the counterparty
and / or it becomes certain that said balances will not be recovered.
fails to make contractual payments within the credit period when they
The Company has used practical expedient in computing allowance for
fall due. This definition of default is determined by considering the
doubtful receivables based on the ageing of the customer’s balances,
business environment in which the Company operates and other micro
economic factors. Interest is generally not charged and / or paid on specific credit circumstances and Company’s historical and forward
customer balances. looking information.

327
 TECHNICO AGRI SCIENCES LIMITED

NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH, 2023 (Contd.)

Movement in the provisions for impairment of trade receivables is as maximize the use of observable market data and rely as little as possible
follows: on entity-specific estimates. If significant inputs required to fair value an
(` in lakhs) instrument are observable, the instrument is included in Level 2.
Level 3: Inputs for the assets or liabilities that are not based on observable
Particulars For the year For the
market data (unobservable inputs). If one or more of the significant inputs
ended year ended
is not based on observable market data, the instrument is included in level
31 March 31 March
3. This is the case with listed instruments where market is not liquid and for
2023 2022
unlisted instruments.
Balance at the beginning of the year 1.40 1.40
There are no assets or liabilities, the fair value of which has been
Provided during the year – – benchmarked / derived with quoted benchmarks and accordingly, there
Adjusted during the year – – are no assets / liabilities classified at Level 2.
Balance at the end of the year 1.40 1.40 The following table provides the fair value measurement hierarchy for
Investment in mutual funds are made only with approved mutual financial assets measured at fair value:
funds and credit risk in such funds are limited because the underlying (` in lakhs)
investments are diversified and the Company’s investment framework
Financial Fair Value Valuation Techniques Fair Value as at
considers the credit quality of the underlying investments made by the Asset Hierarchy
fund house.
40. Fair Value Measurement 31 March 31 March
Fair value hierarchy: 2023 2022
Fair value of the financial instruments is classified in various fair value
Investments Level 1 Net Asset Value as – 3620.51
hierarchies based on the following three levels: in Mutual declared by the Fund /
Level 1: Quoted prices (unadjusted) in active market for identical assets or Funds quoted prices in active
liabilities. markets
Level 2: Inputs other than quoted price including within level 1 that are
observable for the asset or liability, either directly (i.e. as prices) or indirectly The fair value of trade receivables and payables, other bank balance, other
(i.e. derived from prices). The fair value of financial instruments that are not financial assets and other financial liabilities is considered to be equal to the
traded in an active market is determined using valuation techniques which carrying amounts of these items due to their short – term nature.
41. Related party disclosures
(a) Names of related parties and nature of relationship
Holding Company : ITC Limited
(b) Other related parties with whom transactions have taken place during the year
Enterprises under common control : Technico Pty Limited, Australia (TPL)
ITC Infotech India Limited
Associate of the Holding Company : International Travel House Limited
(c) Key Management Personnel (KMP)
Mr. Surampudi Sivakumar : Director
Mr. Dharmarajan Ashok : Director
Mr. Ganesh Kumar Sundararaman : Director
Mr. David Charles McDonald : Director
Mr. Sachidanand Shivprakash Madan : Director (up to 27th November 2022)
Mr. Rajnikant Rai : Additional Director (w.e.f 26th November 2022)
Mr. Soundararadjane S. : Chief Executive Officer
Mr. Sanjeev Madan : Chief Financial Officer
Ms. Anjali : Company Secretary (up to 4th January 2023)
Ms. Vanshika Kapur : Company Secretary (w.e.f 23rd March 2023)
(d) Details of transactions carried out during the financial year ended 31 March, 2023 with related parties in the ordinary course of business:
(` in lakhs)
Particulars Holding Company (ITC Entities under Common KMP Associate of the
Limited) Control Holding Company
31 March 31 March 31 March 31 March 31 March 31 March 31 March 31 March
2023 2022 2023 2022 2023 2022 2023 2022
Sale of products
- ITC Limited 5486.04 5135.06 – – – – – –
- Technico Pty Limited – – 34.36 30.76 – – – –
Lease rental income 123.34 123.34 – – – – – –
Remuneration of managers on deputation
462.19 456.12 – – – – – –
reimbursed
Value of Share based payment
- Reimbursement 103.63 17.16 – – – – – –
Interim Dividend – 3037.02 – – – – – –
Purchase of services
- ITC Limited 44.07 33.76 – – – – – –
- ITC Infotech India Limited – – 18.12 14.02 – – – –
- Mr. Sachidanand S. Madan – – – – 93.16 96.00 – –
- International Travel House Limited – – – – – – 35.47 10.98
Expenses reimbursed
- ITC Limited 11.61 19.78 – – – – – –
- Technico Pty Limited – – – 1.40 – – – –
Expenses recovered
- Technico Pty Limited – – 6.37 2.74 – – – –
Remuneration paid**
- Mr. Soundararadjane S. – – – – 202.65 169.89 – –
- Other KMP – – – – 110.51 76.74 – –

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 TECHNICO AGRI SCIENCES LIMITED

NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH, 2023 (Contd.)

(e) Details of balances with the related parties :

(` in lakhs)

Particulars Holding Company (ITC Limited)

31 March 2023 31 March 2022
Trade receivables 93.92 390.24
Other payables 138.00 91.06
**Compensation of key managerial personnel
(` in lakhs)

The remuneration of directors and other members of key managerial personnel # For the year ended For the year ended 31
31 March 2023 March 2022
Short term benefits 313.16 246.63

# Post-employment benefits and other long term employee benefits are actuarially determined on overall basis and hence not separately provided. Also refer note 36
on share based payments. Since such Options are not tradeable, no perquisite or benefit is immediately conferred upon the employee by such grant of Options,
and accordingly the said grant has not been considered as remuneration.
Significant terms & conditions :
All the transactions with related parties are in ordinary course of business and on arm’s length basis. The amount outstanding are unsecured and will be settled in cash.

42. Segment reporting

The operating segments are presented in a manner consistent with the internal reporting provided to the Board of Directors, which is the CODM.
Business segments comprises:
I. Seed Business: TECHNITUBER® Seed, Field Produced seed potatoes, Banana Tissue Culture
II. Fruits and Vegetables Business: Trading in table potatoes, Potatoes for processing industry, Onion etc.

A. Segment Results : (` in lakhs)

Particulars For the year For the year

ended 31 March ended 31
2023 March 2022

Segment Revenue:
- Seed (Biological assets and Agricultural Produce) 18076.38 18333.28
- Fruits and Vegetables (Traded goods) 7505.05 7089.40
Gross Revenue from sale of products 25581.43 25422.68
Segment Results:
- Seed 4593.67 5411.25
- Fruits and Vegetables (276.01) (739.62)
Segment Total 4317.66 4671.63
Unallocated Income 123.34 123.34
Profit before Interest etc. and taxation 4441.00 4794.97
Finance Costs (18.69) (20.64)
Gain on sale of current investments, interest earned on bank deposits, gain on fair value 461.02 307.61
measurement of investments etc.
Profit before tax 4883.33 5081.94
Tax expenses (744.95) (778.00)
Profit for the year 4138.38 4303.94

B. Segment Assets and Liabilities: (` in lakhs)

Particulars As at 31 March 2023 As at 31 March 2022

Assets Liabilities Assets Liabilities
Seed 17555.48 6700.62 13466.36 8428.79
Fruits and Vegetables 5568.96 3291.49 3013.76 1127.70
Segment Total 23124.44 9992.11 16480.12 9556.49
Unallocated Assets and Liabilities 4786.02 3523.11 6451.54 3121.84
Total 27910.46 13515.22 22931.66 12678.33
Segment Assets and Liabilities are measured in the same way as in the financial statements. These assets are allocated based on the operations of the
respective segment.

C. Geographical segment wise revenue: (` in lakhs)

S. No. Particulars For the year ended For the year ended
31 March 2023 31 March 2022
(a) Revenue from domestic market 25547.07 25391.92
(b) Revenue from overseas market 34.36 30.76
Total 25581.43 25422.68

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 TECHNICO AGRI SCIENCES LIMITED

NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH, 2023 (Contd.)

D. Depreciation and Amortization :

(` in lakhs)
Particulars For the year ended For the year ended
31 March 2023 31 March 2022
Seed 261.26 206.49
Fruits and Vegetables 1.37 1.28
Total 262.63 207.77

Includes depreciation of Right of use assets (refer note 3.4, 34)

43. Use of Estimates and Judgements 44. The Ministry of Corporate Affairs (MCA) has issued the Companies (Indian
The key estimates and assumptions used in the preparation of financial Accounting Standards) (Amendment) Rules, 2023 on 31st March, 2023
statements are set out below: amending:
– The Company has ongoing litigations with income tax authorities.
- Ind AS 1, ‘Presentation of Financial Statements’ - The amendments
Where an outflow of funds is believed to be probable and a reliable
require companies to disclose their material accounting policies rather
estimate of the outcome of the dispute can be made based on
management’s assessment of specific circumstances of each dispute and than their significant accounting policies.
relevant external advice, management provides for its best estimate of - Ind AS 12 ‘Income Taxes’ - This amendment has narrowed the scope
the liability. Such accruals are by nature complex and can take number of the initial recognition exemption so that it does not apply to
of years to resolve and can involve estimation uncertainty. transactions that give rise to equal and offsetting temporary differences.
– The determination of Company’s liability towards defined benefit The amendments clarify, how companies account for deferred tax on
obligation to employees is made through independent actuarial
transactions such as leases.
valuation including determination of amounts to be recognized in
the Statement of Profit and Loss and in other comprehensive income. - Ind AS 8 ‘Accounting Policies, Changes in Accounting Estimates and
Such valuation depends upon assumptions determined after taking into Errors’ - This amendment has introduced a definition of ‘accounting
account inflation, seniority, promotion and other relevant factors such estimates’ and included amendments to help distinguish changes in
as supply and demand factors in the employment market. accounting policies from changes in accounting estimates.
– On initial recognition and at the end of each reporting period, the
The same are applicable, for financial statements pertaining to annual
biological assets are measured at fair value less cost to sell. Gains
and losses arising on initial recognition of both biological asset and periods beginning on or after 1st April, 2023. The Company expects that
agricultural produce and any subsequent changes in fair value are there will be no material impact on the financial statements resulting from
recognised in the statement of Profit and Loss in the period in which the implementation of these amendments.
they arise.
45. Ratio Analysis:

Ratio Numerator Denominator Type 31 March 31 March % change Reason

2023 2022
Current ratio Current Assets Current Liabilities Times 1.91 1.69 13
Return on Equity ratio Net Profits after taxes Average Shareholder’s Equity % 33.61 44.74 (11.13)
Inventory Turnover ratio Sales Average Inventory Times 1.49 1.78 (16)
Trade Receivable Turnover Ratio Sales Average Trade Receivable Times 77.50 57.17 36 a
Trade Payable Turnover Ratio Sales Average Trade Payables Times 4.03 3.70 9
Net Capital Turnover Ratio Sales Working capital Times 2.13 2.94 (28) b
Net Profit ratio Net Profit Sales % 16.19 16.93 (0.74)
Return on Capital Employed Earnings before interest and taxes Capital Employed % 34.05 49.77 (15.72)
Return on Investment Income from Investment Average Investment* % 4.94 3.28 1.66
*Average Investment (All time weighted basis)
Reason of variance for more than 25%
a) Lower trade receivables as at 31 March 2023 in comparison with previous year.
b) Mainly Increase in Inventories and Biological assets other than bearer plants as at 31 March 2023 in comparison with previous year.

46. The financial statement for the year ended 31 March 2023 are adopted and authorized for issue by Board of Directors on 1st May 2023.

For SRBC & Co LLP For and on behalf of the Board of Directors of Technico Agri Sciences Limited
Firm registration number: 324982E/E300003
Chartered Accountants
Ajay Bansal S. Sivakumar Dharmarajan Ashok Soundararadjane S.
Partner Chairman Director Chief Executive Officer
Membership no.: 502243 Hyderabad Kolkata Chandigarh
Sanjeev Madan Vanshika Kapur
Chief Financial Officer Company Secretary
Chandigarh Chandigarh
Place: Gurugram
Date: 1 May, 2023 Date: 1 May, 2023

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 ITC IndiVision Limited

REPORT OF THE BOARD OF DIRECTORS FOR THE financial year

ENDED 31ST MARCH, 2023
1. Your Directors submit their Third Report for the financial year ended (b) Changes in Key Managerial Personnel during the year
31st March, 2023.
During the year under review, Ms. Bushra resigned as the
2. PERFORMANCE OF THE COMPANY Chief Financial Officer of the Company with effect from 10th May,
The Company was incorporated as a wholly owned subsidiary of 2022. The Board at the meeting held on 16th July, 2022, in terms
ITC Limited (‘ITC’) on 9th July, 2020 primarily for manufacture and of Section 203 of the Companies Act, 2013 (‘the Act’), appointed
export of nicotine & nicotine derivative products. Mr. Venkateswarlu Tanguturi as the Chief Financial Officer of
the Company with effect from the said date. Mr. Tanguturi also
The nicotine & nicotine derivative products are meant to be used in the
resigned as the Chief Financial Officer of the Company effective
ANDS (Alternative Nicotine Delivery Systems) businesses comprising
26th March, 2023.
vapour products and nicotine pouches. In the recent years, this
segment has witnessed significant growth globally, and is expected to As stated above, Mr. Sreedharan Sunil Nair was appointed
continue to grow at a robust pace. as the Wholetime Director of the Company with effect from
15th October, 2022 and accordingly, he ceased to be the Manager
The Company is in the process of setting up of its manufacturing
of the Company with effect from the said date.
facility at Nanjangud, Mysuru, Karnataka. The construction of plant and
erection of machineries are almost complete and regulatory approvals (c) Directors - Retirement by Rotation
for commencing trials and commissioning are in the process of being In accordance with the provisions of Section 152 of the
obtained. Act read with the Articles of Association of the Company,
The facility & processes are designed in accordance with the principles Messrs. Ashit Kumar (DIN: 08786753) and Habbela Narasimhaiah
of GMP (Good Manufacturing Practice) which minimise the risks Ramaprasad (DIN: 08786702) will retire by rotation at the ensuing
involved in any pharmaceutical production, thereby ensuring that Annual General Meeting (‘AGM’) of the Company and, being
products are consistently produced and controlled according to quality eligible, offer themselves for re-election. Your Board has
standards. The Company’s manufacturing facility will also be compliant recommended their re-election.
with the Indian Drug Rules as well as the U.S. FDA (Food and Drug (d) Board Evaluation
Administration) Regulations.
The Board carried out annual performance evaluation of its own
The total expenditure on the Project representing capital performance and that of the individual Directors, as required under
work-in-progress, fixed assets and intangible assets under development Section 134 of the Act, based on criteria approved by the Board.
as at 31st March, 2023 was ` 26,341.08 lakhs, and the net loss for the
5. BOARD MEETINGS
year ended 31st March, 2023 stood at ` 168.23 lakhs.
Five Meetings of the Board were held during the financial year ended
The financial results of your Company, summarised, are as under:
31st March, 2023.
For the For the
6. DIRECTORS’ RESPONSIBILITY STATEMENT
financial year ended financial year ended
31st March, 2023 31st March, 2022 As required under Section 134 of the Act, your Directors confirm
(` in lakhs) (` in lakhs) having:
a. Profit Before Tax (180.12) (128.69 ) (i) followed in the preparation of the Annual Accounts, the applicable
Accounting Standards with proper explanation relating to material
b. Less: Tax Expense 11.89 0.05
departures, if any;
c. Profit After Tax (168.23) (128.64 )
(ii) selected such accounting policies and applied them consistently
3. SHARE CAPITAL and made judgements and estimates that are reasonable and
prudent so as to give a true and fair view of the state of affairs
It may be recalled that the Shareholders had approved issue of of the Company as at 31st March, 2023 and of the loss of the
2,20,00,000 Preference Shares of ` 100/- each, aggregating Company for the year ended on that date;
` 220 crores, to ITC on private placement basis.
(iii) taken proper and sufficient care for the maintenance of adequate
During the year under review, the Company raised funds through accounting records in accordance with the provisions of the Act for
private placement to ITC aggregating ` 130 crores, divided into safeguarding the assets of the Company and for preventing and
1,30,00,000 Preference Shares of ` 100/- each. Consequently, detecting fraud and other irregularities;
the Issued and Paid-up Share Capital of the Company as on (iv) prepared the Annual Accounts on a going concern basis; and
31st March, 2023 stood at ` 280 crores comprising Equity Share Capital (v) devised proper systems to ensure compliance with the provisions
of ` 120 crores and Preference Share Capital of ` 160 crores. of all applicable laws and that such systems are adequate and
Post 31st March, 2023, the Company raised funds through private operating effectively.
placement aggregating ` 25 crores, divided into 25,00,000 Preference 7. SUBSIDIARIES, ASSOCIATES AND JOINT VENTURES
Shares of ` 100/- each. Further, your Board of Directors (‘the Board’) The Company does not have any subsidiary, associate or joint venture.
at the Meeting held on 25th April, 2023 has offered, in the seventh
tranche, issue of 20,00,000 Preference Shares of ` 100/- each to ITC, 8. PARTICULARS OF EMPLOYEES
aggregating ` 20 crores. The details of top ten employees of the Company in terms of
remuneration drawn, as required under Rule 5(2) of the Companies
4. DIRECTORS AND KEY MANAGERIAL PERSONNEL (Appointment and Remuneration of Managerial Personnel) Rules,
(a) Changes in Directors during the year 2014, are provided in Annexure 1 to this Report.

During the year under review, Mr. Kurakula Nageswara Rao The Company seeks to enhance equal opportunities for men & women
(DIN: 09667379) was appointed, with your approval, as a and is committed to a gender-friendly workplace. During the financial
year ended 31st March, 2023, no complaint for sexual harassment
Non-Executive Director of the Company with effect from
was received. Your Company has constituted an Internal Complaints
25th November, 2022. Mr. Sreedharan Sunil Nair (DIN: 09765785)
Committee in compliance with the applicable provisions of the Sexual
was also appointed, with your approval, as the Wholetime
Harassment of Women at Workplace (Prevention, Prohibition and
Director of the Company with effect from 15th October, 2022 till Redressal) Act, 2013.
31st October, 2023. The appointment of Mr. Nair is governed by
9. RISK MANAGEMENT
the resolutions passed by the Board and the Shareholders of the
Company. The statutory provisions apply with respect to notice The Company has a Risk Management Policy which is designed to
period and severance fee. bring robustness to the risk management processes, and addresses
risks intrinsic to operations, financials and compliances arising out
Mr. Sanjiv Rangrass (DIN: 08786754), consequent to his retirement of the overall strategy of the Company. The Internal Auditors of the
from the services of ITC, stepped down as a Non-Executive Director Company carry out risk focused audits with the objective of identifying
of your Company with effect from 4th June, 2022. Your Directors areas where risk management processes could be strengthened.
place on record their appreciation for the contribution made by The risk management framework of the Company is commensurate
Mr. Rangrass during his tenure with the Company. with its size and nature of business.

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 ITC IndiVision Limited

In terms of the aforesaid Risk Management Policy approved by the 15. AUDITORS
Board, management of risks vests with the executives responsible (a) Statutory Auditors
for the day-to-day conduct of the affairs of the Company. The Board
Messrs. S. R. Batliboi & Associates LLP (‘SRBA’), Chartered
annually reviews the effectiveness of the Company’s risk management
Accountants, were appointed as the Auditors of your Company
systems and policies.
at the 1st AGM held on 13th July, 2021 to hold such office till
A combination of policies and processes as outlined above adequately the conclusion of the 6th AGM (up to financial year 2025-26).
addresses the various risks associated with the Company’s operations. Pursuant to Section 142 of the Act, the Board has recommended
for the approval of the Members, remuneration of SRBA for the
10. INTERNAL FINANCIAL CONTROLS
financial year 2023-24. Appropriate resolution in respect of the
Your Company has in place adequate internal financial controls with same is being placed for your approval at the ensuing AGM of the
respect to the Financial Statements, commensurate with its size and Company.
scale of operations. The Governance processes (including Standard (b) Secretarial Auditors
Operating Procedures and Policies) approved by the Board, delineate
Your Board appointed Messrs. Mamta Binani & Associates,
the roles, responsibilities and authorities of the key functionaries
Company Secretaries, to conduct secretarial audit of the
involved in governance, and provide foundation for the Company’s
Company for the financial year ended 31st March, 2023. The
internal financial controls with respect to the Financial Statements.
Secretarial Auditors have confirmed that your Company has
The Financial Statements of the Company are prepared on the basis complied with the applicable laws and that there are adequate
of the Significant Accounting Policies that are carefully selected by systems and processes in your Company commensurate with its
the management and approved by the Board. This, along with the size and scale of operations to monitor and ensure compliance
transactional controls built into the systems, ensure appropriate with the applicable laws.
segregation of duties and approval mechanisms commensurate with The Report of Messrs. Mamta Binani & Associates, in terms of
the level of responsibility. Section 204 of the Act, is enclosed as Annexure 3 to this Report.
During the year under reference, the internal financial controls in 16. COMPLIANCE WITH SECRETARIAL STANDARDS
the Company with respect to the Financial Statements were tested
The Company is in compliance with the applicable Secretarial
and no material weakness in the design or operation of such controls
Standards issued by the Institute of Company Secretaries of India and
was observed. Nonetheless, your Company recognises that any
approved by the Central Government under Section 118 of the Act.
internal financial control framework, no matter how well designed,
has inherent limitations and accordingly, regular audit and review 17. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION,
processes ensure that such systems are reinforced on an ongoing FOREIGN EXCHANGE EARNINGS AND OUTGO
basis. The design of the Company’s manufacturing facility incorporates
maximisation of natural lighting, insulation for minimal wastage of
11. PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS
heat energy and use of energy efficient lighting fixtures. The Plant
During the year ended 31st March, 2023, the Company has neither has 100% condensate recovery system and is designed to maximise
given any loan or guarantee nor has made any investment under the reuse / reduce the usage of chemical / solvents and water. The
Section 186 of the Act. equipment & process flow design and technology selection are
12. RELATED PARTY TRANSACTIONS aimed at achieving high efficiencies with optimal energy utilisation.
The complete process will be operated through DCS (Distributed
During the year ended 31st March, 2023, the Company has not Control System) ensuring reproducibility, repeatability and reliability
entered into any contract or arrangement with its related parties with utmost control over processes, thereby ensuring quality of the
which is not at arm’s length. The details of material related party product. Advanced technology like intelligent electrical modules have
transaction(s) of the Company in the prescribed Form No. AOC-2 are been used in the electrical control panels to have seamless integration
enclosed under Annexure 2 to this Report. with the centralised DCS system. Entire manufacturing control system
13. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE has been validated in line with the latest regulatory requirements and
REGULATORS / COURTS / TRIBUNALS Good Automated Manufacturing Practices (GAMP5). After evaluating
multiple processes, a novel extraction process for manufacture of
During the year under review, no significant or material orders were nicotine / nicotine salts has been developed in the lab.
passed by the Regulators / Courts / Tribunals impacting the going
There has been no foreign exchange earnings or outflow during the
concern status of the Company and its future operations.
year under review.
14. COST RECORDS On behalf of the Board
The Company is not required to maintain cost records in terms of (S. Sivakumar) (A. Kumar)
Section 148 of the Act read with the Companies (Cost Records and Chairman Director
Audit) Rules, 2014. Dated: April 25, 2023 DIN: 00341392 DIN: 08786753

332
 ITC IndiVision Limited

Annexure 1 to the Report of the Board of Directors for the financial year ended 31st March, 2023
[Information pursuant to Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014]
Names of employees Age Designation Gross Net Qualifications Experience Date of Previous Employment /
(Years) Remuneration Remuneration (Years) commencement Position held
(`) (`) of deputation /
Date of Joining
1 2 3 4 5 6 7 8 9

Chandrakant Minz 39 Senior Manager - Operations 79,20,505/- 49,73,550/- B.Tech and 14 01.05.2022 Manager Operations – ESPB,
M.Tech (Mech) ITC Limited

Sreedharan Sunil Nair 52 Wholetime Director 71,71,906/- 41,90,937/- B.E. (Mechanical) 28 01.11.2020 Factory Manager - Anaparti
and M.B.A. Green Leaf Threshing Plant,
(Finance) ITC Limited

Venkateswarlu Tanguturi1 32 Chief Financial Officer 66,06,924/- 38,22,896/- C.A., C.M.A. 10 12.05.2022 Senior Manager - Finance,
ITC Limited

Ajay Mahendrakar 37 Manager - Projects 30,75,350/- 22,45,461/- DECE, B.E. 16 01.01.2021 Assistant Manager - Quality
(Electrical & Control, ITC Limited
Commn. Engg)

Repalle Sai Nischal 32 Manager - Projects 27,04,616/- 19,53,944/- PGP in PE & 12 01.11.2020 Assistant Manager - Projects,
Mgmt., B.Tech. ITC Limited
(Mechanical)

K V Vandana 40 Manager - HR 25,67,048/- 18,46,499/- Diploma in Civil 17 01.05.2021 Assistant Manager - HR,
Engg.,B.B.M., ITC Limited
M.H.R.M.

Debanjan Sarkar 34 Company Secretary 25,39,164/- 18,03,717/- A.C.S and B.Com 11 01.01.2022 Assistant Manager - Secretarial,
(H) ITC Limited

B Thirupathi Rao 39 Associate Scientist 24,18,757/- 17,70,176/- M.Sc. (Organic 16 01.11.2020 Assistant Manager - QC,
Chemistry) ITC Limited

Chiriki Harish Kumar 32 Manager - Projects 18,67,162/- 13,53,078/- B.Tech.(Chemical 10 01.11.2020 Associate Manager - Projects,
Engg.) ITC Limited

Nikhil Brijlal Kadam 35 Manager - Quality Assurance 16,97,264/- 13,34,126/- M.Sc. (Life 12 01.11.2020 Associate Manager - Projects,
Science) ITC Limited

G Venkata Ramana Rao 55 Deputy General Manager - Production 15,01,400/- 12,50,433/- B.E. (Chemical 29 30.09.2022 Assistant General Manager -
Engineering) Production, Hikal Limited

Akshay Prabhakar Bhamare2 24 Assistant Manager - Projects 5,87,977/- 4,90,181/- B.Tech. 3 01.01.2021 Assistant Manager - Projects,
(Chemical) ITC Limited

Bushra3 25 Chief Financial Officer 4,12,826/- 3,27,159/- A.C.A. 3 01.09.2020 Assistant Manager - Finance,
ITC Limited

1. Resigned with effect from 26th March, 2023.

2. Resigned with effect from 11th June, 2022.
3. Resigned with effect from 10th May, 2022.
All the above employees are / were on deputation from ITC Limited, the Holding Company (‘ITC’), except for Mr. G. Venkata Ramana Rao.
Notes:
a. Gross remuneration includes salary, variable pay / performance bonus, long-term incentives, allowances & other benefits / applicable perquisites borne by the Company,
except provisions for gratuity and leave encashment which are actuarially determined on an overall Company basis. The term ‘remuneration’ has the meaning assigned to it
under the Companies Act, 2013.
b. Net remuneration comprises cash income less income tax, education cess deducted at source and employee’s own contribution to provident fund.
c. The Wholetime Director has been granted Stock Options by ITC under its Employee Stock Option Schemes at ‘market price’ [within the meaning of the Securities and
Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021]. Since these Stock Options are not tradeable, no perquisite or benefit is
immediately conferred upon the employee by grant of such Options, and accordingly the said grant has not been considered as remuneration.
d. The aforesaid employees are / were neither relative of any Director of the Company nor hold any equity share in the Company.

On behalf of the Board
(S. Sivakumar) (A. Kumar)
Chairman Director
Dated: April 25, 2023 DIN: 00341392 DIN: 08786753

333
 ITC IndiVision Limited

Annexure 2 to the Report of the Board of Directors for the financial year ended 31st March, 2023
FORM NO. AOC-2
[Pursuant to Section 134(3)(h) of the Companies Act, 2013 and Rule 8(2) of the Companies (Accounts) Rules, 2014]
Form for disclosure of particulars of contracts / arrangements entered into by the Company with related parties referred to in sub-section (1)
of Section 188 of the Companies Act, 2013 including certain arm’s length transactions under third proviso thereto

1. Details of contracts or arrangements or transactions not at arm’s length basis

a) Name(s) of the related party and nature of relationship

b) Nature of contracts / arrangements / transactions

c) Duration of the contracts / arrangements / transactions

d) Salient terms of the contracts or arrangements or transactions including the value, if any
NIL
e) Justification for entering into such contracts or arrangements or transactions

f) Date(s) of approval by the Board

g) Amount paid as advances, if any

h) Date on which the resolution was passed in general meeting as required under first proviso to Section 188

2. Details of material contracts or arrangements or transactions at arm’s length basis

a) Name(s) of the related party and nature of relationship Russell Credit Limited, fellow subsidiary (RCL)

b) Nature of the contracts / arrangements / transactions Unsecured inter-corporate loan of ` 4,500 lakhs from RCL

c) Duration of the contracts / arrangements / transactions 21st February, 2023 to 20th February, 2025

d) Salient terms of the contracts or arrangements or transactions • Interest payable on quarterly basis @ 8.00% per annum
including the value, if any • Loan availed during the year and outstanding as on 31st March, 2023:
` 1,250 lakhs

e) Date(s) of approval by the Board, if any 11th January, 2023

f) Amount paid as advances, if any Nil

On behalf of the Board

(S. Sivakumar) (A. Kumar)
Chairman Director
Dated: April 25, 2023 DIN: 00341392 DIN: 08786753

334
 ITC IndiVision Limited

FORM NO. MR-3

SECRETARIAL AUDIT REPORT
FOR THE FINANCIAL YEAR ENDED 31ST MARCH, 2023
[Pursuant to Section 204(1) of the Companies Act, 2013 and Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014]

To
The Members
ITC IndiVision Limited
Virginia House
37, Jawaharlal Nehru Road
Kolkata 700071

We have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate practices by
ITC INDIVISION LIMITED (hereinafter called “the Company”), bearing CIN: U16007WB2020PLC237915. The Secretarial Audit was conducted in a manner
that provided us a reasonable basis for evaluating the corporate conducts /statutory compliances and expressing our opinion thereon.
Based on our verification of the Company’s books, papers, minute books, forms and returns filed and other records maintained by the Company and also
the information provided by the Company, its officers, agents and authorized representatives during the conduct of secretarial audit, we hereby report that
in our opinion, the Company has, during the audit period covering the financial year ended on 31st March, 2023 complied with the statutory provisions
listed hereunder and also that the Company has proper Board-processes and compliance-mechanism in place to the extent, in the manner and subject to
the reporting made hereinafter.
We have examined the books, papers, minute books, forms and returns filed and other records maintained by the Company for the financial year ended on
31st March, 2023, to the extent applicable, according to the provisions of:
(i) Companies Act, 2013 (‘the Act’) and the Rules made thereunder; and
(ii) Specific laws applicable - Drugs and Cosmetics Act, 1940 and the Rules made thereunder.
We have also examined compliance with applicable clauses of the Secretarial Standards 1 and 2 issued by the Institute of Company Secretaries of India
under Section 118 of the Act.
During the period under review, the Company has complied with the provisions of the Act, Rules, Standards, etc. mentioned herein above.
We further report that:
(a) The Board of Directors of the Company is duly constituted in compliance with the applicable provisions of law. The changes made in the composition
of the Board of Directors during the period under review were carried out in compliance with the applicable laws.
(b) Adequate notice is given to all Directors to schedule the Board Meetings. Agenda and detailed notes on agenda were generally sent at least seven days
in advance, and for meetings called on shorter notice, the consent from all the Directors was taken and a system exists for seeking and obtaining further
information and clarifications on the agenda items before the meeting and for meaningful participation at the meeting.
(c) As per the minutes of the meetings duly recorded and signed by the Chairman, the decisions of the Board were unanimous and therefore there were
no dissenting views that were required to be recorded.
We further report that there are adequate systems and processes in the Company commensurate with the size and operations of the Company to monitor
and ensure compliance with applicable laws, rules, regulations and guidelines in this respect.
We further report that during the period of audit, the Company has not undertaken any specific events/actions that can have a bearing on the Company’s
compliance responsibility in pursuance of the above referred laws, rules, standards etc., except as follows –
i. Alteration of the Objects Clause of the Memorandum of Association of the Company which was approved at the Extraordinary General Meeting of the
Members held on 25th November, 2022.
ii. Offer and issue of 125,00,000 Preference Shares of ` 100/- each by way of Private Placement to ITC Limited, and allotment of 130,00,000
Preference Shares of ` 100/- each, fully paid-up, to ITC Limited.

For Mamta Binani & Associates

Practising Company Secretaries
ICSI Unique Code: P2016WB060900

CS Madhuri Pandey
Partner
CP No.: 20723
Membership No.: A55836
Peer Review Certificate No.: 722/2020
UDIN: A055836E000077209

Date: 12.04.2023
Place: Kolkata

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 ITC IndiVision Limited

INDEPENDENT AUDITOR’S REPORT Those Board of Directors are also responsible for overseeing the Company’s
To the Members of ITC IndiVision Limited financial reporting process.

Report on the Audit of the Ind AS Financial Statements Auditor’s Responsibilities for the Audit of the Financial Statements

Opinion Our objectives are to obtain reasonable assurance about whether the
financial statements as a whole are free from material misstatement,
We have audited the accompanying financial statements of ITC lndiVision
whether due to fraud or error, and to issue an auditor’s report that includes
Limited (“the Company”), which comprise the Balance sheet as at March
our opinion. Reasonable assurance is a high level of assurance, but is not
31 2023, the Statement of Profit and Loss, including the statement
a guarantee that an audit conducted in accordance with SAs will always
of Other Comprehensive Income, the Cash Flow Statement and the
detect a material misstatement when it exists. Misstatements can arise
Statement of Changes in Equity for the year then ended, and notes to
from fraud or error and are considered material if, individually or in the
the financial statements, including a summary of significant accounting
aggregate, they could reasonably be expected to influence the economic
policies and other explanatory information.
decisions of users taken on the basis of these financial statements.
In our opinion and to the best of our information and according to
the explanations given to us the aforesaid financial statements give the As part of an audit in accordance with SAs, we exercise professional
information required by the Companies Act, 2013, as amended (“the judgment and maintain professional skepticism throughout the audit. We
Act”) in the manner so required and give a true and fair view in conformity also:
with the accounting principles generally accepted in India, of the state • Identify and assess the risks of material misstatement of the financial
of affairs of the Company as at March 31, 2023, its loss including other statements, whether due to fraud or error, design and perform audit
comprehensive income, its cash flows and the changes in equity for the procedures responsive to those risks, and obtain audit evidence that is
year ended on that date. sufficient and appropriate to provide a basis for our opinion. The risk
Basis for Opinion of not detecting a material misstatement resulting from fraud is higher
We conducted our audit of the financial statements in accordance with than for one resulting from error, as fraud may involve collusion,
the Standards on Auditing (SAs), as specified under section 143(10) of forgery, intentional omissions, misrepresentations, or the override of
the Act. Our responsibilities under those Standards are further described internal control.
in the ‘Auditor’s Responsibilities for the Audit of the Financial Statements’ • Obtain an understanding of internal control relevant to the audit
section of our report. We are independent of the Company in accordance in order to design audit procedures that are appropriate in the
with the ‘Code of Ethics’ issued by the Institute of Chartered Accountants circumstances. Under section 143(3)(i) of the Act, we are also
of India together with the ethical requirements that are relevant to our responsible for expressing our opinion on whether the Company
audit of the financial statements under the provisions of the Act and the has adequate internal financial controls with reference to financial
Rules thereunder, and we have fulfilled our other ethical responsibilities in statements in place and the operating effectiveness of such controls.
accordance with these requirements and the Code of Ethics. We believe
• Evaluate the appropriateness of accounting policies used and the
that the audit evidence we have obtained is sufficient and appropriate to
reasonableness of accounting estimates and related disclosures made
provide a basis for our audit opinion on the financial statements.
by management.
Other Information
• Conclude on the appropriateness of management’s use of the going
The Company’s Board of Directors is responsible for the other information.
concern basis of accounting and, based on the audit evidence
The other information comprises the information included in the Board of
obtained, whether a material uncertainty exists related to events or
Directors Report, but does not include the financial statements and our
conditions that may cast significant doubt on the Company’s ability
auditor’s report thereon.
to continue as a going concern. If we conclude that a material
Our opinion on the financial statements does not cover the other uncertainty exists, we are required to draw attention in our auditor’s
information and we do not express any form of assurance conclusion report to the related disclosures in the financial statements or, if such
thereon. disclosures are inadequate, to modify our opinion. Our conclusions
In connection with our audit of the financial statements, our responsibility are based on the audit evidence obtained up to the date of our
is to read the other information and, in doing so, consider whether such auditor’s report. However, future events or conditions may cause the
other information is materially inconsistent with the financial statements or Company to cease to continue as a going concern.
our knowledge obtained in the audit or otherwise appears to be materially
• Evaluate the overall presentation, structure and content of the
misstated. If, based on the work we have performed, we conclude that
financial statements, including the disclosures, and whether the
there is a material misstatement of this other information, we are required
financial statements represent the underlying transactions and events
to report that fact. We have nothing to report in this regard.
in a manner that achieves fair presentation.
Responsibility of Management for the Financial Statements
We communicate with those charged with governance regarding, among
The Company’s Board of Directors is responsible for the matters stated in
other matters, the planned scope and timing of the audit and significant
section 134(5) of the Act with respect to the preparation of these financial
audit findings, including any significant deficiencies in internal control that
statements that give a true and fair view of the financial position, financial
we identify during our audit.
performance including other comprehensive income, cash flows and
changes in equity of the Company in accordance with the accounting We also provide those charged with governance with a statement
principles generally accepted in India, including the Indian Accounting that we have complied with relevant ethical requirements regarding
Standards (Ind AS) specified under section 133 of the Act read with the independence, and to communicate with them all relationships and other
Companies (Indian Accounting Standards) Rules, 2015, as amended. This matters that may reasonably be thought to bear on our independence,
responsibility also includes maintenance of adequate accounting records and where applicable, related safeguards.
in accordance with the provisions of the Act for safeguarding of the assets Report on Other Legal and Regulatory Requirements
of the Company and for preventing and detecting frauds and other
I. As required by the Companies (Auditor’s Report) Order, 2020 (“the
irregularities; selection and application of appropriate accounting policies;
Order”), issued by the Central Government of India in terms of
making judgments and estimates that are reasonable and prudent;
sub-section (11) of section 143 of the Act, we give in the
and the design, implementation and maintenance of adequate internal
“Annexure I” a statement on the matters specified in paragraphs 3
financial controls, that were operating effectively for ensuring the accuracy
and 4 of the Order.
and completeness of the accounting records, relevant to the preparation
and presentation of the financial statements that give a true and fair view 2. As required by Section 143(3) of the Act, we report that:
and are free from material misstatement, whether due to fraud or error. (a) We have sought and obtained all the information and explanations
In preparing the financial statements, management is responsible which to the best of our knowledge and belief were necessary for
for assessing the Company’s ability to continue as a going concern, the purposes of our audit;
disclosing, as applicable, matters related to going concern and using the (b) In our opinion, proper books of account as required by law
going concern basis of accounting unless management either intends have been kept by the Company so far as it appears from our
to liquidate the Company or to cease operations, or has no realistic examination of those books;
alternative but to do so.

336
 ITC IndiVision Limited

(c) The Balance Sheet, the Statement of Profit and Loss including Company to or in any other person or entity, including foreign
the Statement of Other Comprehensive Income, the Cash Flow entities (“Intermediaries”), with the understanding, whether
Statement and Statement of Changes in Equity dealt with by this recorded in writing or otherwise, that the Intermediary shall,
Report are in agreement with the books of account; whether, directly or indirectly lend or invest in other persons
(d) In our opinion, the aforesaid financial statements comply with or entities identified in any manner whatsoever by or on
the Accounting Standards specified under Section 133 of the Act, behalf of the Company (“Ultimate Beneficiaries”) or provide
read with Companies (Indian Accounting Standards) Rules, 2015, any guarantee, security or the like on behalf of the Ultimate
as amended; Beneficiaries;

(e) On the basis of the written representations received from the b) The management has represented that, to the best of its
directors as on March 31, 2023 taken on record by the Board of knowledge and belief, no funds have been received by
Directors, none of the directors is disqualified as on March 31, the Company from any person or entity, including foreign
2023 from being appointed as a director in terms of Section 164 entities (“Funding Parties”), with the understanding, whether
(2) of the Act; recorded in writing or otherwise, that the Company shall,
whether, directly or indirectly, lend or invest in other persons
(f) With respect to the adequacy of the internal financial controls
or entities identified in any manner whatsoever by or on
with reference to these financial statements and the operating
behalf of the Funding Party (“Ultimate Beneficiaries”) or
effectiveness of such controls, refer to our separate Report in
provide any guarantee, security or the Iike on behalf of the
“Annexure 2” to this report;
UItimate Beneficiaries; and
(g) In our opinion, the managerial remuneration for the year ended
c) Based on such audit procedures performed that have been
March 31, 2023 has been paid/ provided by the Company to its
considered reasonable and appropriate in the circumstances,
directors in accordance with the provisions of section 197 read
nothing has come to our notice that has caused us to believe
with Schedule V to the Act;
that the representations under sub-clause (a) and (b) contain
(h) With respect to the other matters to be included in the Auditor’s any material misstatement.
Report in accordance with Rule 11 of the Companies (Audit and
v. No dividend has been declared or paid during the year by the
Auditors) Rules, 2014, as amended in our opinion and to the best
Company.
of our information and according to the explanations given to us:
vi. As proviso to rule 3(1) of companies (Accounts) Rules, 2014
i. The Company does not have any pending litigations which
is applicable for the company only w.e.f April 01, 2023,
would impact its financial position;
reporting under this clause is not applicable.
ii. The Company did not have any long-term contracts
For S.R. Batliboi & Associates LLP
including derivative contracts for which there were any
Chartered Accountants
material foreseeable losses;
ICAI Firm Registration Number: 101049W/E300004
iii. There were no amounts which were required to be
transferred to the Investor Education and Protection Fund by per Atin Bhargava
the Company. Partner
iv.a) The management has represented that, to the best of its Membership Number: 504777
knowledge and belief, no funds have been advanced or UDIN: 23504777BGXMEH6384
loaned or invested (either from borrowed funds or share Place of Signature: Hyderabad
premium or any other sources or kind of funds) by the Date: April 25, 2023

Annexure 1 referred to the Independent Auditor’s Report assets of the Company. The quarterly returns/statements filed
Re: ITC IndiVision Limited (“the Company”) by the Company with such banks and financial institutions are
in agreement with the books of accounts of the Company.
(i) (a) (A) The Company has maintained proper records showing full
particulars, including quantitative details and situation of (iii) (a) During the year the Company has not provided loans,
property, plant and equipment. advances in the nature of loans, stood guarantee or provided
security to companies, firms, Limited Liability Partnerships or
(B) The Company has not capitalized any intangible assets in the
any other parties. Accordingly, the requirement to report on
books of the Company and accordingly, the requirement to
clause 3(iii)(a) of the Order is not applicable to the Company.
report on clause 3(i)(a)(B) of the Order is not applicable to the
Company. (b) During the year the Company has not made investments,
provided guarantees, provided security and granted loans and
(b) Property, Plant and Equipment have been physically verified
advances in the nature of loans to companies, firms, Limited
by the management during the year and no material
Liability Partnerships or any other parties. Accordingly, the
discrepancies were identified on such verification.
requirement to report on clause 3(iii)(b) of the Order is not
(c) There is no immovable property (other than properties where applicable to the Company.
the Company is the lessee and the lease agreements are duly
(c) The Company has not granted loans and advances in the nature
executed in favour of the lessee), held by the Company and
of loans to companies, firms, Limited Liability Partnerships or
accordingly, the requirement to report on clause 3(i)(c) of the
any other parties. Accordingly, the requirement to report on
Order is not applicable to the Company.
clause 3(iii)(c) of the Order is not applicable to the Company.
(d) The Company has not revalued its Property, Plant and
(d) The Company has not granted loans or advances in the nature
Equipment (including Right of use assets) or intangible assets
of loans to companies, firms, Limited Liability Partnerships or
during the year ended March 31, 2023.
any other parties. Accordingly, the requirement to report on
(e) There are no proceedings initiated or are pending against clause 3(iii)(d) of the Order is not applicable to the Company.
the Company for holding any benami property under the
(e) There were no loans or advance in the nature of loan granted
Prohibition of Benami Property Transactions Act, 1988 and
to companies, firms, Limited Liability Partnerships or any
rules made thereunder.
other parties. Accordingly, the requirement to report on
(ii) (a) The management has conducted physical verification of clause 3(iii)(e) of the Order is not applicable to the Company.
inventory at reasonable intervals during the year. In our
(f) The Company has not granted any loans or advances in
opinion the coverage and the procedure of such verification
the nature of loans, either repayable on demand or without
by the management is appropriate.
specifying any terms or period of repayment to companies,
(b) The Company has been sanctioned working capital limits in firms, Limited Liability Partnerships or any other parties.
excess of Rs. five crores in aggregate from banks or financial Accordingly, the requirement to report on clause 3(iii)(f) of
institutions during the year on the basis of security of current the Order is not applicable to the Company.

337
 ITC IndiVision Limited

(iv) There are no loans, investments, guarantees, and security in 13 of Companies (Audit and Auditors) Rules, 2014 with the
respect of which provisions of sections 185 and 186 of the Central Government.
Companies Act, 2013 are applicable and accordingly, the (c) As represented to us by the management, there are no whistle
requirement to report on clause 3(iv) of the Order is not blower complaints received by the Company during the year.
applicable to the Company. (xii) The Company is not a nidhi Company as per the provisions
(v) The Company has neither accepted any deposits from the of the Companies Act, 2013. Therefore, the requirement to
public nor accepted any amounts which are deemed to report on clause 3(xii) of the Order is not applicable to the
be deposits within the meaning of sections 73 to 76 of the Company.
Companies Act and the rules made thereunder, to the extent (xiii) Transactions with the related parties are in compliance
applicable. Accordingly, the requirement to report on clause with sections 177 and 188 of Companies Act, 2013 where
3(v) of the Order is not applicable to the Company. applicable and the details have been disclosed in the notes
(vi) Since the Company has not commenced commercial to the financial statements, as required by the applicable
production, in our opinion, the provisions of clause 3(vi) of accounting standards.
the Order are not applicable to the Company. (xiv) (a) The Company has an internal audit system commensurate
(vii) (a) The Company is regular in depositing with appropriate with the size and nature of its business.
authorities undisputed statutory dues including goods and (b) The internal audit reports of the Company issued till the date
services tax, provident fund, employees’ state insurance, of the audit report, for the period under audit have been
income-tax, duty of customs, cess and other statutory dues considered by us.
applicable to it. According to the information and explanations
(xv) The Company has not entered into any non-cash transactions
given to us and based on audit procedures performed by us,
with its directors or persons connected with its directors and
no undisputed amounts payable in respect of these statutory
hence requirement to report on clause 3(xv) of the Order is
dues were outstanding, at the year end, for a period of more
not applicable to the Company.
than six months from the date they became payable.
(xvi) The provisions of section 45-IA of the Reserve Bank of India
(b) There are no dues of goods and services tax, provident fund,
Act, 1934 (2 of 1934) are not applicable to the Company.
employees’ state insurance, income tax, duty of customs, cess
Accordingly, the requirement to report on clause (xvi) of the
and other statutory dues which have not been deposited on
Order is not applicable to the Company.
account of any dispute.
(xvii) The Company has incurred cash losses in the current year
(viii) The Company has not surrendered or disclosed any
amounting to Rs. 139.41 Lakhs. In the immediately preceding
transaction, previously unrecorded in the books of account,
financial year, the Company had incurred cash losses
in the tax assessments under the Income Tax Act, 1961 as
amounting to Rs. 115.27 Lakhs.
income during the year. Accordingly, the requirement to
(xviii) There has been no resignation of the statutory auditors during
report on clause 3(viii) of the Order is not applicable to the
the year and accordingly requirement to report on Clause
Company.
3(xviii) of the Order is not applicable to the Company.
(ix) (a) The Company did not have any outstanding loans or
(xix) On the basis of the financial ratios disclosed in note 29 to the
borrowings or interest thereon due to any lender during the
financial statements, ageing and expected dates of realization
year. Accordingly, the requirement to report on clause ix(a) of
of financial assets and payment of financial I iabilities, other
the Order is not applicable to the Company.
information accompanying the financial statements, our
(b) The Company has not been declared wilful defaulter by any
knowledge of the Board of Directors and management plans
bank or financial institution or government or any government
and based on our examination of the evidence supporting
authority.
the assumptions, nothing has come to our attention, which
(c) The Company did not have any term loans outstanding during causes us to believe that any material uncertainty exists as
the year hence, the requirement to report on clause (ix)(c) of on the date of the audit report that Company is not capable
the Order is not applicable to the Company. of meeting its liabilities existing at the date of balance sheet
(d) On an overall examination of the financial statements of the as and when they fall due within a period of one year from
Company, no funds raised on short-term basis have been used the balance sheet date. We, however, state that this is not an
for long-term purposes by the Company. assurance as to the future viability of the Company. We further
(e) The Company does not have any subsidiary, associate or state that our reporting is based on the facts up to the date of
joint venture. Accordingly, the requirement to report on the audit report and we neither give any guarantee nor any
clause 3(ix)(e) of the Order is not applicable to the Company. assurance that all liabilities falling due within a period of one
(f) The Company does not have any subsidiary, associate or joint year from the balance sheet date, will get discharged by the
venture. Accordingly, the requirement to report on Clause Company as and when they fall due.
3(ix)(f) of the Order is not applicable to the Company. (xx) The provisions of section 135 (I) of the Companies Act,
(x) (a) The Company has not raised any money during the year by 2013 are not applicable to the Company. Accordingly, the
way of initial public offer/ further public offer (including debt requirement to report on clause (xx) of the Order is not
instruments) hence, the requirement to report on clause 3(x) applicable to the Company.
(a) of the Order is not applicable to the Company. For S.R. Batliboi & Associates LLP
(b) The Company has complied with provisions of sections 42 and Chartered Accountants
62 of the Companies Act, 2013 in respect of the preferential ICAI Firm Registration Number: 101049W/E300004
allotment or private placement of shares during the year. The
Company has not raised and fully or partially or optionally per Atin Bhargava
convertible debentures. The funds raised, have been used for Partner
the purposes for which the funds were raised. Membership Number: 504777
(xi) (a) No fraud by the Company or no fraud on the Company has UDIN: 23504777BGXMEH6384
been noticed or reported during the year.
Place of Signature: Hyderabad
(b) During the year, no report under sub-section ( 12) of section Date: April 25, 2023
143 of the Companies Act, 2013 has been filed by secretarial
auditor or by us in Form AOT - 4 as prescribed under Rule

338
 ITC IndiVision Limited

Annexure – 2 to the Independent Auditor’s Report of even date on the Meaning of Internal Financial Controls Over Financial Reporting With
financial statements of ITC IndiVision Limited Reference to these Financial Statements
Report on the Internal Financial Controls under Clause (i) of
A company’s internal financial control over financial reporting with
Sub-section 3 of Section 143 of the Companies Act, 2013 (“the Act”)
reference to these financial statements is a process designed to provide
We have audited the internal financial controls over financial reporting reasonable assurance regarding the reliability of financial reporting and
of ITC lncliVision Limited (“the Company”) as of March 31, 2023 in the preparation of financial statements for external purposes in accordance
conjunction with our audit of the financial statements of the Company for with generally accepted accounting principles. A company’s internal
the year ended March 31, 2023. financial control over financial reporting with reference to these financial
statements includes those policies and procedures that (1) pertain to the
Management’s Responsibility for Internal Financial Controls maintenance of records that, in reasonable detail, accurately and fairly
The Company’s Management is responsible for establishing and reflect the transactions and dispositions of the assets of the company; (2)
maintaining internal financial controls based on the internal control over provide reasonable assurance that transactions are recorded as necessary
financial reporting criteria established by the Company considering the to permit preparation of financial statements in accordance with generally
essential components of internal control stated in the Guidance Note accepted accounting principles, and that receipts and expenditures of
on Audit of Internal Financial Controls Over Financial Reporting issued the company are being made only in accordance with authorisations of
by the Institute of Chartered Accountants of India. These responsibilities management and directors of the company; and (3) provide reasonable
include the design, implementation and maintenance of adequate assurance regarding prevention or timely detection of unauthorised
internal financial controls that were operating effectively for ensuring acquisition, use, or disposition of the company’s assets that could have a
the orderly and efficient conduct of its business, including adherence material effect on the financial statements.
to the Company’s policies, the safeguarding of its assets, the prevention Inherent Limitations of Internal Financial Controls Over Financial
and detection of frauds and errors, the accuracy and completeness of Reporting With Reference to these Financial Statements
the accounting records, and the timely preparation of reliable financial
information, as required under the Companies Act, 2013. Because of the inherent limitations of internal financial controls over
financial reporting with reference to these financial statements, including
Auditor’s Responsibility the possibility of collusion or improper management override of controls,
Our responsibility is to express an opinion on the Company’s internal material misstatements due to error or fraud may occur and not be
financial controls over financial reporting with reference to these financial detected. Also, projections of any evaluation of the internal financial
statements based on our audit. We conducted our audit in accordance controls over financial reporting with reference to these financial statements
with the Guidance Note on Audit of Internal Financial Controls Over to future periods are subject to the risk that the internal financial control
Financial Reporting (the “Guidance Note”) and the Standards on Auditing over financial reporting with reference to these financial statements may
as specified under section 143(10) of the Companies Act, 2013, to the become inadequate because of changes in conditions, or that the degree
extent applicable to an audit of internal financial controls, both issued of compliance with the policies or procedures may deteriorate.
by the Institute of Chartered Accountants of India. Those Standards and Opinion
the Guidance Note require that we comply with ethical requirements and
plan and perform the audit to obtain reasonable assurance about whether In our opinion, the Company has, in all material respects, adequate
adequate internal financial controls over financial reporting with reference internal financial controls over financial reporting with reference to these
to these financial statements was established and maintained and if such financial statements and such internal financial controls over financial
controls operated effectively in all material respects. reporting with reference to these financial statements were operating
effectively as at March 31, 2023, based on the internal control over
Our audit involves performing procedures to obtain audit evidence about financial reporting criteria established by the Company considering the
the adequacy of the internal financial controls over financial reporting with essential components of internal control stated in the Guidance Note on
reference to these financial statements and their operating effectiveness. Audit of Internal Financial Controls Over Financial Reporting issued by the
Our audit of internal financial controls over financial reporting included Institute of Chartered Accountants of India.
obtaining an understanding of internal financial controls over financial
reporting with reference to these financial statements, assessing the risk For S.R. Batliboi & Associates LLP
that a material weakness exists, and testing and evaluating the design Chartered Accountants
and operating effectiveness of internal control based on the assessed risk. ICAI Firm Registration Number: 101049W/E300004
The procedures selected depend on the auditor’s judgement, including
the assessment of the risks of material misstatement of the financial per Atin Bhargava
statements, whether due to fraud or error. Partner
Membership Number: 504777
We believe that the audit evidence we have obtained is sufficient and UDIN: 23504777BGXMEH6384
appropriate to provide a basis for our audit opinion on the internal
financial controls over financial reporting with reference to these financial Place of Signature: Hyderabad
Date: April 25, 2023
statements.

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 ITC IndiVision Limited

ITC IndiVision Limited

Balance Sheet as at March 31, 2023
(All amounts in Indian Rupees in Lakhs except as otherwise stated)

Particulars Notes As at As at
March 31, 2023 March 31, 2022
Assets
Non-current assets
Property, plant and equipment 3A 162.11 192.72
Capital work-in-progress 3B 25,833.98 13,003.91
Right-of-use assets 3C 716.83 742.95
Intangible assets under development 3B 344.99 324.99
Deferred tax assets (net) 9 13.31 1.42
Other non-current assets 4 235.66 747.35
27,306.88 15,013.34
Current assets
Inventory 8 2,031.68 864.09
Financial assets
Investments 5 1,076.35 904.96
Cash and cash equivalents 6 170.14 10.04
Others 7 6.09 3.49
Other current assets 4 2,909.28 1,427.75
6,193.54 3,210.33
Total assets 33,500.42 18,223.67
Equity and liabilities
Equity
Equity share capital 10 12,000.00 12,000.00
Other equity 11 (423.33 ) (255.10 )
11,576.67 11,744.90
Liabilities
Non-current liabilities
Financial liabilities
Long term borrowings 13 16,000.00 3,000.00
Right of Use Lease Liability 3C 837.98 814.29
Other financial liabilities 14 7.92 3.52
Provisions 16 3.51 0.70
16,849.41 3,818.51
Current liabilities
Financial liabilities
Trade payables 12
- Total outstanding dues to micro enterprises and small enterprises 13.40 –
- Total outstanding dues to creditors other than micro enterprises
and small enterprises 57.54 8.11
Borrowings 13 1,250.00 –
Other financial liabilities 14 3,672.34 2,588.55
Other current liabilities 15 81.06 63.60
5,074.34 2,660.26
Total equity and liabilities 33,500.42 18,223.67

Summary of significant accounting policies 2 –
The accompanying notes are an integral part of the financial statements.
As per our report of even date

For S.R. BATLIBOI & ASSOCIATES LLP For and on behalf of the Board of Directors of
Chartered Accountants ITC IndiVision Limited
ICAI Firm Registration No. 101049W/E300004 CIN: U16007WB2020PLC237915

Atin Bhargava S. Sivakumar Ashit Kumar

Partner Chairman Director
Membership No.: 504777 DIN No.: 00341392 DIN No.: 08786753
Place : Hyderabad Place: Hyderabad Place: Guntur
Date : April 25, 2023 Date : April 25, 2023 Date : April 25, 2023

Debanjan Sarkar
Company Secretary
M. No.: A31527
Place: Kolkata
Date : April 25, 2023

340
 ITC IndiVision Limited

ITC IndiVision Limited

Statement of Profit and Loss for the year ended March 31, 2023
(All amounts in Indian Rupees in Lakhs except as otherwise stated)

Particulars Notes For the year ended For the year ended
March 31, 2023 March 31, 2022
Income
Other income 17 1.29 42.94
Total income 1.29 42.94
Expenses
Depreciation and amortisation expense 3A 40.72 13.42
Other expenses 18 108.65 137.45
Employee benefit expenses 19 24.64 20.76
Finance Costs 20 7.40 –
Total expenses 181.41 171.63
Loss before tax (180.12 ) (128.69)
Tax expenses
Current tax – –
Deferred tax 21 (11.89 ) (0.05 )
Total tax expenses (11.89 ) (0.05)
Loss for the year (168.23 ) (128.64)
Other comprehensive income (OCI) – –
Total comprehensive Loss for the year (168.23 ) (128.64)

Earnings per equity share (Face value of share ` 10) 22

Basic and Diluted (0.14 ) (0.15 )
Summary of significant accounting policies 2
The accompanying notes are an integral part of the financial statements.

As per our report of even date

For S.R. BATLIBOI & ASSOCIATES LLP For and on behalf of the Board of Directors of
Chartered Accountants ITC IndiVision Limited
ICAI Firm Registration No. 101049W/E300004 CIN: U16007WB2020PLC237915

Atin Bhargava S. Sivakumar Ashit Kumar

Partner Chairman Director
Membership No.: 504777 DIN No.: 00341392 DIN No.: 08786753
Place : Hyderabad Place: Hyderabad Place: Guntur
Date : April 25, 2023 Date : April 25, 2023 Date : April 25, 2023

Debanjan Sarkar
Company Secretary
M. No.: A31527
Place: Kolkata
Date : April 25, 2023

341
 ITC IndiVision Limited

ITC IndiVision Limited

Cash Flow Statement for the year ended March 31, 2023
(All amounts in Indian Rupees in Lakhs except as otherwise stated)

Particulars For the year ended For the year ended

March 31, 2023 March 31, 2022
A. Cash flow from / (used in) operating activities
Loss before tax
(180.12 ) (128.69 )
Adjustment for
Depreciation and amortisation 40.72 13.42
Interest on borrowings 7.40 –
Net gain arising on financial assets mandatorily measured at FVTPL (1.21 ) (42.94 )
Operating loss before working capital changes (133.21 ) (158.21)
Adjustment for working capital changes
Increase in other financial assets (2.60 ) 0.64
Increase in other non-current and current assets (1,559.58 ) (1,313.08 )
Increase in inventory (1,167.59 ) (864.09 )
Increase in provisions 2.81 0.57
Increase in non-current and current other financial liabilities 124.32 2,409.65
Increase in trade payables 62.83 8.11
Increase in other current liabilities 17.46 26.84
Net cash flow (used in) / from operation
(2,655.56 ) 110.43
Taxes paid – –
Net cash flow (used in) / from operating activities (A) (2,655.56 ) 110.43
B. Cash flow used in investing activities
Purchase of property, plant and equipment, including capital work in progress,
intangible under development and capital advances (11,256.76 ) (10,398.59 )
(Investments in) / redemption from units of mutual funds (net) (170.18 ) 204.25
Net cash used in investing activities (B) (11,426.94 ) (10,194.34)
C. Cash flow from financing activities
Proceeds from issue of preference shares 13,000.00 10,000.00
Proceeds from borrowings 1,250.00 –
Payment of interest on borrowings (7.40 ) –
Net cash flow from financing activities (C) 14,242.60 10,000.00
Net increase / (decrease) in cash and cash equivalents (A+B+C) 160.10 (83.91 )
Cash and cash equivalents at the beginning of the year 10.04 93.95
Cash and cash equivalents at the end of the year 170.14 10.04
Components of cash and cash equivalents
Balances with banks
On current accounts 170.14 10.04
Total cash and cash equivalents (refer note 6) 170.14 10.04

Summary of significant accounting policies 2
The accompanying notes are an integral part of the financial statements.
As per our report of even date

For S.R. BATLIBOI & ASSOCIATES LLP For and on behalf of the Board of Directors of
Chartered Accountants ITC IndiVision Limited
ICAI Firm Registration No. 101049W/E300004 CIN: U16007WB2020PLC237915

Atin Bhargava S. Sivakumar Ashit Kumar

Partner Chairman Director
Membership No.: 504777 DIN No.: 00341392 DIN No.: 08786753
Place : Hyderabad Place: Hyderabad Place: Guntur
Date : April 25, 2023 Date : April 25, 2023 Date : April 25, 2023

Debanjan Sarkar
Company Secretary
M. No.: A31527
Place: Kolkata
Date : April 25, 2023

342
 ITC IndiVision Limited

ITC IndiVision Limited

Statement of Changes in Equity for the year ended March 31, 2023
(All amounts in Indian Rupees in Lakhs except as otherwise stated)

a) Equity share capital

Equity shares of Rs. 10 each, issued, subscribed and fully paid up No. of shares Amount
As at April 01, 2021 5,00,00,000 5,000.00
Issued during the year 7,00,00,000 7,000.00
As at March 31, 2022 12,00,00,000 12,000.00

As at April 01, 2022 12,00,00,000 12,000.00

Issued during the year – –
As at March 31, 2023 12,00,00,000 12,000.00
b) Other equity
Retained earnings Amount
As at April 01, 2021 (126.46 ) (126.46 )
Loss for the year (128.64 ) (128.64 )
Total Other comprehensive income for the year – –
As at March 31, 2022 (255.10) (255.10)
As at April 01, 2022 (255.10) (255.10)
Loss for the year (168.23 ) (168.23 )
Total Other comprehensive income for the year – –
As at March 31, 2023 (423.33) (423.33)
The accompanying notes are an integral part of the financial statements.
As per our report of even date
For S.R. BATLIBOI & ASSOCIATES LLP For and on behalf of the Board of Directors of
Chartered Accountants ITC IndiVision Limited
ICAI Firm Registration No. 101049W/E300004 CIN: U16007WB2020PLC237915

Atin Bhargava S. Sivakumar Ashit Kumar

Partner Chairman Director
Membership No.: 504777 DIN No.: 00341392 DIN No.: 08786753
Place : Hyderabad Place: Hyderabad Place: Guntur
Date : April 25, 2023 Date : April 25, 2023 Date : April 25, 2023

Debanjan Sarkar
Company Secretary
M. No.: A31527
Place: Kolkata
Date : April 25, 2023

ITC IndiVision Limited

Notes to the Financial Statements for the year ended March 31, 2023
(All amounts in Indian Rupees in Lakhs except as otherwise stated)
1. Corporate Information: The preparation of financial statements in conformity with Ind AS requires management
ITC Indivision limited (“IIVL” or ”the Company”) is a public limited company to make judgements, estimates and assumptions that affect the application of the
incorporated in India on July 09, 2020 under the provisions of Companies Act 2013 accounting policies and the reported amounts of assets and liabilities, the disclosure
(”act”) with its registered office at Virginia house, 37 Jawaharlal Nehru road, Kolkata, of contingent assets and liabilities at the date of the financial statements, and the
West Bengal, India - 700071. reported amounts of revenues and expenses during the year. Actual results could differ
from those estimates. The estimates and underlying assumptions are reviewed on an
The Company is the wholly owned subsidiary of ITC Limited. The Company is carrying
ongoing basis. Revisions to accounting estimates are recognised in the period in which
out business activities relating to manufacturing and dealing in nicotine in liquid or
the estimate is revised if the revision affects only that period; they are recognised in the
other forms, including nicotine salts such as nicotine bitartrate (NiBt).
period of the revision and future periods if the revision affects both current and future
2. Significant accounting policies
periods.
2.1 Basis of preparation
2.2 Summary of Significant accounting policies
The Financial Statements for the period ended March 31, 2023 comprising of Balance
Sheet as at March 31, 2023, Statement of Profit and Loss for the period ended March 31, a. Operating Cycle
2023, including the Statement of Other Comprehensive Income, Cash Flow Statement All assets and liabilities are classified as current or non-current as per the
and Statement of Changes in Equity for the period then ended, and a summary of Company’s normal operating cycle and other criteria set out in the Schedule III
explanatory notes (together hereinafter referred to as ”Financial Statements”) have to the Companies Act, 2013 and Ind AS 1 - Presentation of Financial Statements
been prepared in accordance with the accounting principles generally accepted in based on the nature of products and the time between the acquisition of assets for
India, including the Indian Accounting Standards (Ind As) specified under Section 133 processing and their realisation in cash and cash equivalents.
of the Act read with the Companies (Indian Accounting Standards) rules, 2015, as
b. Property, Plant and Equipment - Tangible Assets
amended and other accounting principles generally accepted in India and presentation
requirements of Division II of Schedule III of Companies act, 2013. Property, plant and equipment are stated at cost of acquisition or construction less
accumulated depreciation and impairment, if any.
The financial statements are prepared in accordance with the historical cost convention,
except for certain items that are measured at fair values, as explained in the accounting Cost is inclusive of inward freight, duties and taxes and incidental expenses
policies related to acquisition. In respect of major projects involving construction, related
Fair Value is the price that would be received to sell an asset or paid to transfer a pre-operational expenses form part of the value of assets capitalised. Expenses
liability in an orderly transaction between market participants at the measurement capitalised also include applicable borrowing costs for qualifying assets, if any. All
date, regardless of whether that price is directly observable or estimated using another upgradation / enhancements are charged off as revenue expenditure unless they
valuation technique. In estimating the fair value of an asset or a liability, the Company bring similar significant additional benefits.
takes into account the characteristics of the asset or liability if market participants An item of property, plant and equipment is derecognised upon disposal or when
would take those characteristics into account when pricing the asset or liability at the no future economic benefits are expected to arise from the continued use of asset.
measurement date. Fair value for measurement and/or disclosure purposes in these Any gain or loss arising on the disposal or retirement of an item of property, plant
financial statements is determined on such a basis, except for share-based payment
and equipment is determined as the difference between the sales proceeds and
transactions that are within the scope of Ind AS 102.Share-based Payment, leasing
the carrying amount of the asset and is recognised in Statement of Profit and Loss.
transactions that are within the scope of Ind AS116 - Leases, and measurements that
have some similarities to fair value but are not fair value, such as net realisable value in Depreciation of these assets commences when the assets are ready for their
Ind AS 2 - Inventories or value in use in Ind AS 36 - Impairment of Assets. intended use which is generally on commissioning. Items of property, plant and

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 ITC IndiVision Limited

ITC IndiVision Limited

Notes to the Financial Statements for the year ended March 31, 2023
(All amounts in Indian Rupees in Lakhs except as otherwise stated)

equipment are depreciated in a manner that amortizes the cost (or other amount on the transaction date. Gain/Losses arising out of fluctuations in the exchange
substituted for cost) of the assets after commissioning, less its residual value, over rates are recognized in the Profit & Loss in the period in which they arise except
their useful lives as specified in Schedule II of the Companies Act, 2013 on a in respect of Fixed Assets where exchange variance is adjusted in the carrying
amount of the respective Fixed Assets.
straight-line basis. Land is not depreciated.
To account for Profit/loss arising on cancellation or renewal of forward exchange
The estimated useful lives of property, plant and equipment of the Company are
contracts as income/ expense for the period, except in case of forward exchange
as follows: contracts relating to liabilities incurred for acquiring Fixed Assets, in which case
Buildings 30-60 Years such profit / loss are adjusted in the carrying amount of the respective Fixed
Assets.
Leasehold Improvements Shorter of lease period or estimated
useful lives To account for gain/losses on foreign exchange rate fluctuations relating to
current assets and liabilities at the year end. / (Gains/ losses arising on settlement
Plant and Equipment 8- 15 Years
as also on translation of monetary items are recognised in the Statement of Profit
Furniture and Fixtures 10 Years and Loss.)
Vehicles 8 – 10 Years g. Financial instrument, Financial assets, Financial liabilities and Equity
Office Equipment 5 Years Instruments
Financial assets and financial liabilities are recognised when the Company becomes
Property, plant and equipment’s residual values and useful lives are reviewed at
a party to the contractual provisions of the relevant instrument and are initially
each Balance Sheet date and changes, if any, are treated as changes in accounting
measured at fair value except for trade receivables that do not contain a significant
estimate.
financing component , which are measured at transaction price. Transaction costs
c. Intangible Assets that are directly attributable to the acquisition or issue of financial assets and
Intangible Assets that the Company controls and from which it expects future financial liabilities (other than financial assets and financial liabilities measured at
economic benefits are capitalised upon acquisition and measured initially: fair value through profit or loss) are added to or deducted from the fair value
on initial recognition of financial assets or financial liabilities. Purchase or sale of
i. for assets acquired in a business combination at fair value on the date of
financial assets that require delivery of assets within a time frame established by
acquisition.
regulation or convention in the market place (regular way trades) are recognised
ii. for separately acquired assets, at cost comprising the purchase price on the trade date, i.e., the date when the Company commits to purchase or sell
(including import duties and non­ refundable taxes) and directly attributable the asset.
costs to prepare the asset for its intended use.
Financial Assets
Internally generated assets for which the cost is clearly identifiable are
Recognition: Financial assets include Investments, Trade Receivables, Advances,
capitalised at cost. Research expenditure is recognised as an expense when
Security Deposits, Cash and cash equivalents. Such assets are initially recognised
it is incurred. Development costs are capitalised only after the technical
at fair value or transaction price, as applicable, when the Company becomes party
and commercial feasibility of the asset for sale or use has been established.
to contractual obligations. The transaction price includes transaction costs unless
Thereafter, all directly attributable expenditure incurred to prepare the asset
the asset is being fair valued through the Statement of Profit and Loss.
for its intended use are recognised as the cost of such assets. Internally
generated brands, websites and customer lists are not recognised as Classification: Management determines the classification of an asset at initial
intangible assets. recognition depending on the purpose for which the assets were acquired. The
subsequent measurement of financial assets depends on such classification.
The useful life of an intangible asset is considered finite where the rights to
such assets are limited to a specified period of time by contract or law (e.g., i. Financial assets are classified as those measured at:
patents, licences, trademarks, franchise and servicing rights) or the likelihood - amortised cost, where the financial assets are held solely for collection
of technical, technological obsolescence (e.g., computer software, design, of cash flows arising from payments of principal and / or interest.
prototypes) or commercial obsolescence (e.g., lesser known brands are those
- fair value through other comprehensive income (FVTOCI), where the
to which adequate marketing support may not be provided). If, there are no
financial assets are held not only for collection of cash flows arising
such limitations, the useful life is taken to be indefinite.
from payments of principal and interest but also from the sale of
Intangible assets that have finite lives are amortized over their estimated such assets. Such assets are subsequently measured at fair value, with
useful lives by the straight line method unless it is practical to reliably unrealised gains and losses arising from changes in the fair value being
determine the pattern of benefits arising from the asset. An intangible asset recognised in other comprehensive income.
with an indefinite useful life is not amortized.
- fair value through profit or loss (FVTPL), where the assets are managed
All intangible assets are tested for impairment. Amortization expenses in accordance with an approved investment strategy that triggers
and impairment losses and reversal of impairment losses are taken to the purchase and sale decisions based on the fair value of such assets.
Statement of Profit and Loss. Thus, after initial recognition, an intangible Such assets are subsequently measured at fair value, with unrealised
asset is carried at its cost less accumulated amortization and / or impairment gains and losses arising from changes in the fair value being recognised
losses. in the Statement of Profit and Loss in the period in which they
The useful lives of intangible assets are reviewed annually to determine if a arise.
reset of such useful life is required for assets with finite lives and to confirm ii. Trade receivables, Advances, Security Deposits, Cash and cash equivalents
that business circumstances continue to support an indefinite useful life etc. are classified for measurement at amortised cost while investments
assessment for assets so classified. Based on such review, the useful life may may fall under any of the aforesaid classes. However, in respect of particular
change or the useful life assessment may change from indefinite to finite. investments in equity instruments that would otherwise be measured at fair
The impact of such changes is accounted for as a change in accounting value through profit or loss, an irrevocable election at initial recognition
estimate. may be made to present subsequent changes in fair value through other
d. Impairment of Assets comprehensive income.
Impairment loss, if any, is provided to the extent, the carrying amount of assets or Impairment: The Company assesses at each reporting date whether a financial
cash generating units exceed their recoverable amount. asset (or a group of financial assets) such as investments, trade receivables,
advances and security deposits held at amortised cost and financial assets that
Recoverable amount is higher of an asset’s net selling price and its value in use.
are measured at fair value through other comprehensive income are tested for
Value in use is the present value of estimated future cash flows expected to arise
impairment based on evidence or information that is available without undue
from the continuing use of an asset or cash generating unit and from its disposal
cost or effort. Expected credit losses are assessed and Joss allowances recognised
at the end of its useful life.
if the credit quality of the financial asset has deteriorated significantly since initial
Impairment losses recognised in prior years are reversed when there is an indication recognition.
that the impairment losses recognised no longer exist or have decreased. Such
reversals are recognised as an increase in carrying amounts of assets to the extent Reclassification: When and only when the business model is changed, the
that it does not exceed the carrying amounts that would have been determined Company shall reclassify all affected financial assets prospectively from the
(net of amortization or depreciation) had no impairment loss been recognised in reclassification date as subsequently measured at amortised cost, fair value
previous years. through other comprehensive income, fair value through profit or loss without
restating the previously recognised gains, losses or interest and in terms of the
e. Inventories
reclassification principles laid down in the Ind AS relating to Financial Instruments.
Inventories are stated at lower of cost and net realisable value. The cost is
De-recognition: Financial assets are derecognised when the right to receive cash
calculated on weighted average method. Cost comprises expenditure incurred in
flows from the assets has expired, or has been transferred, and the Company has
the normal course of business in bringing such inventories to its present location
transferred substantially all of the risks and rewards of ownership. Concomitantly,
and condition and includes, where applicable, appropriate overheads based on
if the asset is one that is measured at:
normal level of activity. Net realisable value is the estimated selling price less
estimated costs for completion and sale. i. amortised cost, the gain or loss is recognised in the Statement of Profit and
Loss;
Obsolete, slow moving and defective inventories are identified from time to time
and, where necessary, a provision is made for such inventories. ii. fair value through other comprehensive income, the cumulative fair value
f. Foreign Currency Transactions adjustments previously taken to reserves are reclassified to the Statement
of Profit and Loss unless the asset represents an equity investment in which
The functional and presentation currency of the Company is Indian Rupee. case the cumulative fair value adjustments previously taken to reserves is
Transactions in foreign currency are accounted for at the exchange rate prevailing reclassified within equity.

344
 ITC IndiVision Limited

ITC IndiVision Limited

Notes to the Financial Statements for the year ended March 31, 2023
(All amounts in Indian Rupees in Lakhs except as otherwise stated)

Income Recognition: Interest income is recognised in the Statement of Profit and Compensated Leave: The employees of the Company are entitled to compensated
Loss using the effective interest method. Dividend income is recognised in the leave for which the Company records the liability based on actuarial valuation
Statement of Profit and Loss when the right to receive dividend is established. computed using projected unit credit method. These benefits are unfunded.

Financial Liabilities Short Term Employee Benefits: Liability is recognised during the period when
the employee renders the services.
Borrowings, trade payables and other financial liabilities are initially recognised
at fair value and are subsequently measured at amortised cost. Any discount or m. Leases
premium on redemption/ settlement is recognised in the Statement of Profit and The Company assesses at contract inception whether a contract is, or contains, a
Loss as finance cost over the life of the liability using the effective interest method lease. A contract is, or contains, a lease if it conveys the right to control the use of
and adjusted to the liability figure disclosed in the Balance Sheet. an identified asset for a period of time in exchange for consideration
Financial liabilities are derecognised when the liability is extinguished, that is, Company as a Lessee
when the contractual obligation is discharged, cancelled and on expiry.
Right-of-Use (ROU) assets are recognised at inception of a contract or arrangement
Offsetting Financial Instruments for significant lease components at cost less lease incentives, if any. ROU assets are
subsequently measured at cost less accumulated depreciation and impairment
Financial assets and liabilities are offset and the net amount is included in the
losses, if any. The cost of ROU assets includes the amount of lease liabilities
Balance Sheet where there is a legally enforceable right to offset the recognised
recognised, initial direct cost incurred and lease payments made at or before
amounts and there is an intention to settle on a net basis or realise the asset and
the lease commencement date. ROU assets are generally depreciated over the
settle the liability simultaneously.
shorter of the lease term and estimated useful lives of the underlying assets on a
Equity Instruments straight line basis. Lease term is determined based on consideration of facts and
circumstances that create an economic incentive to exercise an extension option,
Equity instruments are recognised at the value of the proceeds, net of direct costs
or not to exercise a termination option. Lease payments associated with short-
of the capital issue.
term leases and low value leases are charged to the Statement of Profit and Loss
h. Borrowing costs on a straight line basis over the term of the relevant lease.
Borrowing costs directly attributable to the acquisition, construction or production The Company recognises lease liabilities measured at the present value of lease
of an asset that necessarily takes a substantial period of time to get ready for payments to be made on the date of recognition of the lease. Such lease liabilities
its intended use or sale are capitalised as part of the cost of the asset. All other do not include variable lease payments (that do not depend on an index or a rate),
borrowing costs are expensed in the period in which they occur. Borrowing costs which are recognised as expense in the periods in which they are incurred. Interest
consist of interest and other costs that an entity incurs in connection with the on lease liability is recognized using the effective interest method, Lease liabilities
borrowing of funds. are subsequently increased to reflect the accretion of interest and reduced for the
lease payments made. The carrying amount of lease liabilities is also remeasured
i. Revenue
upon modification of lease arrangement or upon change in the assessment of the
Revenue is measured at the transaction price that the Company receives or lease term. The effect of such remeasurements is adjusted to the value of the ROU
expects to receive as consideration for goods supplied and services rendered, net assets.
of returns and discounts to customers. Revenue from the sale of goods excludes
Company as a Lessor
Goods and Services Tax.
Leases in which the Company does not transfer substantially all the risks and
Revenue from the sale of goods and services is recognised when the Company
rewards of ownership of an asset are classified as operating leases. Where the
performs its obligations to its customers and the amount of revenue can be
Company is a lessor under an operating lease, the asset is capitalised within
measured reliably and recovery of the consideration is probable. The timing of
property, plant and equipment and depreciated over its useful economic life.
such recognition in case of goods is when the control over the same is transferred
Payments received under operating leases are recognised in the Statement of
to the customer, which is mainly upon delivery and in case of services, in the
Profit and Loss on a straight-line basis over the term of the lease.
periods in which such services are rendered.
n. Taxes on Income
j. Government Grant
Taxes on income comprises current taxes and deferred taxes. Current tax in the
The Company may receive government grants that require compliance with Statement of Profit and Loss is provided as the amount of tax payable in respect
certain conditions related to the Company’s operating activities or are provided of taxable income for the period using tax rates and tax laws enacted during the
to the Company by way of financial assistance on the basis of certain qualifying period, together with any adjustment to tax payable in respect of previous years.
criteria.
Deferred tax is recognised on temporary differences between the carrying
Government grants are recognised when there is reasonable assurance that the amounts of assets and liabilities and the amounts used for taxation purposes (tax
grant will be received, and the Company will comply with the conditions attached base), at the tax rates and tax laws enacted or substantively enacted by the end of
to the grant. Accordingly, government grants: the reporting period.
a. related to or used for assets are deducted from the carrying amount of the Deferred tax assets are recognised for the future tax consequences to the extent
asset. it is probable that future taxable profits will be available against which the
b. related to incurring specific expenditures are taken to the Statement of Profit deductible temporary differences can be utilised. Income tax, in so far as it relates
and Loss on the same basis and in the same periods as the expenditures incurred. to items disclosed under other comprehensive income or equity, are disclosed
by way of financial assistance on the basis of certain qualifying criteria are separately under other comprehensive income or equity, as applicable.
recognised as they become receivable. Deferred tax assets and liabilities are offset when there is legally enforceable right
to offset current tax assets and liabilities and when the deferred tax balances
In the unlikely event that a grant previously recognised is ultimately not
related to the same taxation authority. Current tax assets and tax liabilities are
received, it is treated as a change in estimate and the amount cumulatively
offset where the entity has a legally enforceable right to offset and intends either
recognised is expensed in the Statement of Profit and Loss.
to settle on net basis, or to realize the asset and settle the liability simultaneously.
k. Dividend Distribution
o. Claims
Dividends paid (including income tax thereon, if any) is recognised in the period
Claims against the Company not acknowledged as debts are disclosed after a
in which the interim dividends are approved by the Board of Directors, or in
careful evaluation of the facts and legal aspects of the matter involved.
respect of the final dividend when approved by shareholders.
p. Provisions
l. Employee Benefits
Provisions are recognised when, as a result of a past event, the Company has a
Provident Fund and Employee State Insurance Scheme: Contribution towards
legal or constructive obligation; it is probable that an outflow of resources will be
provident fund and employee state insurance scheme for employees is made to
required to settle the obligation; and the amount can be reliably estimated. The
the regulatory authorities, where the Company has no further obligations. Such
amount so recognised is a best estimate of the consideration required to settle the
benefits are classified as Defined Contribution Schemes as the Company does not
obligation at the reporting date, taking into account the risks and uncertainties
carry any further obligations, apart from the contributions made on a monthly surrounding the obligation.
basis. The contributions are charged to the statement of Profit and Loss of the
year, when the contributions to the respective funds are due. In an event when the time value of money is material, the provision is carried at
the present value of the cash flows estimated to settle the obligation.
Gratuity: Gratuity liability is a defined benefit obligation and is provided for on
q. Financial and Management Information Systems
the basis of an independent actuarial valuation on projected unit credit method
made at the end of each financial year. Service costs and net interest expense or The Company’s Accounting System is designed to unify the Financial and Cost
income is reflected in the Statement of Profit and Loss. Gain or loss on account Records and also to comply with the relevant provisions of the Companies Act,
of re­ measurement are recognised immediately through Other Comprehensive 2013, to provide financial and cost information appropriate to the businesses and
Income in the period in which they occur facilitate Internal Control.

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 ITC IndiVision Limited

ITC IndiVision Limited

Notes to the Financial Statements for the year ended March 31, 2023
(All amounts in Indian Rupees in Lakhs except as otherwise stated)

3A. Property, plant and equipment

Particulars Plant and Furniture and Office Computers, Total
equipment fixtures equipment servers & other
IT equipments
Gross carrying amount
As at March 31, 2021 36.24 13.08 7.40 8.63 65.35
Additions during the year 61.37 5.35 0.74 74.13 141.59
Disposals during the year – – – – –
As at March 31, 2022 97.61 18.43 8.14 82.76 206.94
Additions during the year 0.44 2.07 7.60 – 10.11
Disposals during the year – – – – –
As at March 31, 2023 98.05 20.50 15.74 82.76 217.05
Depreciation and amortisation
As at March 31, 2021 0.20 0.24 0.19 0.17 0.80
Charge for the year 6.01 1.54 0.15 5.72 13.42
Disposals – – – – –
As at March 31, 2022 6.21 1.78 0.34 5.89 14.22
Charge for the year 7.91 1.90 3.50 27.41 40.72
Disposals – – – – –
As at March 31, 2023 14.12 3.68 3.84 33.30 54.94
Net block
As at March 31, 2023 83.93 16.82 11.90 49.46 162.11
As at March 31, 2022 91.40 16.65 7.80 76.87 192.72

3B. Capital Work-in-Progress and Intangible Assets under development

Capital Work-in-Progress Intangible Assets under development
Particulars As at As at As at As at
March 31, 2023 March 31, 2022 March 31, 2023 March 31, 2022
Opening Balance 13,003.91 2,420.02 324.99 333.63
Additions 12,830.07 10,583.89 20.00 (8.64)
Capitalised during the year – – – –
Total 25,833.98 13,003.91 344.99 324.99
Ageing schedule
Capital Work-in-Progress Intangible Assets under development
Particulars As at As at As at As at
March 31, 2023 March 31, 2022 March 31, 2023 March 31, 2022
Less than 1 Year 12,830.06 10,583.89 20.00 –
1 - 2 Years 10,583.89 2,420.02 – 324.99
2 - 3 Years 2,420.02 – 324.99 –
More than 3 years – – – –
Total 25,833.97 13,003.91 344.99 324.99
The project is currently under progress and there are no projects which are temporarily suspended.
3C. Right-of-use assets
Particulars As at As at
March 31, 2023 March 31, 2022
Gross carrying amount
Opening Balance 783.73 783.73
Additions – –
Disposals – –
Total 783.73 783.73
Accumulated amortization
Opening Balance 40.78 14.66
Charge for the year* 26.12 26.12
Disposals – –
Total 66.90 40.78
Net block
Total 716.83 742.95
*Transferred to Capital Work-in-Progress
Set out below are carrying amounts of lease liabilities and movements during the year
Opening Balance 814.29 790.12
Additions – –
Accretion of interest 23.69 24.17
Payments – –
Closing Balance 837.98 814.29
Current – –
Non - Current 837.98 814.29
The effective interest rate for lease liabilities is 9.01% with maturity of Financial year 2050-51.

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 ITC IndiVision Limited

ITC IndiVision Limited

Notes to the Financial Statements for the year ended March 31, 2023
(All amounts in Indian Rupees in Lakhs except as otherwise stated)

4. Other assets 7. Financial assets - Others

Particulars As at As at Particulars As at As at
March 31, 2023 March 31, 2022 March 31, 2023 March 31, 2022
Current
Non-current Security deposits 6.09 3.49
Capital Advances 157.61 747.35 6.09 3.49
Prepaid expenses 78.05 – Breakup of Financial assets
235.66 747.35 Particulars As at As at
Current March 31, 2023 March 31, 2022
Advances to employees – 0.20 Carried at Fair value
Balance with government authorities 2,888.47 1,420.80 Investments in units of mutual fund 1,076.35 904.96
Prepaid Expenses 20.81 6.75 Carried at amortised cost
Balances with banks 170.14 10.04
2,909.28 1,427.75
Security deposits 6.09 3.49
5. Current investments
1,252.58 918.49
Particulars As at As at 8. Inventories
March 31, 2023 March 31, 2022 Particulars As at As at
In units of mutual funds March 31, 2023 March 31, 2022
(At lower of cost and net realisable value)
Nil (March 31, 2022: 5,835)
Raw material 2,029.58 861.60
Units of Nippon India Liquid-Direct Packing material 2.10 2.49
Plan Growth Plan-Growth Option – 303.87 2,031.68 864.09
34,997 (March 31, 2022: 25,426) 9. Deferred tax assets (net)
Units of Axis Liquid Fund-Direct Growth 875.24 601.09 Particulars As at As at
135,592 (March 31, 2022: Nil) Units of March 31, 2023 March 31, 2022
ICICI Prudential Liquid Fund-Direct Growth 201.11 – Deferred tax asset arising on account
of timing differences relating to:
1,076.35 904.96 On unabsorbed depreciation 11.82 4.61
Aggregate amount of unquoted investments 1,076.35 904.96 On unabsorbed losses 9.15 0.07
On preliminary expenses 0.61 0.91
6. Cash and cash equivalents Deferred tax liability arising on
Particulars As at As at account of timing differences relating to:
On written down value difference of
March 31, 2023 March 31, 2022 property, plant and equipment between
Balances with banks tax and financial books (3.89 ) (3.74 )
On current accounts 170.14 10.04 On gain on mutual fund (4.37 ) (0.43 )
170.14 10.04 13.31 1.42

Break up of deferred tax (asset) / liabilities (net)

Particulars Opening Recognised in Recognised in Closing
Balance the statement of OCI balance
profit and loss
For the year ended 31 March 2023:
Unabsorbed depreciation 4.61 (7.21) – 11.82
Unabsorbed losses 0.07 (9.08) – 9.15
Preliminary expenses 0.91 0.30 – 0.61
Written down value difference of property, plant and equipment between tax and (3.74) 0.15 – (3.89)
financial books
Gain on mutual fund (0.43) 3.94 – (4.37)
1.42 (11.89) – 13.31

For the period ended 31 March 2022:

Unabsorbed depreciation 0.93 (3.68) – 4.61
Unabsorbed losses 0.07 – – 0.07
Preliminary expenses 1.21 0.30 – 0.91
Written down value difference of property, plant and equipment between tax and (0.83) 2.91 – (3.74)
financial books
Gain on mutual fund (0.01) 0.42 – (0.43)
1.37 (0.05) – 1.42

10. Equity share capital

March 31, 2023 March 31, 2022
Particulars Number of shares Amount Number of shares Amount
Authorised share capital
Equity shares of ` 10 each * 12,00,00,000 12,000.00 12,00,00,000 12,000.00
Preference share of ` 100 each 2,20,00,000 22,000.00 2,20,00,000 22,000.00
14,20,00,000 34,000.00 14,20,00,000 34,000.00

* During the previous year, the Company has re-classed its Authorised share capital from Equity share capital of INR 4,500 Lakhs to Preference share of ` 100 each

347
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ITC IndiVision Limited

Notes to the Financial Statements for the year ended March 31, 2023
(All amounts in Indian Rupees in Lakhs except as otherwise stated)
Issued, subscribed and fully paid up shares
March 31, 2023 March 31, 2022
Particulars Number of shares Amount Number of shares Amount
Equity shares of ` 10 each 12,00,00,000 12,000.00 12,00,00,000 12,000.00
9% Cumulative, non convertible, redeemable
Preference share of ` 100 1,60,00,000 16,000.00 30,00,000 3,000.00
Less: Disclosed under Long term borrowing (refer note no. 13) – (16,000.00) – (3,000.00)
– 12,000.00 – 12,000.00

a) Reconciliation of the equity shares outstanding at the beginning and at the end of the reporting year
March 31, 2023 March 31, 2022
Number of shares Amount Number of shares Amount
Equity shares
At the beginning of the year 12,00,00,000 12,000.00 5,00,00,000 5,000.00
Issued during the year – – 7,00,00,000 7,000.00
Outstanding at the end of the year 12,00,00,000 12,000.00 12,00,00,000 12,000.00
Preference shares
At the beginning of the year 30,00,000 3,000.00 – –
Issued during the year 1,30,00,000 13,000.00 30,00,000 3,000.00
Outstanding at the end of the year 1,60,00,000 16,000.00 30,00,000 3,000.00

b) Rights, preferences and restrictions attached to shares

Equity shares
The equity shares of the Company, having par value of ` 10 per share, rank pari passu in all respects including voting rights and entitlement to dividend.
9% Cumulative, non convertible, redeemable Preference share
The Preference shares of the Company, is entitled to dividend at the rate of 9% p.a. payable cumulatively. The Preference shares are redeemable at par within
7 years from the date of subscription of shares. The Company can exercise the call option at any time. The Preference shares shall not be converted into equity
shares. The Preference shares are non-participating in nature and the voting rights shall be in accordance with Section 47 of the Act. In the event of winding up,
the Preference shares shall be entitled to rank, as regards repayment of capital, in priority to the equity share.
c) Details of shares held by Holding Company
Out of shares issued by the Company, shares held by its Holding Company are as below:
March 31, 2023 March 31, 2022
Amount Amount
ITC Limited, Holding Company
120,000,000 (March 31, 2022: 120,000,000) Equity shares of ` 10/- each fully paid 12,000.00 12,000.00
16,000,000 (March 31, 2022: 3,000,000) Preference shares of ` 100/- each fully paid 16,000.00 3,000.00
d) Details of shareholders holding more than 5% shares in the company
March 31, 2023 March 31, 2022
Name of the shareholder Number of shares % holding Number of shares % holding

ITC Limited, Holding Company
Equity shares of ` 10 each fully paid 12,00,00,000 100.00% 12,00,00,000 100.00%
9% Cumulative, non convertible, redeemable
Preference share of ` 100 each 1,60,00,000 100.00% 30,00,000 100.00%

As per the records of the Company, including its register of shareholders/members, the above shareholding represents legal ownership.
e) Details of promoter shareholding in the company
March 31, 2023 March 31, 2022
Name of the shareholder Number of shares % holding Number of shares % holding
ITC Limited, Holding Company
Equity shares of ` 10 each fully paid 12,00,00,000 100.00% 12,00,00,000 100.00%
9% Cumulative, non convertible, redeemable
Preference share of ` 100 each 1,60,00,000 100.00% 30,00,000 100.00%

11. Other equity

Particulars March 31, 2023 March 31, 2022

Retained earnings
Balance, at the beginning of the year (255.10 ) (126.46 )
Add: Loss for the year (168.23 ) (128.64 )
Total Other comprehensive income for the year – –
Balance at the end of the year (423.33) (255.10)

12. Trade Payables

Particulars March 31, 2023 March 31, 2022
- Total outstanding dues to micro enterprises and small enterprises 13.40 –
- Total outstanding dues to creditors other than micro enterprises and small enterprises 57.54 8.11
70.94 8.11

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 ITC IndiVision Limited

ITC IndiVision Limited

Notes to the Financial Statements for the year ended March 31, 2023
(All amounts in Indian Rupees in Lakhs except as otherwise stated)
Aging schedule as at March 31, 2023
Particulars Not Due Less than 1 year 1-2 years 2-3 years More than 3 years Total
(i) MSME 13.40 – – – – 13.40
(ii) Others – 57.54 – – – 57.54
(iii) Disputed dues - MSME – – – – – –
(iv) Disputed dues - Others – – – – – –
Total 13.40 57.54 – – – 70.94

Aging schedule as at March 31, 2022

Particulars Not Due Less than 1 year 1-2 years 2-3 years More than 3 years Total
(i) MSME – – – – – –
(ii) Others – 8.11 – – – 8.11
(iii) Disputed dues - MSME – – – – – –
(iv) Disputed dues - Others – – – – – –
Total – 8.11 – – – 8.11

Micro, Small and Medium enterprises (“MSME”)

Particulars As at As at
March 31, 2023 March 31, 2022

The principal amount and the interest due thereon remaining unpaid to any
supplier as at the end of each accounting year
Principal amount due to micro and small enterprises 13.40 –
Interest due on above – –
13.40 –
The amount of interest paid by the buyer in terms of section 16 of the MSMED Act 2006 along with the amounts
of the payment made to the supplier beyond the appointed day during each accounting year – –

The amount of interest due and payable for the period of delay in making payment (which have been paid but beyond the
appointed day during the year) but without adding the interest specified under the MSMED Act 2006 – –

The amount of interest accrued and remaining unpaid at the end of each accounting year – –
The amount of further interest remaining due and payable even in the succeeding years, until such date

when the interest dues as above are actually paid to the small enterprise for the purpose of disallowance
as a deductible expenditure under section 23 of the MSMED Act 2006 – –

13. Other financial liabilities

Particulars As at As at
March 31, 2023 March 31, 2022
Long term
9% Cumulative, non convertible, redeemable Preference share of Rs. 100 each (refer note no. 10) 16,000.00 3,000.00

16,000.00 3,000.00
Short term
Loan from Financial institutions 1,250.00 –
1,250.00 –
The ‘9% Cumulative, non convertible, redeemable Preference share of Rs. 100 each’ have been considered as borrowing in view of the presentation requirement
under Ind AS 32 on Financial Instruments - Presentation
Terms of borrowing
1. The unsecured loan will be for a period not exceeding two years from the date of first disbursement of the loan, but no later than 31st March, 2025. The
Company may from time to time, repay the loan, in part or in full, and may again borrow depending on your cashflow requirements, provided that the total
amount of loan outstanding at any point of time shall not exceed ` 45 crores.
2. The loan will be disbursed in tranches based on request received for each such disbursement.
3. Interest will be payable on the aforesaid loan @ 8.00% per annum.
4. Such interest will be payable quarterly (within 7 days from end of calendar quarter) and will be calculated by multiplying the outstanding loan amount at the
end of each day with the said interest rate on ‘365 days a year’ basis.
14. Other financial liabilities
Particulars As at As at
March 31, 2023 March 31, 2022
Non-current
Payable to holding company (Refer note 24) 7.92 3.52
7.92 3.52
Current
Employee related payables 118.96 64.07
Payable to capital creditors 2,425.92 2,364.40
Other payables – 1.50
Payable to holding company (Refer note 24) 129.57 141.57
Provision for preference dividend 997.89 17.01
3,672.34 2,588.55

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 ITC IndiVision Limited

ITC IndiVision Limited

Notes to the Financial Statements for the year ended March 31, 2023
(All amounts in Indian Rupees in Lakhs except as otherwise stated)
Breakup of Financial liabilities

Particulars As at As at
March 31, 2023 March 31, 2022
at Amortised cost
Employee related payables 118.96 64.07
9% Cumulative, non convertible, redeemable Preference share of Rs. 100 each 16,000.00 3,000.00
Loan from Financial institutions 1,250.00 –
Payable to capital creditors 2,425.92 2,364.40
Trade Payables 70.94 8.11
Other payables – 1.50
Payable to holding company 137.49 145.09
Provision for preference dividend 997.89 17.01
21,001.20 5,600.18

As at As at
March 31, 2023 March 31, 2022
15. Other current liabilities
Current
Statutory Liabilities 81.06 63.60

81.06 63.60
16. Provisions
As at As at
March 31, 2023 March 31, 2022
Provision for Employee Benefits
- Gratuity 3.51 0.70
3.51 0.70
17. Other income
Particulars For the year ended For the year ended
March 31, 2023 March 31, 2022

Gain arising on financial assets mandatorily measured at Fair value through profit and loss 1.21 42.94
Interest income 0.08 –
1.29 42.94

18. Other expenses

Particulars For the year ended For the year ended
March 31, 2023 March 31, 2022

Rates and taxes 3.08 125.69

Maintenance and upkeep 18.54 1.61
Warehousing charges 26.93 2.07
Legal, Professional and Consultancy Expenses 10.50 1.80
Insurance 8.60 1.04
Bank Charges 0.26 0.22
Information technology services 1.95 0.20
Rent on building 0.58 0.58
Travelling and conveyance 1.71 –
Advertising/ Sales Promotion 1.32 –
Printing and stationery – 0.84
Auditors’ remuneration
- Statutory audit fees 6.00 1.00
- Tax audit 1.00 0.50
- certification charges 0.50 0.20
Miscellaneous expenses 27.68 1.70
108.65 137.45
19. Employee benefit expenses
Particulars For the year ended For the year ended
March 31, 2023 March 31, 2022

Salaries and wages (including salaries of deputation from Holding Company) 24.64 20.76
24.64 20.76
20. Finance Cost
Particulars For the year ended For the year ended
March 31, 2023 March 31, 2022

Interest on Loan 7.40 –

7.40 –

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 ITC IndiVision Limited

ITC IndiVision Limited

Notes to the Financial Statements for the year ended March 31, 2023
(All amounts in Indian Rupees in Lakhs except as otherwise stated)

21. Tax expense

Particulars For the year ended For the year ended
March 31, 2023 March 31, 2022
A. Current tax – –
B. Deferred tax (11.89 ) (0.05)
(11.89) (0.05)
Reconciliation for effective tax rate
The income tax expense for the year can be reconciled to the accounting profit as follows:
For the year ended For the year ended
March 31, 2023 March 31, 2022
Loss before tax (180.12 ) (128.69)
Income Tax expense calculated @ 17.16% (30.91 ) (22.08)
Effect of Expenses not allowed 16.93 21.50
Others 1.96 0.53
Income Tax recognised in profit or loss (12.02) (0.05)
22. Earnings per share (EPS)
The following reflects the profit and share data used in the basic EPS computations:
For the year ended For the year ended
March 31, 2023 March 31, 2022
Loss after tax (168.23 ) (128.64)
Weighted average number of equity shares of Rs. 10 each outstanding during the year 12,00,00,000 8,33,34,247
Earning per share - Basic and Diluted (Rs.) (0.14) (0.15)
23. Capital commitments
Particulars For the year ended For the year ended
March 31, 2023 March 31, 2022
Estimated amount of contracts remaining to be executed on capital accounts and not provided for 336.80 12,202.25
336.80 12,202.25
24. Related party disclosures
Names of related parties and description of relationship:
(a) Holding Company ITC Limited
(b) Enterprises under common control Russell Credit Limited
International Travel House Limited
ITC Infotech India Ltd.
(c) Key Management Personnel Mr. Sivakumar Surampudi - Chairman & Non - Executive Director
Mr. Sanjiv Rangrass - Non-Executive Director (till June 03, 2022)
Ms. Nidhi Bajaj - Non-Executive Director
Mr. Ashit Kumar - Non-Executive Director
Mr. Hebbale Narasimhaiah Ramaprasad - Non-Executive Director
Mr. Kurakula Nageswara Rao - Non Executive Director (from July 21, 2022)
Mr. S. Sunil Nair - Whole Time Director (from October 15, 2022)
Mr. S. Sunil Nair - Manager (from May 05, 2021 to October 14, 2022)
Mr. Debanjan Sarkar - Company Secretary (from January 20, 2022)
Mr. Shubhradip Bose - Company Secretary (from May 05, 2021 to December 14, 2021)
Ms. Bushra - Chief Financial Officer (from May 05, 2021 to May 09, 2022)
Mr. Venkateswarlu Tangutuni- Chief Financial Officer (from July 16, 2022 to March 25, 2023)
Particulars For the year ended For the year ended
March 31, 2023 March 31,2022
a) Holding Company
ITC Limited
Allotment of equity shares – 7,000.00
Allotment of preference shares 13,000.00 3,000.00
Purchase of products 143.18 –
Lease rental expense 62.92 58.59
Remuneration of managers on deputation reimbursed 267.46 277.87
Purchase of assets – –
Purchase of Services 530.93 498.13
Expenses reimbursed – 29.52
Enterprises under common control
Russell Credit Limited
Loan Taken 1,250.00 –
Interest on Loan paid 7.40 –
Loan Repaid
International Travel House
Purchase of Services 7.29
ITC Infotech India Ltd.
Purchase of Services 56.46
Key Management Personnel
Salaries 167.31 102.32
c) Disclosure of outstanding balances: As at As at
March 31, 2023 March 31, 2022
Others payables - ITC Limited 137.49 150.05
Significant terms & conditions:
All the transactions with related parties are in ordinary course of business and on arm’s length basis. The amount outstanding is unsecured and will be settled in cash.

351
 ITC IndiVision Limited

ITC IndiVision Limited

Notes to the Financial Statements for the year ended March 31, 2023
(All amounts in Indian Rupees in Lakhs except as otherwise stated)

25. Financial instruments and related disclosures

a. Capital Management
The Company manages its capital to ensure that the Company will be able to continue as a going concern while maximising the return of the stakeholders
through optimum fund utilization The capital structure of the Company comprises of equity and preference share capital as detailed out in note 10. The
Company’s objective when managing capital is to maintain an optimal structure so as to maximise shareholder value. The Company is not exposed to any
externally imposed capital restriction. Refer to note number 29 for the Company’s Debt Equity Ratio.
b. Categories of Financial Instrument

Particulars As at As at
March 31, 2023 March 31, 2022
A. Financial Assets
a) Measured at fair value through profit and loss (FVTPL)
Investments in Mutual Funds 1,076.35 904.96
b) Measured at amortised cost
Cash and cash equivalents 170.14 10.04
Other Financial Assets 6.09 3.49
B. Financial Liabilities
Measured at amortised cost
Other Financial Liabilities 3,680.26 2,592.07
Lease Liabilities 837.98 814.29
Long term borrowings 16,000.00 3,000.00
Short term borrowings 1,250.00 -
Trade payables 70.94 8.11
c. Financial Risk Management Objectives
The Company’s exposure to financial risks such as market risk, foreign currency risk, liquidity risk and credit risk is limited. The Company has designed its Risk
Management System in line with the nature and scale of its operations to address risks intrinsic to operations, financials and compliances arising out of the
overall strategy of the Company.

i) Market risk
The Company is not an active investor in Equity market. The Company’s investments are predominantly held in debt mutual funds. The Company invest
in mutual fund schemes of leading fund houses. However, given the relatively short tenure of underlying portfolio of the mutual fund schemes in which
the Company has invested such price risk are not significant.

ii) Interest rate risk

Interest rate risk refers to the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates.
As majority of the financial assets and liabilities of the Company are either short term or fixed interest-bearing instruments, the Company’s net exposure
to interest risk is negligible.
iii) Foreign currency risk
The Company has not undertaken any transactions during the period in any currency other than the Company’s functional currency.
iv) Liquidity risk
The Company manages its liquidity risk by ensuring that it will always have sufficient liquidity to meet its liabilities when due. The table below provides
details regarding the remaining contractual maturities of significant financial liabilities at the reporting date.
Particulars Other Financial Liabilities Lease Liability Total
Carrying Value 3,680.26 837.98 4,518.24
Less than 3 months 2,646.22 - 2,646.22
More than 3 months up to 6 months 36.15 - 36.15
More than 6 months up to 1 year - - -
More than 1 year 997.89 837.98 1,835.87
Total 3,680.26 837.98 4,518.24

* The table has been drawn up based on the earliest date on which the Company can be required to pay.

v) Credit risk
Credit risk is the risk that counterparty will not meet its obligations under a financial instrument which may lead to a financial loss to the Company.
There is no significant credit risk in the year as the Company has not started sales operations.
Investment in mutual funds are made only with mutual funds and credit risk in such funds are limited because the underlying investments are diversified
and the Company’s investment framework considers the credit quality of the underlying investments made by the fund house.
26. Fair Value Measurement
Fair value hierarchy:
Fair value of the financial instruments is classified in various fair value hierarchies based on the following three levels:
Level 1: Quoted prices (unadjusted) in active market for identical assets or liabilities.
Level 2: Inputs other than quoted price including within level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived
from prices). The fair value of financial instruments that are not traded in an active market is determined using valuation techniques which maximize the use
of observable market data and rely as little as possible on entity-specific estimates. If significant inputs required to fair value an instrument are observable, the
instrument is included in Level 2.
Level 3: Inputs for the assets or liabilities that are not based on observable market data (unobservable inputs). If one or more of the significant inputs is not based
on observable market data, the instrument is included in level 3. This is the case with listed instruments where market is not liquid and for unlisted instruments.

352
 ITC IndiVision Limited

ITC IndiVision Limited

Notes to the Financial Statements for the year ended March 31, 2023
(All amounts in Indian Rupees in Lakhs except as otherwise stated)

There are no assets or liabilities, the fair value of which has been benchmarked / derived with quoted benchmarks and accordingly, there are no assets / liabilities
classified at Level 2.
The following table provides the fair value measurement hierarchy for financial assets measured at fair value:
Financial Asset Fair Value Hierarchy Valuation Techniques Fair Value as at Fair Value as at
March 31, 2023 March 31, 2022
Investments in Mutual Funds Level 1 Net Asset Value as declared by the
Fund / quoted prices in active markets 1,076.35 904.96

27. Share Based Payment
The eligible employees deputed from ITC Limited (ITC), covered under the ITC Employee Stock Option Schemes (ITC ESOS) and the ITC Employee Cash Settled
Stock Appreciation Linked Reward Plan (ITC ESAR Plan) in accordance with the terms and conditions of such schemes, details of which are as under:
ITC ESOS: Each Option entitles the holder thereof to apply for and be allotted ten ordinary shares of ` 1.00 each of ITC upon payment of the exercise price during
the exercise period. These options vest over a period of three years from the date of grant and are exercisable within a period of five years from the date of vesting.
The options have been granted at the ‘market price’ as defined under the Securities and Exchange Board of India (Share Based Employee Benefits) Regulations,
2014.
ITC ESAR: Under the ITC ESAR Plan, eligible employees would receive cash linked to appreciation in the value of the shares of ITC in accordance with the terms and
conditions of this Plan. The stock appreciation units (SARs) vest over a period of five years from the date of grant and entitles each ESAR grantee to the appreciation
for the total number of ESAR Units vested.
The cost of stock options granted under ITC ESOS / ESARs granted under ITC ESAR have been recognized as equity settled / cash settled share based payments
respectively in accordance with Ind AS 102 – Share Based Payment. In terms of said deputation arrangement, the Company has accounted for the cost of the fair
value of options / stock appreciation units granted to the deputed employees on-charge by ITC. The fair value of the options / SARs granted is determined, using
the Black Scholes Option Pricing model, by ITC for all the grantees covered under ITC ESOS / ITC ESAR as a whole.
In accordance with Ind AS 102, an amount of ` 22.56 lakhs towards ITC ESAR has been recognized as employee benefits expense, forming part of CWIP with
corresponding credit to current / non – current financial liabilities, as applicable.
The summary of movement of such options granted by ITC and status of the outstanding options is as under:
Particulars As at As at
March 31, 2023 March 31, 2022
No. of Options No. of Options
Outstanding at the beginning of the year 9,974 13,908
Add: Granted during the year 800 600
Less: Lapsed during the year 3,127 4,534
Add / (Less): Movement due to transfer of employees within the group. 2,475 -
Options Exercised during the year (1,750 ) -
Outstanding at the end of the year 8,372 9,974
Options exercisable at the end of the year 7,152 9,374
Options Vested and Exercisable during the year 180 -
28. Use of Estimates and Judgements
The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions
that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and the results of operations
during the reporting year end. Although these estimates are based upon management’s best knowledge of current events and actions, actual results could differ
from these estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the year
in which the estimate is revised if the revision affects only that year, or in the year of the revision and future years if the revision affects both current and future
years.
29. Ratio analysis and its element
Ratio
Particulars Reasons for variance of more than 25% in above ratios March 31, 2023 March 31, 2022 % Change
Current ratio Immaterial Variance 1.22 1.21 1.14%
Debt- Equity Ratio During the year, the Company has leveraged its capital 149% 26% 483.36%
structure by issuing 9% Cumulative, non convertible,
redeemable Preference share of Rs. 100 each.

Return on Investment The Company has invested the temporary fund received 10% 5% 95.20%
during the previous year resulting onetime increase in return
on investments.
Element of Ratio
Ratio Period Numerator Denominator

Current Ratio March 31, 2023 6,193.54 5,074.34

Current Assets Current Liabilities
March 31, 2022 3,210.33 2,660.26
Debt- Equity Ratio March 31, 2023 17,250.00 11,576.67
Debt (borrowings) Total Equity
March 31, 2022 3,000.00 11,744.90
Return on Investment March 31, 2023 Gain arising on financial assets 105.12
1,076.35
mandatorily measured at FVTPL Current Investment
March 31, 2022 45.28 904.96

353
 ITC IndiVision Limited

ITC IndiVision Limited

Notes to the Financial Statements for the year ended March 31, 2023
(All amounts in Indian Rupees in Lakhs except as otherwise stated)

The Company is yet to commence its commercial operation and hence it believes that the below mentioned ratios are not applicable to the
Company
Debt Service Coverage ratio
Return on Equity ratio
Inventory Turnover ratio
Trade Receivable Turnover Ratio
Trade Payable Turnover Ratio
Net Capital Turnover Ratio
Net Profit ratio
Return on Capital Employed

30. The Company did not have any long term contracts including derivative contracts for which there were any material foreseeable losses. The Company does not
have any unhedged foreign currency exposure as at March 31, 2023 and March 31, 2022.
31. Other Statutory Information
i. The Company do not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any Benami property.
ii. The Company do not have any transactions with companies struck off.
iii. The Company do not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period.
iv. The Company have not traded or invested in Crypto currency or Virtual Currency during the financial year.
v. The Company have not advanced or loaned or invested funds to any other person or entity, including foreign entities (Intermediaries) with the understanding
that the Intermediary shall:
(a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the company (Ultimate Beneficiaries)
or
(b) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries
vi. The Company have not received any fund from any person or entity, including foreign entities (Funding Party) with the understanding (whether recorded in
writing or otherwise) that the Company shall:
(a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate
Beneficiaries) or
(b) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries,
vii. The Company have not any such transaction which is 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 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961.
viii. The Company has not been declared wilful defaulter by any bank or financial institution or government or any government authority.
ix. The Company has not declared/paid any dividend during the year.

For S.R. BATLIBOI & ASSOCIATES LLP For and on behalf of the Board of Directors of
Chartered Accountants ITC IndiVision Limited
ICAI Firm Registration No. 101049W/E300004 CIN: U16007WB2020PLC237915

Atin Bhargava S. Sivakumar Ashit Kumar

Partner Chairman Director
Membership No.: 504777 DIN No.: 00341392 DIN No.: 08786753
Place : Hyderabad Place: Hyderabad Place: Guntur
Date : April 25, 2023 Date : April 25, 2023 Date : April 25, 2023

Debanjan Sarkar
Company Secretary
M. No.: A31527
Place: Kolkata
Date : April 25, 2023

354
 WELCOMHOTELS LANKA (PRIVATE) LIMITED

ANNUAL REPORT OF WELCOMHOTELS LANKA (PRIVATE) LIMITED Entries made in the Interests Register
FOR THE FINANCIAL YEAR ENDED 31ST MARCH 2023 The Directors had no interest in any contract with the Company during the year ended
The Board of Directors of WelcomHotels Lanka (Private) Limited hereby submit their 31st March, 2023.
eleventh Annual Report for the financial year ended 31st March, 2023.
Remuneration of Directors
Business Environment No remuneration was paid nor any benefits extended to the Non-Executive Directors by
During the year, the overall business environment in Sri Lanka was severely impacted the Company during the year ended 31st March 2023.
on account of the challenging socio-political and macro-economic conditions prevalent Mr. S. K. George, Managing Director of the Company was entitled to remuneration, as
in the country. The Government of Sri Lanka has undertaken several steps to stabilise recommended by the Board of Directors, subject to the approval of the shareholders.
the situation including successfully securing a 48-month Extended Fund Facility from
the International Monetary Fund of approximately US$ 2.9 billion to support Sri Lanka’s Donations
economic policies and reforms. Parallelly, the country is in the process of finalising
The Company has not made any donation during the year ended 31st March, 2023.
restructuring of its external debt obligations. The Company continues to closely
monitor the evolving situation. Directors
Nature of Business There has been no change in the Board of Directors of the Company during the year.
The Company is engaged in constructing a mixed use development project (‘Project’) The Directors of the Company, as at 31st March, 2023, were as follows:
on 5.86 acres of prime sea-facing land in Colombo, including a luxury hotel and a Mr. Nakul Anand Chairman & Non-Executive Director
super-premium residential apartment complex - ‘Sapphire Residences’. The Project has
been accorded the status of a ‘Strategic Development Project’ entitling the company Mr. Supratim Dutta Non-Executive Director
to various fiscal benefits in Sri Lanka. Further, the Project is also exempt from Sri Lankan Mr. Vidyaprakash P Menon Non-Executive Director
foreign exchange regulations.
Mr. Rajendra K Singhi Non-Executive Director
The project construction activities, which had ramped up post the pandemic, were also
Ms. Roopa Y Vikram Non-Executive Director
impacted during the year on account of the challenging operating conditions prevalent
in the country. Despite these challenges, the Company took all steps to expedite project Mr. Subi K George Managing Director
work; significant progress was made during the year in the façade, finishes, mechanical,
Audit Fees
electrical, and plumbing works.
The Audit Fees of the Company’s Auditors, Messrs. SJMS Associates, Chartered
The muted business environment and macro-economic challenges faced by the
country have, inter alia, impacted the sales velocity of ‘The Sapphire Residences’ luxury Accountants, 11, Castle Lane, Colombo 4, Sri Lanka, for Statutory Audit of the Accounts
apartments. Given its unique positioning in the market and superior value proposition, of the Company for the year 2022-23 is set out in Note 4 to the Financial Statements.
it is anticipated that apartment sales would gain traction as the project nears completion The Auditors do not have any other relationship with the Company.
and the situation in the country normalises. The Auditors were not engaged for rendering any other services to the Company and
accordingly there were no other fees paid or payable to them.
Financial Statements
The Financial Statements, including the Auditor’s Report thereon, for the year ended Subi K George Nakul Anand
31st March 2023, are attached to this Report. Managing Director Chairman
Accounting Policies Corporate Services (Private) Limited
The Accounting Policies adopted in the preparation of the Financial Statements are Secretaries
stated in the Financial Statements. On this 28th day of April, 2023

INDEPENDENT AUDITOR’S REPORT Auditor’s Responsibilities for the Audit of the Financial Statements
TO THE SHAREHOLDERS OF WELCOMHOTELS LANKA (PRIVATE) LIMITED Our objectives are to obtain reasonable assurance about whether the financial statements as a whole
are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report
Report on the Audit of the Financial Statements
that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee
Opinion that an audit conducted in accordance with Sri Lanka Auditing Standards will always detect a
We have audited the financial statements of WelcomHotels Lanka (Private) Limited (“the material misstatement when it exists. Misstatements can arise from fraud or error and are considered
Company”), which comprise the statement of financial position as at 31 March 2023, and statement material if, individually or in the aggregate, they could reasonably be expected to influence the
of comprehensive income, statement of changes in equity and statement of cash flows for the economic decisions of users taken on the basis of these financial statements.
year ended, and notes to the financial statements, including a summary of significant accounting As part of an audit in accordance with Sri Lanka Auditing Standards, we exercise professional
policies. judgment and maintain professional skepticism throughout the audit. We also:
In our opinion, the accompanying financial statements give a true and fair view of the financial n Identify and assess the risks of material misstatement of the financial statements, whether due
position of the Company as at 31 March 2023, and of its financial performance and its cash flows
to fraud or error, design and perform audit procedures responsive to those risks, and obtain
for the year ended in accordance with Sri Lanka Accounting Standards.
audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk
Basis for Opinion of not detecting a material misstatement resulting from fraud is higher than for one resulting
We conducted our audit in accordance with Sri Lanka Auditing Standards (SLAuSs). Our from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations,
responsibilities under those standards are further described in the Auditor’s Responsibilities for the or the override of internal control.
Audit of the Financial Statements section of our report. We are independent of the Company in n Obtain an understanding of internal control relevant to the audit in order to design audit
accordance with the ethical requirements of the Code of Ethics issued by CA Sri Lanka (Code of procedures that are appropriate in the circumstances, but not for the purpose of expressing
Ethics) that are relevant to our audit of the financial statements, and we have fulfilled our other an opinion on the effectiveness of the Company’s internal control.
ethical responsibilities in accordance with the Code of Ethics. We believe that the audit evidence we
have obtained is sufficient and appropriate to provide a basis for our opinion.
n Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made by management.
Other Information
n Conclude on the appropriateness of management’s use of the going concern basis of
The Management is responsible for the other information. Other information is the financial and
accounting and, based on the audit evidence obtained, whether a material uncertainty exists
non-financial information other than financial statements and the auditor’s report thereon, included
related to events or conditions that may cast significant doubt on the Company’s ability to
in an entity’s annual report. Management is responsible for the other information. Our opinion on
continue as a going concern. If we conclude that a material uncertainty exists, we are required
the Financial Statements does not cover the other information and we do not express any form of
to draw attention in our auditor’s report to the related disclosures in the financial statements
assurance conclusion thereon.
or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on
In connection with our audit of the Financial Statements, our responsibility is to read the other the audit evidence obtained up to the date of our auditor’s report. However, future events or
information and, in doing so, consider whether the other information is materially inconsistent conditions may cause the Company to cease to continue as a going concern.
with the Financial Statements or our knowledge obtained in the audit or otherwise appears to be
materially misstated. If, based on the work we have performed, we conclude that there is a material
n Evaluate the overall presentation, structure and content of the financial statements, including
misstatement of this other information, we are required to report that fact. We have nothing to the disclosures, and whether the financial statements represent the underlying transactions
report in this regard. and events in a manner that achieves fair presentation.
Responsibilities of Management and Those Charged with Governance for the Financial We communicate with those charged with governance regarding, among other matters, the
Statements planned scope and timing of the audit and significant audit findings, including any significant
deficiencies in internal control that we identified during our audit.
Management is responsible for the preparation and fair presentation of financial statements in
accordance with Sri Lanka Accounting Standards (LKASs and SLFRSs), and for such internal control Report on Other Legal and Regulatory Requirements
as management determines is necessary to enable the preparation of financial statements that are As required by section 163 (2) of the Companies Act No. 07 of 2007, we have obtained all the
free from material misstatement, whether due to fraud or error. information and explanations that were required for the audit and, as far as appears from our
In preparing the financial statements, management is responsible for assessing the Company’s examination, proper accounting records have been kept by the Company.
ability to continue as a going concern, disclosing, as applicable, matters related to going concern
and using the going concern basis of accounting unless management either intends to liquidate the SJMS ASSOCIATES
Company or to cease operations, or has no realistic alternative but to do so. Chartered Accountants
Those charged with governance are responsible for overseeing the Company’s financial reporting Colombo
process. 28 April 2023

355
 WELCOMHOTELS LANKA (PRIVATE) LIMITED

STATEMENT OF COMPREHENSIVE INCOME FOR THE YEAR ENDED 31ST MARCH, 2023
2022/23 2022/23 2021/22 2021/22
Note LKR INR LKR INR
Revenue – – – –
Cost of sales – – – –
Gross profit – – – –
Other income 3 351,743,957 88,506,979 413,355,709 128,136,136
Administrative expenses 4 (9,606,072) (2,417,112) (10,434,463) (3,234,579)
Marketing expenses (28,018,240) (7,050,042) (23,338,991) (7,234,854)
Pre operating profit/ (loss) before tax 5 314,119,645 79,039,825 379,582,255 117,666,703
Taxation 6 – – – –
Pre operating profit / (loss) for the year 314,119,645 79,039,825 379,582,255 117,666,703
Other comprehensive income
Other comprehensive income – – – –
Total comprehensive income/ (loss) for the year 314,119,645 79,039,825 379,582,255 117,666,703
Earnings / (loss) per share 7 1.36 0.34 2.72 0.84

The accounting policies and notes from 1 to 22 form an integral part of these financial statements.

STATEMENT OF FINANCIAL POSITION AS AT 31ST MARCH, 2023
2022/23 2022/23 2021/22 2021/22
Note LKR INR LKR INR
Assets
Non Current Assets
Property, plant and equipment 8 31,644,419 7,903,510 35,164,503 8,913,851
Capital work-in-progress 9 40,760,331,426 10,180,300,377 25,225,628,148 6,394,444,480
Right of use asset 10 8,291,130,731 2,070,792,811 8,385,189,993 2,125,561,811
Non current prepayments 11 2,437,834,748 608,873,607 427,182,056 108,286,380
51,520,941,324 12,867,870,305 34,073,164,700 8,637,206,523
Current Assets
Inventories 12 27,772,060,751 6,936,349,893 19,452,170,188 4,930,930,621
Current prepayments 13 168,465,825 42,076,024 139,486,443 35,358,419
Cash and bank balances 14 2,647,251,630 661,177,568 326,415,013 82,742,942
30,587,778,206 7,639,603,485 19,918,071,644 5,049,031,980
Total Assets 82,108,719,530 20,507,473,790 53,991,236,344 13,686,238,503
Equity and Liabilities
Capital and Reserves
Stated capital 15 78,363,820,002 27,727,228,077 52,243,250,002 21,665,887,237
Retained earnings 261,304,720 (8,089,816,925) (52,814,928) (8,436,133,849)
78,625,124,722 19,637,411,152 52,190,435,074 13,229,753,389
Non Current Liabilities
Right of use lease liability - Non current 292,751 73,118 292,789 74,219
Advance from customers 3,123,753,033 780,188,558 1,292,925,505 327,743,686
3,124,045,784 780,261,676 1,293,218,294 327,817,905
Current Liabilities
Right of use lease liability - Current 37 9 35 9
Other payables 16 359,548,987 89,800,953 507,582,941 128,667,200
359,549,024 89,800,962 507,582,976 128,667,209
Total Equity and Liabilities 82,108,719,530 20,507,473,790 53,991,236,344 13,686,238,503

I certify that the financial statements have been prepared in compliance with the requirements of the Companies Act No. 07 of 2007.

Abhijeet Sreenivasan
Financial Controller

The Board of Directors is responsible for the preparation and presentation of these financial statements.
Signed for and on behalf of the Board on 28 April 2023.

Subi Koshy George Nakul Anand

Managing Director Chairman
The accounting policies and notes from 1 to 22 form an integral part of these financial statements.
Figures in brackets indicate deductions.

356
 WELCOMHOTELS LANKA (PRIVATE) LIMITED

STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31ST MARCH, 2023
Stated Capital Stated Capital Retained Retained Total Total
LKR INR Earnings Earnings LKR INR
LKR INR
Balance as at 31st March 2021 43,518,650,002 18,393,448,537 (432,397,180) (2,602,336,879) 43,086,252,822 15,791,111,658
Shares issued during the period
13.5% Cumulative non convertible
preference shares redeemable at the
option of the company and dividend
payable at the sole option of the company 8,724,600,000 3,272,438,700 – – 8,724,600,000 3,272,438,700
Pre operating profit for the period – – 379,582,255 117,666,703 379,582,255 117,666,703
Foreign Exchange Translation Reserve – – – (5,951,463,673) – (5,951,463,673)
Balance as at 31st March 2022 52,243,250,002 21,665,887,237 (52,814,925) (8,436,133,849) 52,190,435,077 13,229,753,389
Shares issued during the period 26,120,570,000 6,061,340,840 – – 26,120,570,000 6,061,340,840
13.5% Cumulative non convertible preference
shares redeemable at the option of the company
and dividend payable at the sole option of the
company
Pre operating profit for the period – – 314,119,645 79,039,825 314,119,645 79,039,825
Foreign Exchange Translation Reserve – – – 267,277,098 – 267,277,098
Balance as at 31st March 2023 78,363,820,002 27,727,228,077 261,304,720 (8,089,816,925) 78,625,124,722 19,637,411,152
The accounting policies and notes from 1 to 22 form an integral part of these financial statements.
STATEMENT OF CASH FLOW FOR THE YEAR ENDED 31ST MARCH, 2023
2022/23 2022/23 2021/22 2021/22
LKR INR LKR INR
Cash Flows From Operating Activities
Profit before tax 314,119,645 79,039,825 379,582,255 117,666,703
Adjustment for:
Depreciation expenses 4 8,302,364 2,089,068 7,912,428 2,452,774
Operating profit before working capital changes 322,422,009 81,128,893 387,494,683 120,119,477
Adjustment for:
(Increase) / Decrease in inventory (8,291,360,727) (2,070,850,255) (3,338,806,194) (846,353,982)
(Increase) / Decrease in pre payments (2,039,632,073) (509,418,507) 539,280,508 136,702,216
Increase / (Decrease) in other payables (148,033,954) (36,972,960) 464,250,728 117,682,917
Increase / (Decrease) in advance from customers 1,830,827,529 457,267,484 943,391,492 239,140,309
Net cash flow from operating activities (8,325,777,216) (2,078,845,345) (1,004,388,783) (232,709,063)
Cash Flows From Investing Activities
Additions to Capital Work in progress 9 (15,469,148,054) (3,863,574,418) (7,654,822,183) (1,940,420,875)
Purchase of property, plant and equipment, etc. 8 (4,782,280) (1,194,422) (1,769,714) (448,605)
Net cash flow used in investing activities (15,473,930,334) (3,864,768,840) (7,656,591,897) (1,940,869,480)
Cash Flows From Financing Activities
Lease rental payment (25,833) (6,452) (25,833) (6,548)
Proceeds from issue of shares 15 26,120,570,000 6,061,340,840 8,724,600,000 3,272,438,700
Net cash flow from financing activities 26,120,544,167 6,061,334,388 8,724,574,167 3,272,432,152
Net increase/(decrease) in cash and cash equivalents 2,320,836,617 117,720,203 63,593,487 1,098,853,609
Cash and cash equivalents at the beginning of the period 326,415,013 82,742,942 262,821,526 96,324,089
Foreign exchange translation gain/ (loss) – 460,714,424 – (1,112,434,756)
Cash and cash equivalents at the end of the period 17 2,647,251,630 661,177,568 326,415,013 82,742,942

The accounting policies and notes from 1 to 22 form an integral part of these financial statements.

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2023 Statements”) of the Company have been prepared in accordance with Sri
Lanka Accounting Standards (SLFRSs/LKAS) as issued by The Institute of
1. Company Information Chartered Accountants of Sri Lanka (ICASL) which is based on International
1.1. Domicile and Legal Form Financial Reporting Standards and International Accounting Standards
(“IFRSs” & “IAS”), as issued by the International Accounting Standards Board
WelcomHotels Lanka (Private) Limited is a limited liability company
and in compliance with the companies Act No.7 of 2007.
incorporated in Sri Lanka on April 23, 2012 under the Companies Act No.07
of 2007.The registered office of the Company is at 216, De Saram Place, 2.2 Basis of Preparation
Colombo 10. The financial statements, presented in Sri Lankan Rupees, have been
1.2. Principal activity and nature of operations prepared on a historical cost basis, except where otherwise stated in the
accounting policies below.
WelcomHotels Lanka (Private) Limited is in the business of hospitality trade
and currently is engaged in developing a mixed use project comprising hotel, 2.3 Significant Accounting Policies
residential condominium, retail space, etc. on a plot of land in Colombo The accounting policies have been consistently applied by the Company
leased from the Board of Investment of Sri Lanka for 99 years. with those of the previous financial year.
1.3. Parent Entity 2.4 Comparative Information
The Company’s parent and ultimate parent entity is ITC Limited which is Previous year’s figures and phrases are rearranged, wherever necessary, to
incorporated in India. conform to the current year’s presentation.
1.4. Date of Authorisation for issue 2.5 Going Concern
The financial statements of the Company for the year ended 31 March 2023 When preparing the financial statements, the Directors have assessed the
were authorised for issue by the Board of Directors on 28 April 2023. ability of the Company to continue as a going concern. The Directors have
2. Summary of Key Accounting Policies a reasonable expectation that the Company has adequate resources to
continue in operational existence for the foreseeable future. The Company
2.1 Statement of Compliance
does not foresee a need for liquidation or cessation of business activities
The Statement of Financial Position, Statement of Comprehensive Income, taking into account all available information about the future. Accordingly,
Statement of Changes in Equity, Statement of Cash Flow and Notes together the Company continues to adopt the going concern basis in preparing the
with the Summary of Significant Accounting Policies (being the “Financial financial statements.

357
 WELCOMHOTELS LANKA (PRIVATE) LIMITED

NOTES TO THE FINANCIAL STATEMENTS

2.6 Use of Estimates and Judgments use is the present value of estimated future cash flows expected to arise from
The preparation of the Company’s financial statements require management the continuing use of an asset or cash generating unit and from its disposal
to make judgments, estimates and assumptions that affect the reported at the end of its useful life. Impairment losses recognised in prior years are
amounts of revenue, expenses, assets and liabilities and the disclosure of reversed when there is an indication that the impairment losses recognised
contingent liabilities at the reporting date. Actual results may differ from no longer exist or have decreased. Such reversals are recognised as an
these estimates. increase in carrying amounts of assets to the extent that it does not exceed
the carrying amounts that would have been determined (net of amortization
2.7 Functional and Presentation Currency or depreciation) had no impairment loss been recognised in previous years.
These financial statements are being presented in Sri Lankan Rupees which is 2.14 Inventories
the Company’s functional currency.
Inventories are stated at the lower of cost and net realizable value. Cost is
2.8 Events after the date of Statement of Financial Position determined by the weighted average method. The cost of the inventory
All material events after the Statement of Financial Position date have been comprises purchase price, taxes (other than those subsequently recoverable
considered and appropriate adjustments or disclosures have been made in by the company from the tax authorities), and transport, handling and
the respective notes to the financial statements. other costs directly attributable to the acquisition of finished goods. Trade
2.9 Foreign Currency Transactions discounts, rebates and other similar items are deducted in determining the
costs of purchase.
Foreign currency transactions are translated into the functional currency
using the exchange rates prevailing on the dates of the transactions. Foreign Net realizable value is the estimate of the selling price in the ordinary course
exchange gains and losses resulting from the settlement of such transactions of business, less the costs of completion and selling expenses.
and from the translation at year-end exchange rates of monetary assets and 2.15 Cash and cash equivalents
liabilities denominated in foreign currencies, are recognised in Statement of Cash and cash equivalents, for the purpose of statement of cash flow, are
Comprehensive Income. defined as cash in hand, demand deposits, and short term highly liquid
2.10 Leased Assets investments which are readily convertible to known amounts of cash and
The entity assesses at contract inception whether a contract is, or contains, subject to insignificant risk of changes in value.
a lease. That is, if the contract conveys the right to control the use of an 2.16 Stated capital
identified asset for a period of time in exchange for consideration, the entity Ordinary shares are classified as equity.
recognises lease liabilities to make lease payments and right of use assets
representing the right to use the underlying assets. Preference shares are classified as equity and are entitled to a dividend
determined at the time of issueof the preference shares, the quantum and
a. Right of use assets timing of such pay-out, subject to adequacy of profits, being at the discretion
The company recognises right of use assets at the commencement date of the issuer. The preference shares are cumulative, non-convertible, and
of the lease (i.e., the date the underlying asset is available for use). Right redeemable at the option of the issuer.
of use assets are measured at cost, less any accumulated depreciation Incremental costs directly attributable to the issue of ordinary shares and
and impairment losses, and adjusted for any re-measurement of lease preference shares are recognised as a deduction from equity, net of any tax
liabilities and the recognised right of use assets are depreciated on a effects.
straight line basis over the lease term. The depreciation charged during
the construction period of the mixed development project is recognised 2.17 Financial instruments
under work in progress balances. Trade and other receivables are initially recognised at the transaction price.
b. Lease liability All sales are made on the basis of normal credit terms, and the receivables do
not bear interest.
At the commencement date of the lease, the company recognises lease
liabilities measured at the present value of lease payments to be made The Company assesses at each reporting date whether a financial asset (or
over the lease term. a group of financial assets) such as trade receivables, advances and security
deposits held at amortised cost and financial assets that are measured at
2.11 Taxation fair value through other comprehensive income are tested for impairment
Current Taxes based on evidence or information that is available without undue cost or
The provision for income taxes are based on the elements of income and effort. Expected credit losses are assessed and loss allowances recognised
expenditure as reported in the financial statements and computed in if the credit quality of the financial asset has deteriorated significantly since
accordance with provisions of the Inland Revenue Act, No. 24 of 2017 and initial recognition.
amendments thereto. The Company is exempted from income tax for a Financial liabilities are initially recognised at the fair value of consideration
period of ten years as described in Note 7 to the financial statements. received less directly attributable transaction costs.
2.12 Property, Plant and Equipment Subsequent to initial measurement, financial liabilities are recognised at
2.12.1 Cost amortised cost unless they are a part of a fair value hedge relationship. The
difference between the initial carrying amount of the financial liability and
Property, plant and equipment, including owner-occupied property, is their redemption value is recognised in the Statement of Comprehensive
stated at cost, excluding the costs of day-to-day servicing, less accumulated Income over the contractual terms using the effective interest rate.
depreciation and accumulated impairment losses, if any. Replacement or
major inspection costs are capitalised when incurred and if it is probable that Financial liabilities at amortised cost are further classified as current and non-
future economic benefits associated with the item will flow to the entity and current depending whether these will fall due within 12 months after the
the cost of the item can be measured reliably. date of statement of financial position or beyond.

The cost of property, plant and equipment is the cost of acquisition or Financial liabilities are derecognised when either the Company is discharged
construction together with any expenses incurred in bringing the asset to its from its obligation or they expire, are cancelled or replaced by a new liability
condition for its intended use. with substantially modified terms.

2.12.2 Depreciation Financial liabilities include trade and other payables and other financial
liabilities.
Depreciation is charged to Statement of Comprehensive Income so as to
write off the cost or valuation of assets (other than freehold land) less their 2.18 Provisions, contingent assets, and contingent liabilities
residual values over their useful lives, using the straight-line method. The Provisions are made for all obligations existing as at the date of statement of
estimated useful lives, residual values and depreciation method are reviewed financial position when it is probable that such an obligation will result in an
at each year-end, with the effect of any change in estimate accounted for on outflow of resources and a reliable estimate can be made of the quantum of
a prospective basis. the outflow.
The estimated useful lives of the assets of the Company are as follows: Contingent liabilities are possible obligations that arise from past events and
Furniture & fixtures 8 – 10 years whose existence will be confirmed only by the occurrence or non-occurrence
of one or more uncertain future events not wholly within the control of
Motor vehicles 8 – 10 years
the entity. All contingent liabilities are disclosed as a note to the financial
Plant and equipment 7 – 15 years statements unless the outflow of resources is remote.
Computers 3 years
Contingent assets are disclosed where inflow of economic benefits is
2.12.3 Work In Progress Balances probable.
All expenses which are directly related to the project are reflected in work-in- 2.19 Borrowing costs
progress balances tillthey are ready for their intended use.
Borrowing costs are recognised as an expense in the period in which they
2.13 Impairment of assets are incurred, except to the extent where borrowing costs that are directly
Impairment loss, if any, is provided to the extent, the carrying amount of attributable to the acquisition, construction, or production of a Qualifying
assets or cash generating units exceed their recoverable amount. Recoverable Asset that takes a substantial period of time to get ready for its intended use
amount is higher of an asset’s net selling price and its value in use. Value in or sale, are capitalised as part of that asset.

358
 WELCOMHOTELS LANKA (PRIVATE) LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Contd.)

2.20 Statement of cash flows presented in the statement of financial position is considered as contract
The statement of cash flow has been prepared using the “indirect method”. liabilities and are recognised as revenue upon transfer of control of property
to the customer.
2.21 Revenue recognition
Contract assets
2.21.1 Sale of goods and services
The costs directly attributable to customer contracts are recognized as
Revenue is measured at the fair value of the consideration received or contract assets and reflected under non-current prepayments. Contract
receivable for goods supplied and services rendered, net of returns and assets are amortized on a systematic basis in line with the achievement of
discounts to customers. Revenue from the sale of goods and services is the performance obligations.
shown to exclude taxes which are payable in respect of sale of goods and
2.21.3 Interest income
services.
Interest income is recognised using the Effective Interest Rate (EIR) method.
Revenue from the sale of goods and services is recognised when the Company
performs its obligations to its customers and the amount of revenue can be 2.21.4 Other income
measured reliably and recovery of the consideration is probable. The timing Other income is recognised on an accrual basis.
of such recognition in case of goods is when the control over the same is
2.22 Expenditure recognition
transferred to the customer, which is mainly upon delivery and in case of
services, in the periods in which such services are rendered. Expenses are recognised in the Statement of Comprehensive Income on the
basis of a direct association between the cost incurred and the earning of
Realisations from customers prior to transfer of title of apartments are
specific items of income. The remuneration of the Managing Director is
accordingly treated as advances received.
recognised upon its determination by the Board of Directors. All expenditure
2.21.2 Contract balances incurred in running the business and in maintaining property, plant and
Contract liabilities equipment in a state of efficiency has been charged to the Statement of
Comprehensive Income. Incremental cost incurred in obtaining contracts to
A contract liability is the obligation to transfer goods to a customer for which
sell apartments (i.e. contract costs) are recognised as assets if those costs are
the company has received consideration (or an amount of consideration is
explicitly chargeable to the customer. Further such assets are amortised to
due) from the customer. If a customer pays consideration before the entity
the profit and loss when related apartments are sold to the customers.
transfers goods to the customer, a contract liability is recognised when the
payment is made or the payment is due (whichever is earlier). Contract For the purpose of presentation of the Statement of Comprehensive Income,
liabilities are recognised as revenue when the company completes execution the “function of expenses” method has been adopted, on the basis that it
of its performance obligation under the contract. Advance from customers presents fairly the elements of the Company’s performance.

2022/23 2022/23 2021/22 2021/22 6. Taxation

LKR INR LKR INR
The Company had entered into a Project Agreement with the Board of Investment of Sri Lanka on 04th May
3. Other Income 2012. Thereafter, the mixed use project of the Company has been duly declared a Strategic Development Project
Foreign exchange gain 351,743,957 88,506,979 413,355,709 128,136,136 under the Strategic Development Projects Act, 2008. By virtue of the same, the provisions of the Inland Revenue
Act 2017 relating to the imposition of income tax on the Company on the profit and income from the mixed
4. Administrative Expenses use project shall not apply for a period of 10 years (tax exemption period). The tax exemption period shall
(a) Auditor’s remuneration and expenses commence from the first year in which the Company makes taxable profits or three years after commencement
Audit fees* 588,500 148,080 535,000 165,844 of commercial operations, whichever falls first. After the expiration of the aforesaid tax exemption period, the
Reimbursement of expenses and taxes 110,913 27,908 72,725 22,544 profits and income of the Company shall be charged at a concessionary tax rate which shall be the lower of 6%
(b) Secretarial remuneration and expenses or 50% of the prevailing tax rate for the hotel industry, for a period of 15 years immediately succeeding the last
Secretarial fees* 99,000 24,911 90,000 27,899 date of the tax exemption period.
Reimbursement of expenses and taxes 23,920 6,019 20,840 6,460
(c) Consultancy fees 481,375 121,125 1,803,470 559,058 7. Earnings Per Share
(d) Depreciation 8,302,364 2,089,068 7,912,428 2,452,774 Earnings per share is calculated by dividing the net profit for the year attributable to ordinary shareholders by the
9,606,072 2,417,112 10,434,463 3,234,578 weighted average number of shares in issue during the year.
*Excluding taxes 2022/23 2022/23 2021/22 2021/22
LKR INR LKR INR
5. Pre-operating Profit / (Loss) Amount used as the numerator
The following items have been charged in arriving at the pre-operating profit/ (loss) Profit/ (loss) attributable to
ordinary shareholders 314,119,645 79,039,825 379,582,255 117,666,703
Auditor’s remuneration and expenses 699,413 175,989 607,725 188,389
Amount used as the denominator
Secretarial remuneration and expenses 122,920 30,930 110,840 34,359 Weighted average no of ordinary
shares in issue 230,489,601 230,489,601 139,642,260 139,642,260
Consultancy fees 481,375 121,125 1,803,470 559,058
Earnings per share 1.36 0.34 2.72 0.84

359
 NOTES TO THE FINANCIAL STATEMENTS (Contd.)

360
Particulars Gross Block Depreciation Net Block

8. Property, Plant Original Cost Original Cost Additions Additions Original Foreign Currency Original Accumulated Accumulated Depreciation Depreciation Accumulated Foreign Accumulated Net Block Net Block Net Block Net Block
as at as at during the during the Cost Translation Cost Depreciation Depreciation for the year for the year Depreciation Currency Depreciation as at as at as at as at
and Equipment
01.04.2022 01.04.2022 year year as at Reserve as at as at as at (LKR) (INR) as at Translation as at 01.04.2022 01.04.2022 31.03.2023 31.03.2023
(LKR) (INR) (LKR) (INR) 31.03.2023 Adjustments 31.03.2023 01.04.2022 01.04.2022 31.03.2023 Reserve 31.03.2023 (LKR) (INR) (LKR) (INR)
(LKR) (INR) (INR) (LKR) (INR) (LKR) Adjustments (INR)
(INR)

Furniture & fixtures 3,923,717 994,623 334,436 84,152 4,258,153 (15,259) 1,063,516 1,335,402 338,510 477,000 120,024 1,812,402 (5,870) 452,664 2,588,315 656,113 2,445,751 610,852

Vehicles 52,350,000 13,270,202 – – 52,350,000 (195,266) 13,074,936 22,833,863 5,788,156 6,210,932 1,562,815 29,044,795 (96,743) 7,254,228 29,516,137 7,482,046 23,305,205 5,820,708

Plant and equipment 1,437,309 364,343 151,750 38,184 1,589,059 (5,644) 396,883 237,483 60,200 98,038 24,669 335,521 (1,068) 83,801 1,199,826 304,143 1,253,538 313,082

Computers 10,293,889 2,609,398 4,296,094 1,080,997 14,589,983 (46,401) 3,643,995 8,433,664 2,137,849 1,516,394 381,560 9,950,058 (34,283) 2,485,127 1,860,225 471,549 4,639,925 1,158,868

Total 68,004,915 17,238,566 4,782,280 1,203,333 72,787,195 (262,570) 18,179,330 32,840,412 8,324,715 8,302,364 2,089,068 41,142,776 (137,964) 10,275,820 35,164,503 8,913,851 31,644,419 7,903,510
WELCOMHOTELS LANKA (PRIVATE) LIMITED
 WELCOMHOTELS LANKA (PRIVATE) LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Contd.)

Balance as at Balance as at Balance as at Balance as at 31.03.2023 31.03.2023 31.03.2022 31.03.2022
31.03.2023 31.03.2023 31.03.2022 31.03.2022 LKR INR LKR INR
LKR INR LKR INR 11. Non Current Prepayments
9. Capital Work-in- Progress Security deposit 24,329,034 6,076,420 25,763,850 6,530,878
Capital advances 2,128,726,655 531,670,769 293,452,299 74,387,223
Original cost as at 01.04.2022 25,225,628,148 6,394,444,480 17,505,250,740 6,415,674,397
Contract costs 284,779,059 71,126,418 107,965,907 27,368,278
Additions during the year 15,534,703,278 3,908,893,474 7,720,377,408 2,393,239,793
Foreign currency translation 2,437,834,748 608,873,607 427,182,056 108,286,380
adjustments – (123,037,577) – (2,414,469,710)
12. Inventories
Net cost as at 31.03.2023* 40,760,331,426 10,180,300,377 25,225,628,148 6,394,444,480 Work In Progress* 27,772,060,751 6,936,349,893 19,452,170,188 4,930,930,621
(*) Capital work-in- progress as at 31-March-2023 includes during the year interest cost on lease liability of LKR 17,975 (*) Work-in- progress as at 31st March, 2023 includes during the year interest cost on lease liability of
INR 4,489 (2021/22-LKR 17,977 INR 4,557) and during the year amortization of ROU asset - LKR 65,537,249 INR LKR 7,823 INR 1,954 (2021/22-LKR 7,824 INR 1,983) and during the year amortization of ROU asset -
16,368,583 (2021/22- LKR 65,537,249 INR 16,613,037). LKR 28,522,014 INR 7,123,658 (2021/22-LKR 28,522,014 INR 7,230,045).
10.
Right of Use Asset 13. Current Prepayments
Land Security deposit 8,517,330 2,127,288 4,416,270 1,119,480
Recognition on the adoption of Other advances 159,948,495 39,948,736 135,070,173 34,238,938
SLFRS 16 8,667,625,478 2,164,826,139 8,667,625,478 2,197,156,382
168,465,825 42,076,024 139,486,443 35,358,419
Less: Amortization till date 376,494,747 94,033,328 282,435,485 71,594,571
14. Cash and Bank balances
8,291,130,731 2,070,792,811 8,385,189,993 2,125,561,811
Cash at bank 2,646,494,532 660,988,475 325,629,558 82,543,837
Cash in hand 757,098 189,093 785,455 199,105
2,647,251,630 661,177,568 326,415,013 82,742,942

31.03.2023 31.03.2022
No. of Shares Amount Amount No. of Amount Amount
LKR INR Shares LKR INR

15. Stated Capital

Equity capital
Opening balance 139,642,260 13,905,916,002 6,391,674,861 139,642,260 13,905,916,002 6,391,674,861
Issued during the year 261,205,700 26,120,570,000 6,061,340,840 – – –
Closing balance 400,847,960 40,026,486,002 12,453,015,701 139,642,260 13,905,916,002 6,391,674,861

Preference shares
Opening balance 383,373,340 38,337,334,000 15,274,212,376 296,127,340 29,612,734,000 12,001,773,676
Issued during the year – – – 87,246,000 8,724,600,000 3,272,438,700
Closing balance 383,373,340 38,337,334,000 15,274,212,376 383,373,340 38,337,334,000 15,274,212,376
Total Stated Capital 784,221,300 78,363,820,002 27,727,228,077 523,015,600 52,243,250,002 21,665,887,237

The preference shares are entitled to a dividend of 13.5% and are cumulative, non-convertible, and redeemable at the option of the issuer and dividend payable
at the sole option of the company.
31.03.2023 31.03.2023 31.03.2022 31.03.2022 20. Related Party Transactions
LKR INR LKR INR
16. Other Payables 20.1 The Company had the following transactions with its related parties during the financial year.
Auditor’s remuneration and expenses 690,000 172,334 601,875 152,569 Related Nature of Nature of Transaction Value Transaction Outstanding Outstanding Balance
Retention - Contractor 2,272,623 567,610 2,272,623 576,087 Party Relationship Transaction (LKR) Value Balance as at the as at the date of
(INR) date of Statement Statement of Finan-
Other payables* 356,586,364 89,061,009 504,708,443 127,938,543 of Financial cial Position (INR)
359,548,987 89,800,953 507,582,941 128,667,200 Position (LKR)

* Includes payables to related parties LKR 13,087,737 INR 2,872,280 (2021/22 LKR 11,990,538 INR 3,175,688) ITC Ltd Parent Purchase of 79,833 20,492 – –
(refer note 20). Company goods and (428,394) (121,213) (223,778) (59,994)
Services
17.
Notes to the Cash Flow Statement
Cash and Cash Equivalents at the End of the Year ITC Ltd Parent Technical 21,109,559 4,846,402 4,866,208 1,222,976
Cash at bank 2,646,494,532 660,988,475 325,629,558 82,543,837 Company Service fee (13,324,281) (4,442,531) (4,371,316) (1,127,413)
Cash in hand 757,098 189,093 785,455 199,105
ITC Ltd Parent Reimbursement 22,884,351 4,698,728 8,221,529 1,649,304
2,647,251,630 661,177,568 326,415,013 82,742,942 Company of Expenses # (16,975,453) (5,548,339) (7,395,444) (1,988,281)
18. Contingencies and Commitments
Capital Commitments pending as at Balance Sheet date - LKR 26,495,158,699 INR 6,617,430,837 (2021/22 LKR Note: Figures in brackets relate to the previous year
40,932,103,187 INR 10,375,878,837)
*The amounts are classified as Other Payables except share issue which is classified as stated capital.
Above capital commitments include LKR 41,052,323 INR 10,253,228 (2021/22 LKR 27,371,156 INR 7,029,571) in
# - includes compensation costs charged to the Company by the parent company LKR 5,237,056 INR 619,332
favour of ITC Limited. There were no significant contingent liabilities as at the date of statement of financial position
(2021/22- LKR 11,591,566 INR 3,683,592) for the employees of the Company who are covered under the share
other than those disclosed above.
based compensation plans of the parent company. These plans are assessed, managed, and administered by the
19. Events after the date of Statement of Financial Position parent company.
There were no significant events occurring after the date of statement of financial position.
Above related party payables are interest free and payable on demand.

361
 WELCOMHOTELS LANKA (PRIVATE) LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Contd.)

21.
Transactions with the Key Management Personnel of the Company denominated bank balances and affected statement of comprehensive income by the amounts shown
Key management personnel are those persons having authority and responsibility for planning, directing and below. This analysis assumes that all other variables remain constant.
controlling the activities of the Company. Key management personnel include members of the Board of Directors
As at 31 March 2023
of the Company.
2022/23 2022/23 2021/22 2021/22 Bank Balances Bank Balances
(LKR) (INR)
LKR INR LKR INR
Key Management Personnel Compensation USD denominated bank balances 2,618,697,973 (654,046,006 )
Short term employee benefits 69,418,970 17,467,431 49,484,444 15,339,683 Impact of 1% increase in USD rate - gain/(loss) 26,186,980 6,540,460
Impact of 1% decrease in USD rate - gain/(loss) (26,186,980 ) (6,540,460 )
22. Financial risk management objectives
b)  Interest Risk
The Company is engaged in the construction of a mixed-use development project in phases consisting of a
hotel, residences and other commercial spaces. The Company has a system-based approach to risk management, Interest rate risk mainly arises as a result of the Company having interest sensitive assets and liabilities
anchored to policies and procedures and internal financial controls aimed at ensuring early identification, which are directly impacted by changes in interest rates. Currently the Company does not have any interest
evaluation and management of key financial risks (such as market risk, credit risk and liquidity risk) that may arise sensitive assets or liabilities.
as a consequence of its business operations as well as its financing activities. Accordingly, the Company’s risk Credit Risk
management framework has the objective of ensuring that such risks are managed within acceptable and approved
risk parameters in a disciplined and consistent manner and in compliance with applicable regulation. It also seeks Credit risk is the risk that the counterparty will not meet its obligations under a financial instrument or
to drive accountability in this regard. customer contract, leading to a financial loss. As the company has not yet commenced its operations, the
company is not exposed to credit risk from any operating activities (primarily trade receivables). For sale
Market risk
of apartments, monies are collected in advance and hence there is no exposure to any credit risk on this
Market risk is the risk that the fair value of future cash flows of financial instruments will fluctuate due to the
account.
changes in market prices. Mainly the changes in market prices, such as foreign exchange rates and interest rates
will affect the company’s income or the value of its holdings of financial instruments. The objective of market risk The financial assets of the company, which mainly comprises cash at bank of LKR 2,646,494,532 INR
management is to manage and control market risk exposure within acceptable parameters, while optimizing the 660,988,474 (2021/22-LKR 325,629,558 INR 82,543,837), is held with globally established highly rated
return. banks. Other financial assets include deposits which are not of significant value.
Liquidity risk
a) Foreign Currency risk
Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with
Foreign currency risk is the risk that the fair value or future cash flows of a financial asset fluctuating due to its financial liabilities that are settled by delivering cash or another financial asset.
changes in foreign exchange rates. Currently the Company is exposed to foreign currency risk on purchases
and cash deposits denominated in currencies other than the functional currency of the Company. The The parent company has invested LKR 78,363,820,002 INR 27,727,228,077 (2021/22 - LKR 52,243,250,002
currency giving rise to this risk is primarily US Dollars. INR 21,665,887,237) in the equity and preference capital of the Company to fund the project and is
The company as at the reporting date, holds cash deposits at bank denominated in currencies other than expected to subscribe to further equity or preference shares as may be required by the Company for the
the functional/reporting currency. A reasonable possible strengthening or weakening of the US Dollar (USD) smooth execution of the project. The Company closely monitors its fund requirements and has a system in
against the Sri Lanka Rupee (LKR) as at the reporting date would have affected the measurement of USD place to seek timely fund infusions from the parent company.

362
 SRINIVASA RESORTS LIMITED

REPORT OF THE BOARD OF DIRECTORS FOR THE FINANCIAL YEAR There were no other changes in the composition of the Board of
ENDED 31ST MARCH, 2023 the Company during the year.
1. Your Directors submit their Report for the financial year ended 31st Changes in Key Managerial Personnel during the year
March, 2023.
During the year, Ms. Anupama Jha resigned as the Company
2. FINANCIAL PERFORMANCE Secretary of your Company with effect from 16th May, 2022. The
During the year under review, your Company recorded an Operating Board appointed Mr. Abhishek Joshi as the Company Secretary of
Income of ` 6,814.85 lakhs (previous year: ` 4,217.59 lakhs) reflecting the Company with effect from 11th November, 2022, in terms
a growth of 62%. The Other Income of the Company was ` 430.88 of the provisions of Section 203 of the Act; he resigned as the
lakhs (previous year: ` 268.08 lakhs). Profit for the year was ` 754.58 Company Secretary of your Company with effect from 10th
lakhs (previous year loss: ` 162.69 lakhs). February, 2023.
The financial results of your Company, summarised, are as under: b) Retirement by Rotation
For the year ended For the year ended In accordance with the provisions of Section 152 of the Act read
Particulars 31st March, 2023 31st March, 2022 with Articles 151 and 152 of the Articles of Association of the
(` in lakhs) (` in lakhs) Company, Messrs. Gunupati Sivakumar Reddy (DIN: 00439812),
Profits Ramanapradeep Reddy Nallari (DIN:00096144) and Anil Chadha
(DIN: 08073567), Directors, will retire by rotation at the ensuing
a. Profit / (Loss) Before Tax 933.40 (215.16 ) AGM of the Company, and being eligible, offer themselves
b. Less : Tax Expense for re-appointment. Your Board has recommended their re-
appointment.
Current Tax – –
5. BOARD COMPOSITION AND MEETINGS
Deferred Tax (178.82 ) (52.47 )
The present composition of your Board is as follows:
c. Profit / (Loss) for the year 754.58 (162.69 )
Names of Directors Designation
d. Other Comprehensive Income (3.55 ) 3.34
Mr. Gunupati Sivakumar Reddy Chairman & Non-Executive
e. Total Comprehensive Income 751.03 (159.35 ) Director
Mr. Nakul Anand Vice-Chairman &
Retained Earnings Non-Executive Director
a. At the beginning of the year 5616.55 5,775.90 Mr. Bommireddi Narasimhasuresh Reddy Non-Executive Director
b. Add : Profit / (Loss) for the year 754.58 (162.69 ) Mr. Ramanapradeep Reddy Nallari Non-Executive Director
c. Add : Other Comprehensive Income (3.55 ) 3.34 Mr. Gunupati Venkata Pranav Reddy Non-Executive Director
d. At the end of the year 6367.58 5,616.55 Mr. Anil Chadha Non-Executive Director
Mr. Ashish Thakar Non-Executive Director
3. OPERATIONAL PERFORMANCE
Mr. Zubin Sarosh Songadwala Additional Non-Executive
The Company owns ‘ITC Kakatiya’ – a 188 key luxury hotel located in Director
Hyderabad city, which is operated and marketed by ITC Limited, the Mr. Arif Musa Patel Additional Non-Executive
holding company. ITC Kakatiya is a LEED® Platinum Certified Hotel Director
under Environmental Building Category from United States Green
Building Council and has received several accolades, establishing Mr. Ashutosh Chhibba Managing Director
itself as one of the finest luxury hotel and F& B destination in the Five meetings of the Board were held during the year ended 31st
city. During the year, the property also received a ‘Platinum Plus’ We March, 2023.
Assure Certification under DNV’s My Care Infection Risk Management
6. DIRECTORS’ RESPONSIBILITY STATEMENT
Programme. ‘Dakshin’ was adjudged the ‘Best South Indian Fine
Dining Restaurant’ at the Times Food Guide Nightlife Awards 2023 As required under Section 134 of the Act, your Directors confirm
for the 13th consecutive year and ‘Gourmet Couch’ was adjudged the having:
‘Best Takeaway’ at the Times Food Guide Nightlife Awards 2023, for i. followed in the preparation of the Annual Accounts, the applicable
the 3rd consecutive year. Accounting Standards with proper explanation relating to
material departures, if any;
During the year 2022-23, the Company evidenced a strong resurgence
in demand, as a result of the relaxation in travel restrictions and ii. selected such accounting policies and applied them consistently
and made judgements and estimates that are reasonable and
increased vaccinations. The strong recovery in demand has driven
prudent so as to give a true and fair view of the state of affairs of
consistent increases in average room rates, outperforming pre-
the Company at the end of the financial year and of the profit of
pandemic average rates. The Company has invested in enhancing
the Company for that period;
digitalised guest experiences. The Company also continued to focus
on spend optimisation and cost reduction measures. iii. taken proper and sufficient care for the maintenance of adequate
accounting records in accordance with the provisions of the Act
4. DIRECTORS AND KEY MANAGERIAL PERSONNEL for safeguarding the assets of the Company and for preventing
a) Changes in Directors and detecting fraud and other irregularities;
During the year under review,Mr. Kuldeep Bhartee (DIN:08696702) iv. prepared the Annual Accounts on a going concern basis; and
and Mr. Ashwin Moodliar (DIN: 08205036) stepped down as v. devised proper systems to ensure compliance with the provisions
Directors of your Company with effect from close of work on 3rd of all applicable laws and that such systems are adequate and
June, 2022 and 5th January, 2023, respectively. Your Directors operating effectively.
place on record their appreciation for the contributions made by 7. SUBSIDIARIES, ASSOCIATES AND JOINT VENTURES
Mr. K. Bhartee and Mr. A. Moodliar during their tenure with the
Company. The Company does not have any subsidiary, associate or joint venture.
The Board of Directors of the Company (‘the Board’) at its 8. PARTICULARS OF EMPLOYEES
meetings held on 11th November, 2022 and 15th April, 2023, The details of employees of the Company as required under Rule 5(2)
appointed Mr. Zubin Sarosh Songadwala (DIN: 09774428) and of the Companies (Appointment and Remuneration of Managerial
Mr. Arif Musa Patel (DIN: 10051869) as Additional Non-Executive Personnel) Rules, 2014, are provided in Annexure 1 to this Report.
Directors of the Company with effect from the said dates,
respectively. In accordance with Section 161 of the Companies The Company seeks to enhance equal opportunities for men and
Act, 2013 (‘the Act’) and Article 138 of the Articles of Association women and is committed to a gender-friendly workplace. Your
of the Company, Mr. Songadwala and Mr. Patel will vacate their Company has constituted an Internal Complaints Committee as per
offices at the ensuing Annual General Meeting (‘AGM’) of the the provisions of the Sexual Harassment of Women at Workplace
Company and are eligible for appointment as Directors of the (Prevention, Prohibition and Redressal) Act, 2013 and the Rules
Company. The Board at its meeting held on 15th April, 2023 also thereunder.
recommended for the approval of the Members, the appointment During the year, no complaint for sexual harassment was received.
of Mr. Songadwala and Mr. Patel as Non-Executive Directors of
your Company, liable to retire by rotation. 9. RISK MANAGEMENT
Mr. Songadwala and Mr. Patel, pursuant to Section 152 of the The risk management framework of the Company is commensurate
Act, have given their consent(s) to act as Director(s), of your with its size and nature of business. Management of risks vests
Company, and have also given requisite Notices, pursuant to with the executive management which is responsible for the day-
Section 160 of the Act, proposing their respective appointment(s). to-day conduct of the affairs of the Company, within the overall
Appropriate resolutions seeking approval of the Members to the framework approved by the Board. The Internal Audit Department
above are appearing in the Notice convening the ensuing AGM of ITC Limited, the holding company, as the Internal Auditor of your
of the Company. Company, periodically carries out, at the request of the Company, risk

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 SRINIVASA RESORTS LIMITED

focused audits with the objective of identification of areas where risk remuneration of DHS to conduct the statutory audit of the Company
management processes could be strengthened.The effectiveness of for the financial year 2023-24. Appropriate resolution seeking your
the Company’s risk management systems and policies was reviewed approval to the above is appearing in the Notice convening the
by the Board for the year. ensuing AGM of the Company.
A combination of policies and processes as outlined above adequately There is no qualification, reservation, adverse remark or disclaimer
addresses the various risks associated with the Company’s businesses. given by the Auditors in their Report on the financial statements of
10. INTERNAL FINANCIAL CONTROLS the Company for the year ended 31st March, 2023.
Your Company has in place adequate internal financial controls with 17. COMPLIANCE WITH SECRETARIAL STANDARDS
respect to the financial statements, commensurate with its size and The Company is in compliance with the applicable Secretarial
scale of operations. The Internal Auditor of the Company periodically Standards issued by the Institute of Company Secretaries of India and
evaluates the adequacy and effectiveness of such internal financial approved by the Central Government under Section 118(10) of the
controls. The Board provided guidance on internal controls and also Act.
reviewed the internal audit findings and implementation of internal 18. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION,
audit recommendations. FOREIGN EXCHANGE EARNINGS AND OUTGO
During the year under review, the internal financial controls in the Conservation of Energy
Company with respect to the financial statements were tested and
no material weakness in the design or operation of such controls The Company continued to make focused energy conservation efforts
was observed. Nonetheless, your Company recognises that any throughout the year including installation of several energy saving
internal financial control framework, no matter how well designed, equipment like Auto Tube Condenser Cleaning system, installation of
has inherent limitations and accordingly, regular audit and review additional cooling tower for chillers, optimisation of laundry hours,
processes are undertaken to ensure that such systems are reinforced waterproofing and fixing reflective tiles on the roof top to reduce the
on an ongoing basis. heat load on the top floors, etc.
11. PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS Routine maintenance was performed to keep all equipment in the
most efficient state of operations. To optimise energy consumption,
During the year ended 31st March, 2023, the Company has neither major plant and machinery like elevators, chillers, boilers, ventilation
given any loan or guarantee nor has made any investment under equipment were operated with adaptive control in relation to
Section 186 of the Act. occupancy and ambient weather conditions.
12. RELATED PARTY TRANSACTIONS As a result of the aforesaid measures, considerable saving was
During the financial year 2022-23, all contracts or arrangements achieved in electrical units, PNG and water consumption. The
entered into by your Company with its related parties were in the Company continues to make all efforts to keep energy consumption
ordinary course of business and on arm’s length basis and were in at an optimum level.
accordance with the provisions of the Act. The details of material The Company incurred a capital expenditure of about Rs. 26 lakhs on
related party transactions of the Company in prescribed Form AOC -2 installation of various energy conservation equipment.
are provided in Annexure 2 to this Report.
Technology Absorption
13. DEPOSITS
The Company is in the hotels business which is a service industry
Your Company has not accepted any deposit from the public and no specific knowhow or technology was imported by the
/ members under Section 73 of the Act read with the Companies Company during the year. The Company has not carried out any
(Acceptance of Deposits) Rules, 2014. activities which can be construed as a research and development
14. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE activity. However, the Company continues to adopt and use the latest
REGULATORS / COURTS / TRIBUNALS technologies to improve the efficiency and effectiveness of its business
During the year under review, no significant or material order was operations leading to product improvement, cost reduction, product
passed by any regulator / court / tribunal impacting the going development or import substitution.
concern status of the Company or its future operations. Foreign Exchange Earnings and Outgo
15. COST RECORDS The foreign exchange earnings of your Company during the year
The Company is not required to maintain cost records in terms of aggregated ` 1250.21 lakhs (previous year: ` 343.89 lakhs), while the
Section 148 of the Act read with the Companies (Cost Records and foreign exchange outflow aggregated ` 86.77 lakhs (previous year:
Audit) Rules, 2014. ` 132.63 lakhs).
16. STATUTORY AUDITORS 19. ACKNOWLEDGEMENT
Messrs. Deloitte Haskins & Sells LLP (‘DHS’), Chartered Accountants, Your Directors acknowledge the assistance and support rendered by
were re-appointed as the Statutory Auditors of the Company for a all the stakeholders and look forward to the future with confidence.
period of five years from the conclusion of the Thirty Seventh AGM till
the conclusion of the Forty Second AGM. On behalf of the Board
Pursuant to Section 142 of the Act, the Board at its meeting held on
Date: 15th April, 2023 G. S. Reddy Ashutosh Chhibba
15th April, 2023, recommended for the approval of the Members,
Place: Hyderabad Chairman Managing Director

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 SRINIVASA RESORTS LIMITED

Annexure I to the Report of the Board of Directors for the financial year ended 31st March, 2023
[Information pursuant to Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014]

Names of Age Designation Gross Net Qualifications Experience Date of Previous Employment /
employees Remuneration Remuneration (Years) commencement Position held
(`) (`) of employment /
deputation

1 2 3 4 5 6 7 8 9

Ashutosh 54 Managing Director 82,53,323/- 33,82,098/- Diploma 32 09.03.2019 ITC Limited,

Chhibba* in Hotel General Manager -
Management ITC Mughal Agra

Mandrita Bose* 36 Chief Financial 57,03,434/- 31,08,998/- A.C.A. 13 04.03.2021 ITC Limited, Assistant
Officer M.Com, B. Manager Finance
Com.

Paniganti Sanjith 37 Sales Executive 10,07,444/- 8,57,442/- Graduate 13 25.10.2021 Marriott Hotel &
Reddy Convention Centre,
Hyderabad, Senior
Sales Manager

Srinivas Rao 56 Kitchen Specialist 9,30,910/- 8,05,558/- Graduate 28 31.07.1995 Marriott Hotel &
Mortha Group Convention Centre,
Hyderabad, F & B
Production Associate

Ammisetti 53 Executive Graduate 28 06.06.1995 APSIDC Limited,

Lakshman Raja 8,16,540/- 726,774/- Executive Secretary

Sambasiva Rao 55 Executive 7,73,800/- 5,68,918/- Matriculate 28 01.10.1995 J.J Associates, Electrical
Bhimavarapu Supervisor

Teja Sundar Raj 56 Executive Secretary 7,57,960/- 6,62,969/- Graduate 22 11.10.1999 Orbit Technologies
Pvt. Limited,Executive
Secretary

Kamal Sharma 48 Kitchen Specialist Non- 25 24.11.1997 Belavina Secundrabad,

Group 7,15,335/- 6,26,165/- Matriculate Cook

Balakrishnama 51 Executive Matriculate 28 04.12.1995 __

Raju Srinivasan 6,49,512/- 5,64,959/-

Venkatesh 51 Finance MIS 6,38,799/- 5,57,380/- Graduate 21 13.05.2002 Srinivasa Traders,

Maradugula Executive Accountant
* On deputation from ITC Limited, the Holding Company (ITC).
Notes:
a. In respect of employees on deputation, gross remuneration disclosed as above is the deputation cost which is borne by the Company.
b. For all other employees, gross remuneration includes salary, variable pay / performance bonus, allowances & other benefits / applicable perquisites
borne by the Company, except provisions for gratuity and leave encashment which are actuarially determined on an overall Company basis. The term
‘remuneration’ has the meaning assigned to it under the Companies Act, 2013.
c. Net remuneration comprises cash income less income tax, education cess deducted at source and employee’s own contribution to provident fund.
d. Certain employees on deputation from ITC have been granted Stock Options by ITC under its Employee Stock Option Schemes at ‘market price’ [within
the meaning of the Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021]. Since these Stock
Options are not tradeable, no perquisite or benefit is immediately conferred upon the employees by such grant of Options and accordingly the said
grants have not been considered as remuneration.
e. All appointments (except deputed employees) are / were contractual in accordance with terms and conditions as per the Company’s rules.
f. The aforesaid employees are neither relative of any Director of the Company nor hold any equity share in the Company.

On behalf of the Board

Date: 15th April, 2023 G. S. Reddy Ashutosh Chhibba
Place: Hyderabad Chairman Managing Director

365
 SRINIVASA RESORTS LIMITED

Annexure 2 to the Report of the Board of Directors for the financial year ended 31st March, 2023
FORM AOC-2
[Pursuant to Section 134(3)(h) of the Companies Act, 2013 and Rule 8(2) of the Companies (Accounts) Rules, 2014]
Form for disclosure of particulars of contracts / arrangements entered into by the Company with related parties referred to in sub-section (1) of
Section 188 of the Companies Act, 2013 including certain arm’s length transactions under fourth proviso thereto
1. Details of contracts or arrangements or transactions not at arm’s length basis
a) Name(s) of the related party and nature of relationship
b) Nature of contracts / arrangements / transactions
c) Duration of the contracts / arrangements / transactions
d) Salient terms of the contracts or arrangements or transactions including the value, if any
e) Justification for entering into such contracts or arrangements or transactions NIL

f) Date(s) of approval by the Board

g) Amount paid as advances, if any
h) Date on which the special resolution was passed in general meeting as required under first proviso to
Section 188
2. Details of material contracts or arrangements or transactions at arm’s length basis
a) Name(s) of the related party and nature of
ITC Limited, holding company (‘ITC’)
relationship
b) Nature of contracts / arrangements / transactions Agreement for operating the Company’s hotel under Operating Services Agreement
c) Duration of the contracts / arrangements / Operating Services Agreement (OSA) from 25th October, 2020 to 24th October, 2045
transactions
d) Salient terms of the contracts or arrangements or Payment of Services Fees and other related Reimbursement to ITC, expenses pertaining
transactions including the value, if any Fees to ITC in accordance with OSA to IT, Marketing, salary of deputed
aggregating ` 484.84 lakhs during the year managers, etc. aggregating ` 698.87 lakhs
2022-23 during the year 2022-23
e) Date(s) of approval by the Board, if any 07.10.2020
f) Amount paid as advances, if any – –

On behalf of the Board

Date: 15th April, 2023 G. S. Reddy Ashutosh Chhibba
Place: Hyderabad Chairman Managing Director

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 SRINIVASA RESORTS LIMITED

INDEPENDENT AUDITOR’S REPORT • Evaluate the overall presentation, structure and content of the financial statements,
To The Members of Srinivasa Resorts Limited including the disclosures, and whether the financial statements represent the underlying
Report on the Audit of the Financial Statements transactions and events in a manner that achieves fair presentation.

Opinion Materiality is the magnitude of misstatements in the financial statements that, individually or in
aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of
We have audited the accompanying financial statements of Srinivasa Resorts Limited (“the
Company”), which comprise the Balance Sheet as at 31st March, 2023, and the Statement of the financial statements may be influenced. We consider quantitative materiality and qualitative
Profit and Loss (including Other Comprehensive Income), the Cash Flow Statement and the factors in (i) planning the scope of our audit work and in evaluating the results of our work; and
Statement of Changes in Equity for the year then ended, and a summary of significant accounting (ii) to evaluate the effect of any identified misstatements in the financial statements.
policies and other explanatory information.
We communicate with those charged with governance regarding, among other matters, the
In our opinion and to the best of our information and according to the explanations given to
us, the aforesaid financial statements give the information required by the Companies Act, 2013 planned scope and timing of the audit and significant audit findings, including any significant
(“the Act”) in the manner so required and give a true and fair view in conformity with the Indian deficiencies in internal control that we identify during our audit.
Accounting Standards prescribed under Section 133 of the Act read with the Companies (Indian We also provide those charged with governance with a statement that we have complied with
Accounting Standards) Rules, 2015, as amended, (“Ind AS”) and other accounting principles
generally accepted in India, of the state of affairs of the Company as at 31st March, 2023, and its relevant ethical requirements regarding independence, and to communicate with them all
profit, total comprehensive income, its cash flows and the changes in equity for the year ended relationships and other matters that may reasonably be thought to bear on our independence,
on that date. and where applicable, related safeguards.
Basis for Opinion Report on Other Legal and Regulatory Requirements
We conducted our audit of the financial statements in accordance with the Standards on Auditing
(SAs) specified under section 143(10) of the Act. Our responsibilities under those Standards are 1. As required by Section 143(3) of the Act, based on our audit, we report that:
further described in the Auditor’s Responsibility for the Audit of the Financial Statements section a) We have sought and obtained all the information and explanations which to the best
of our report. We are independent of the Company in accordance with the Code of Ethics issued of our knowledge and belief were necessary for the purposes of our audit.
by the Institute of Chartered Accountants of India (ICAI) together with the ethical requirements
that are relevant to our audit of the financial statements under the provisions of the Act and the b) In our opinion, proper books of account as required by law have been kept by the
Rules made thereunder, and we have fulfilled our other ethical responsibilities in accordance with Company so far as it appears from our examination of those books.
these requirements and the ICAI’s Code of Ethics. We believe that the audit evidence obtained by
us is sufficient and appropriate to provide a basis for our audit opinion on the financial statements. c) The Balance Sheet, the Statement of Profit and Loss including Other Comprehensive
Information Other than the Financial Statements and Auditor’s Report Thereon Income, the Cash Flow Statement and Statement of Changes in Equity dealt with by
this Report are in agreement with the books of account.
• The Company’s Board of Directors is responsible for the other information. The other
information comprises the information included in the Director’s report, but does not d) In our opinion, the aforesaid financial statements comply with the IndAS specified
include the financial statements and our auditor’s report thereon. The Director’s report is under Section 133 of the Act.
expected to be made available to us after the date of this auditor’s report. e) On the basis of the written representations received from the directors as on 31st
• Our opinion on the financial statements does not cover the other information and we will March, 2023 taken on record by the Board of Directors, none of the directors is
not express any form of assurance conclusion thereon. disqualified as on 31st March, 2023 from being appointed as a director in terms of
Section 164(2) of the Act.
• In connection with our audit of the financial statements, our responsibility is to read the
other information identified above when it becomes available, and, in doing so, consider f) With respect to the adequacy of the internal financial controls with reference to
whether the other information is materially inconsistent with the financial statements or our financial statements of the Company and the operating effectiveness of such controls,
knowledge obtained during the course of our audit or otherwise appears to be materially refer to our separate Report in “Annexure A”. Our report expresses an unmodified
misstated. opinion on the adequacy and operating effectiveness of the Company’s internal
financial controls with reference to financial statements.
• When we read the Director’s report, if we conclude that there is a material misstatement
therein, we are required to communicate the matter to those charged with governance as g) With respect to the other matters to be included in the Auditor’s Report in accordance
required under SA 720 ‘The Auditor’s responsibilities Relating to Other Information’. with the requirements of Section 197(16) of the Act, as amended, in our opinion and
to the best of our information and according to the explanations given to us, the
Responsibilities of Management and Those Charged with Governance for the Financial
remuneration paid / provided by the Company to its Managing Director during the
Statements
year is in accordance with the provisions of Section 197 of the Act. The remuneration
The Company’s Board of Directors is responsible for the matters stated in Section 134(5) of the Act payable to the Managing Director is subject to approval by the members at the
with respect to the preparation of these financial statements that give a true and fair view of the ensuing Annual General Meeting of the Company.
financial position, financial performance including other comprehensive income, cash flows and
h) With respect to the other matters to be included in the Auditor’s Report in accordance
changes in equity of the Company in accordance with the Ind AS and other accounting principles
with Rule 11 of the Companies (Audit and Auditors) Rules, 2014,as amended, in our
generally accepted in India.This responsibility also includes maintenance of adequate accounting
opinion and to the best of our information and according to the explanations given to
records in accordance with the provisions of the Act for safeguarding the assets of the Company
us:
and for preventing and detecting frauds and other irregularities; selection and application of
appropriate accounting policies; making judgments and estimates that are reasonable and i. The Company has disclosed the impact of pending litigations on its financial
prudent; and design, implementation and maintenance of adequate internal financial controls, position in its financial statements.
that were operating effectively for ensuring the accuracy and completeness of the accounting ii. The Company did not have any long-term contracts including derivative
records, relevant to the preparation and presentation of the financial statement that give a true contracts for which there were any material foreseeable losses.
and fair view and are free from material misstatement, whether due to fraud or error.
iii. There were no amounts which were required to be transferred to the Investor
In preparing the financial statements, management is responsible for assessing the Company’s Education and Protection Fund by the Company.
ability to continue as a going concern, disclosing, as applicable, matters related to going concern
and using the going concern basis of accounting unless the Board of Directors either intends to iv.(a) The Management has represented that, to the best of it’s knowledge and belief,
liquidate the Company or to cease operations, or has no realistic alternative but to do so. 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
The Company’s Board of Directors are also responsible for overseeing the Company’s financial
any other person(s) or entity(ies), including foreign entities (“Intermediaries”),
reporting process.
with the understanding, whether recorded in writing or otherwise, that the
Auditor’s Responsibilityfor the Audit of the Financial Statements Intermediary shall, directly or indirectly lend or invest in other persons or entities
Our objectives are to obtain reasonable assurance about whether the financial statements as identified in any manner whatsoever by or on behalf of the Company (“Ultimate
a whole are free from material misstatement, whether due to fraud or error, and to issue an Beneficiaries”) or provide any guarantee, security or the like on behalf of the
auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance,but Ultimate Beneficiaries.
is not a guarantee that an audit conducted in accordance with SAs will always detect a material (b) The Management has represented, that, to the best of it’s knowledge and belief,
misstatement when it exists. Misstatements can arise from fraud or error and are considered no funds have been received by the Company from any person(s) or entity(ies),
material if, individually or in the aggregate, they could reasonably be expected to influence the including foreign entities.
economic decisions of users taken on the basis of these financial statements.
(c) Based on the audit procedures performed that have been considered reasonable
As part of an audit in accordance with SAs, we exercise professional judgment and maintain and appropriate in the circumstances, nothing has come to our notice that has
professional skepticism throughout the audit. We also: caused us to believe that the representations under sub-clause (i) and (ii) of Rule
• Identify and assess the risks of material misstatement of the financial statements, whether 11(e), as provided under (a) and (b) above, contain any material misstatement.
due to fraud or error, design and perform audit procedures responsive to those risks, and v. The Company has not declared or paid any dividend during the year and has not
obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. proposed final dividend for the year.
The risk of not detecting a material misstatement resulting from fraud is higher than for
one resulting from error, as fraud may involve collusion, forgery, intentional omissions, vi. Proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 for maintaining
misrepresentations, or the override of internal control. books of account using accounting software which has a feature of recording
audit trail (edit log) facilityis applicable to the Company w.e.f. April 1, 2023,
• Obtain an understanding of internal financial control relevant to the audit in order to design and accordingly, reporting under Rule 11(g) of Companies (Audit and Auditors)
audit procedures that are appropriate in the circumstances. Under Section 143(3)(i) of Rules, 2014 is not applicable for the financial year ended 31st March, 2023.
the Act, we are also responsible for expressing our opinion on whether the Company has
adequate internal financial controls with reference to financial statements in place and the 2. As required by the Companies (Auditor’s Report) Order, 2020 (“the Order”) issued by the
operating effectiveness of such controls. Central Government in terms of Section 143(11) of the Act, we give in “Annexure B” a
statement on the matters specified in paragraphs 3 and 4 of the Order.
• Evaluate the appropriateness of accounting policies used and the reasonableness of
accounting estimates and related disclosures made by the management. For Deloitte Haskins & Sells LLP
• Conclude on the appropriateness of management’s use of the going concern basis of Chartered Accountants
accounting and, based on the audit evidence obtained, whether a material uncertainty (F.R.N: 117366W/W - 100018)
exists related to events or conditions that may cast significant doubt on the Company’s
ability to continue as a going concern. If we conclude that a material uncertainty exists, Sumit Trivedi
we are required to draw attention in our auditor’s report to the related disclosures in the Partner
financial statements or, if such disclosures are inadequate, to modify our opinion. Our Membership No. 209354
conclusions are based on the audit evidence obtained up to the date of our auditor’s report. UDIN:23209354BGXTBS2670
However, future events or conditions may cause the Company to cease to continue as a Place: Secunderabad
going concern. Date: April 15, 2023

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 SRINIVASA RESORTS LIMITED

ANNEXURE “A” TO THE INDEPENDENT AUDITOR’S REPORT

(Referred to in paragraph 1(f) under ‘Report on Other Legal and Regulatory Meaning of Internal Financial Controls with reference to Financial Statements
Requirements’ section of our report of even date)
A company’s internal financial control with reference to financial statements is a
Report on the Internal Financial Controls with reference to Financial Statements process designed to provide reasonable assurance regarding the reliability of
under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 financial reporting and the preparation of financial statements for external purposes
(“the Act”) in accordance with generally accepted accounting principles. A company’s internal
We have audited the internal financial controls with reference to financial statements financial control with reference to financial statements includes those policies and
of Srinivasa Resorts Limited (“the Company”) as of 31st March, 2023 in conjunction procedures that (1) pertain to the maintenance of records that, in reasonable
with our audit of the financial statements of the Company for the year ended on detail, accurately and fairly reflect the transactions and dispositions of the assets
that date. of the company; (2) provide reasonable assurance that transactions are recorded
as necessary to permit preparation of financial statements in accordance with
Management’s Responsibility for Internal Financial Controls generally accepted accounting principles, and that receipts and expenditures of the
The Company’s management is responsible for establishing and maintaining internal company are being made only in accordance with authorisations of management
financial controls with reference to financial statements based on the internal and directors of the company; and (3) provide reasonable assurance regarding
control with reference to financial statements criteria established by the Company prevention or timely detection of unauthorised acquisition, use, or disposition of
considering the essential components of internal control stated in the Guidance
the company’s assets that could have a material effect on the financial statements.
Note on Audit of Internal Financial Controls Over Financial Reporting issued by
the Institute of Chartered Accountants of India. These responsibilities include the Inherent Limitations of Internal Financial Controls with reference to Financial
design, implementation and maintenance of adequate internal financial controls
Statements
that were operating effectively for ensuring the orderly and efficient conduct of its
business, including adherence to company’s policies, the safeguarding of its assets, Because of the inherent limitations of internal financial controls with reference to
the prevention and detection of frauds and errors, the accuracy and completeness of financial statements, including the possibility of collusion or improper management
the accounting records, and the timely preparation of reliable financial information, override of controls, material misstatements due to error or fraud may occur and
as required under the Companies Act, 2013. not be detected. Also, projections of any evaluation of the internal financial controls
Auditor’s Responsibility with reference to financial statements to future periods are subject to the risk that
the internal financial control with reference to financial statements may become
Our responsibility is to express an opinion on the Company’s internal financial
controls with reference to financial statements of the Company based on our inadequate because of changes in conditions, or that the degree of compliance with
audit. We conducted our audit in accordance with the Guidance Note on Audit the policies or procedures may deteriorate.
of Internal Financial Controls Over Financial Reporting (the “Guidance Note”)
Opinion
issued by the Institute of Chartered Accountants of India and the Standards on
Auditing prescribed under Section 143(10) of the Companies Act, 2013, to the In our opinion, to the best of our information and according to the explanations
extent applicable to an audit of internal financial controls with reference to financial given to us, the Company has, in all material respects, an adequate internal financial
statements. Those Standards and the Guidance Note require that we comply with control system with reference to financial statements and such internal financial
ethical requirements and plan and perform the audit to obtain reasonable assurance controls with reference to financial statements were operating effectively as at 31st
about whether adequate internal financial controls with reference to financial
March, 2023, based on the criteria for internal financial control with reference
statements was established and maintained and if such controls operated effectively
in all material respects. to financial statements established by the Company considering the essential
components of internal control stated in the Guidance Note on Audit of Internal
Our audit involves performing procedures to obtain audit evidence about the Financial Controls Over Financial Reporting issued by the Institute of Chartered
adequacy of the internal financial controls with reference to financial statements Accountants of India.
and their operating effectiveness. Our audit of internal financial controls with
reference to financial statements included obtaining an understanding of internal For Deloitte Haskins & Sells LLP
financial controls with reference to financial statements, assessing the risk that a Chartered Accountants
material weakness exists, and testing and evaluating the design and operating (F.R.N: 117366W/W - 100018)
effectiveness of internal control based on the assessed risk. The procedures selected
depend on the auditor’s judgement, including the assessment of the risks of material Sumit Trivedi
misstatement of the financial statements, whether due to fraud or error. Partner
Membership No. 209354
We believe that the audit evidence we have obtained is sufficient and appropriate Place: Secunderabad UDIN:23209354BGXTBS2670
to provide a basis for our audit opinion on the Company’s internal financial controls
Date: April 15, 2023
with reference to financial statements.

ANNEXURE B TO THE INDEPENDENT AUDITOR’S REPORT

(Referred to in paragraph 2 under ‘Report on Other Legal and Regulatory each class of inventories were noticed on such physical verification
Requirements’ section of our report of even date) of inventories when compared with the books of account.
In terms of the information and explanations sought by us and given by the (b) According to the information and explanations given to us, at any
Company and the books of account and records examined by us in the normal point of time of the year, the Company has not been sanctioned any
course of audit and to the best of our knowledge and belief, we state that: working capital facility from banks or financial institutions and hence
reporting under clause (ii)(b) of the Order is not applicable.
(i) (a) A. The Company has maintained proper records showing full
particulars, including quantitative details and situation of property, (iii) (a) The Company has placed Inter corporate deposits during the year,
plant and equipment and capital work-in-progress. the details of which are given below.

B. The Company has maintained proper records showing full particulars
of intangible assets.. Amount
(b) The property, plant and equipment, and capital work-in-progress (` in lakhs)
were physically verified during the year by the Management which, in
our opinion, provides for physical verification at reasonable intervals. A. Aggregate amount placed 2000
No material discrepancies were noticed on such verification. during the year
Based on our examination of the registered sale deed provided to - Others (Inter corporate
us, we report that, the title deeds of all the immovable properties, deposits)
disclosed in the financial statements included in property, plant and
B. Balance outstanding as at 2000
equipment are held in the name of the Company as at the balance
Balance Sheet date in respect
sheet date.
of above: - Others (Inter
The Company has not revalued any of its property, plant and corporate deposits)
equipment and intangible assets during the year.
(b) The Company has not made any investments in, stood guarantee or
No proceedings have been initiated during the year or are pending provided security to any other entity during the year.
against the Company as at 31st March, 2023 for holding any benami
The terms and conditions of grant of above mentioned Inter
property under the Benami Transactions (Prohibition) Act, 1988 (as
corporate deposits during the year, is in our opinion, prima facie,
amended in 2016) and rules made thereunder.
not prejudicial to the Company’s interest.
(ii) (a) The inventories were physically verified during the year by the
(c) In respect of the Inter corporate placed by the Company, the
Management at reasonable intervals. In our opinion and according
schedule of repayment of principal and payment of interest has been
to the information and explanations given to us, the coverage and
stipulated and the repayments of principal amounts and receipts of
procedure of such verification by the Management is appropriate
interest are regular as per stipulation.
having regard to the size of the Company and the nature of its
operations. No discrepancies of 10% or more in the aggregate for

368
 SRINIVASA RESORTS LIMITED

(d) According to information and explanations given to us and based (fully or partly or optionally) and hence reporting under clause (x)(b)
on the audit procedures performed, in respect of Inter corporate of the Order is not applicable to the Company.
deposits placed by the Company, there is no overdue amount
(xi) (a) To the best of our knowledge, no fraud by the Company and no
remaining outstanding as at the Balance Sheet date.
material fraud on the Company has been noticed or reported during
(e) None of the Inter corporate deposits placed by the Company have
the year.
fallen due during the year.
(b) To the best of our knowledge, no report under sub-section (12) of
(f) According to information and explanations given to us and based
Section 143 of the Companies Act has been filed in Form ADT-4 as
on the audit procedures performed, the Company has not granted
any loans or advances in the nature of loans either repayable on prescribed under Rule 13 of the Companies (Audit and Auditors)
demand or without specifying any terms or period of repayment Rules, 2014 with the Central Government, during the year.
during the year. Hence reporting under clause (iii) (f) of the Order is (c) As represented to us by the Management, there were no whistle
not applicable. blower complaints received by the Company during the year.
(iv) The Company has complied with the provisions of Section 185 and
(xii) The Company is not a Nidhi Company and hence reporting under
186 of the Companies Act, 2013 in respect of the Inter corporate
clause (xii) of the Order is not applicable.
deposits placed. The Company has not made any investments or
provided any guarantees or securities. (xiii) In our opinion, the Company is in compliance with Section 177 and
The Company has not accepted any deposit or amounts which are 188 of the Companies Act, where applicable, for all transactions with
deemed to be deposits. Hence, reporting under clause (v) of the the related parties and the details of related party transactions have
Order is not applicable. been disclosed in the financial statements etc. as required by the
The maintenance of cost records has not been specified for the applicable accounting standards.
activities of the Company by the Central Government under Section (xiv) The Company is not required to have an internal audit system under
148(1) of the Companies Act, 2013. Section 138 of the Companies Act, 2013 and hence reporting under
(vii) In respect of statutory dues: clause (xiv) of the Order is not applicable.
(a) Undisputed statutory dues, including Goods and Service tax, (xv) In our opinion, during the year, the Company has not entered into
Provident Fund, Employees’ State Insurance, Income-tax, Sales Tax, any non-cash transactions with any of its directors, directors of its
Service Tax, Duty of Custom, Duty of Excise, Value Added Tax, cess Holding Company or persons connected with such directors and
and other material statutory dues applicable to the Company have
hence provisions of Section 192 of the Companies Act, 2013 are not
been regularly deposited by it with the appropriate authorities in all
applicable to the Company.
cases during the year.
(xvi) a), The Company is not required to be registered under section 45-IA of
There were no undisputed amounts payable in respect of Goods and
Services tax, Provident Fund, Employees’ State Insurance, Income- (b), (c) the Reserve Bank of India Act, 1934. Hence, reporting under clauses
tax, Sales Tax, Service Tax, duty of Custom, duty of Excise, Value (xvi)(a), (b) and (c) of the Order is not applicable.
Added Tax, cess and other material statutory dues in arrears as at (d) The Group does not have any Core Investment Company (‘CIC’) as
31st March, 2023 for a period of more than six months from the part of the group and accordingly reporting under clause (xvi)(d) of
date they became payable.
the Order is not appliable.
(b) Details of statutory dues referred to in sub-clause (a) above which
(xvii) The Company has not incurred any cash losses in the financial year
have not been deposited as on 31st March, 2023 on account of
covered by our audit but had incurred cash losses amounting to ` 57.05
disputes are given below:
lakhs in the immediately preceding financial year.
Name of Nature Forum where Period to which Amount Amount (xviii) There has been no resignation of the statutory auditors of the Company
Statute of Dues Dispute is Pending the Amount Involved Unpaid during the year.
Relates (` in Lakhs) (` in Lakhs) (xix) On the basis of the financial ratios, ageing and expected dates of
realization of financial assets and payment of financial liabilities, and our
VAT Laws VAT High Court 2005-06 to 2007-08 34.84 23.89
knowledge of the Board of Directors and Management plans and based
Finance Act, Service Joint commissioner, 2011-12 to 2014-15 346.64 346.64 on our examination of the evidence supporting the assumptions, nothing
1994 Tax (Service Tax) has come to our attention, which causes us to believe that any material
uncertainty exists as on the date of the audit report indicating that
The total disputed dues aggregating `381.48 lakhsas above has been stayed for
recovery by the relevant authorities. Company is not capable of meeting its liabilities existing at the date of
balance sheet as and when they fall due within a period of one year from
(viii) There were no transactions relating to previously unrecorded income
the balance sheet date. We, however, state that this is not an assurance as
that were surrendered or disclosed as income in the tax assessments
under the Income-tax Act, 1961 (43 of 1961) during the year. to the future viability of the Company. We further state that our reporting
is based on the facts up to the date of the audit report and we neither
(ix) (a) The Company has not taken any loans or other borrowings from
give any guarantee nor any assurance that all liabilities falling due within
any lender. Hence reporting under clause (ix)(a) of the Order is not
applicable to the Company. a period of one year from the balance sheet date, will get discharged by
the Company as and when they fall due.
(b) The Company has not been declared wilful defaulter by any bank or
(xx) The Company was not having net worth of rupees five hundred crore or
financial institution or Government or any Government authority.
more, or turnover of rupees one thousand crore or more or a net profit
(c) The Company has not taken any term loan during the year and there
of rupees five crore or more during the immediately preceding financial
are no unutilised term loans at the beginning of the year and hence,
year and hence, provisions of Section 135 of the Act are not applicable to
reporting under clause (ix)(c) of the Order is not applicable.
the Company during the year. Accordingly, reporting under clause (xx)
(d) On an overall examination of the financial statements of the
of the Order is not applicable for the year.
Company, funds raised on short-term basis have, prima facie, not
(xxi) The Company does not have any subsidiaries or associates or joint venture
been used during the year for long-term purposes by the Company.
requiring it to prepare consolidated financial statements. Accordingly,
(e) The Company did not have any subsidiary or associate or joint reporting under clause 3(xxi) of the Order is not applicable
venture during the year and hence, reporting under clause (ix)(e) of
the Order is not applicable. For Deloitte Haskins & Sells LLP
Chartered Accountants
(f) The Company has not raised any loans during the year and hence
(F.R.N: 117366W/W - 100018)
reporting on clause (ix)(f) of the Order is not applicable.
Sumit Trivedi
(x) (a) The Company has not issued any of its securities (including debt
Partner
instruments) during the year and hence reporting under clause (x) Membership No. 209354
(a) of the Order is not applicable. Place: Secunderabad UDIN:23209354BGXTBS2670
(b) During the year the Company has not made any preferential Date: April 15, 2023
allotment or private placement of shares or convertible debentures

369
 SRINIVASA RESORTS LIMITED

Balance Sheet as at 31st March, 2023

As at As at
Note 31st March, 2023 31st March, 2022
(` in Lakhs) (` in Lakhs)
ASSETS
Non-current assets
(a) Property, plant and equipment 3A 3727.62 3952.60
(b) Capital work-in-progress 3B 82.92 21.78
(c) Intangible assets 3C 22.92 8.94
(d) Other financial assets 9 2058.70 2.13
(e) Other non-current assets 10 166.08 235.54
Total Non-current assets 6058.24 4220.99
Current assets
(a) Inventories 4 113.24 111.53
(b) Financial assets
(i) Investments 5 4109.42 3839.59
(ii) Trade receivables 6 216.36 178.54
(iii) Cash and cash equivalents 7 103.87 123.28
(iv) Bank balances, other than (iii) above 8 1000.00 1,650.21
(v) Others 9 15.72 5445.37 48.03 5839.65
(c) Other current assets 10 86.49 207.43
Total Current assets 5645.10 6158.61
Total Assets 11703.34 10379.60
EQUITY AND LIABILITIES
Equity
(a) Equity share capital 11 2400.00 2400.00
(b) Other equity 7174.96 9574.96 6423.93 8823.93
Total Equity 9574.96 8823.93
Liabilities
Non-current liabilities
(a) Other financial liabilities 12 14.17 12.35
(b) Provisions 13 21.56 19.38
(c) Deferred tax liabilities (net) 15 267.99 90.36
Total Non-current liabilities 303.72 122.09
Current liabilities
(a) Financial liabilities
(i) Trade payables 25
- Total outstanding dues to micro enterprises and – –
small enterprises
- Total outstanding dues to creditors other than 1391.06 1130.17
micro enterprises and small enterprises
(ii) Other financial liabilities 12 302.69 1693.75 156.65 1286.82
(b) Other current liabilities 14 124.39 141.33
(c) Provisions 13 6.52 5.43
Total Current liabilities 1824.66 1433.58
Total Equity and Liabilities
11703.34 10379.60

The accompanying notes 1 to 33 are an integral part of the Financial Statements

In terms of our report attached On behalf of the Board

For Deloitte Haskins & Sells LLP
Chartered Accountants

Sumit Trivedi Gunupati Sivakumar Reddy Ashutosh Chhibba
Partner Chairman Managing Director
DIN: 00439812 DIN: 08355922

Mandrita Bose
Chief Financial Officer

Place: Secunderabad Place: Hyderabad
Date: April 15, 2023 Date: April 15, 2023

370
 SRINIVASA RESORTS LIMITED

Statement of Profit and Loss account for the year ended 31st March, 2023
For the Year ended For the Year ended
Note 31st March, 2023 31st March, 2022
(` in Lakhs) (` in Lakhs)

I Revenue from operations 16 6814.85 4217.59

II Other income 17 430.88 268.08
III Total income (I+II)
7245.73 4485.67
IV Expenses
Cost of materials consumed 811.97 584.22
Changes in inventories of stock-in-trade 0.22 (0.17)
Employee benefits expense 18 1550.66 1419.86
Depreciation and amortization expense 19 334.41 305.36
Other expenses 20 3615.07 2391.56
Total expenses (IV)
6312.33 4700.83
V Profit / (Loss) before tax (III- IV) 933.40 (215.16)
VI Tax expense:
Deferred tax 15 178.82 (52.47)
VII Profit / (Loss) for the year (V - VI) 754.58 (162.69)
Other Comprehensive Income
Items that will not be reclassified to profit or loss:
(i) Remeasurements of defined benefit plans (4.74) 4.46
(ii) Income tax relating to items that will not be reclassified to profit or loss 1.19 1.12
VIII Other comprehensive income for the year (i - ii) (3.55) 3.34
IX Total comprehensive income / (loss) for the year (VII+VIII) 751.03 (159.35)
X Earnings per equity share (Face value of ` 10 each) 21
Basic (in `) 3.14 (0.68)
Diluted (in `) 3.14 (0.68)
The accompanying notes 1 to 33 are an integral part of the Financial Statements

In terms of our report attached On behalf of the Board

For Deloitte Haskins & Sells LLP
Chartered Accountants

Sumit Trivedi Gunupati Sivakumar Reddy Ashutosh Chhibba
Partner Chairman Managing Director
DIN: 00439812 DIN: 08355922

Mandrita Bose
Chief Financial Officer

Place: Secunderabad Place: Hyderabad
Date: April 15, 2023 Date: April 15, 2023

371
 SRINIVASA RESORTS LIMITED

Cash Flow Statement for the year ended 31st March, 2023
For the year ended For the year ended
31st March, 2023 31st March, 2022
(` in Lakhs) (` in Lakhs)
A. Cash flow from operating activities
Net Profit / (Loss) before tax 933.40 (215.16)
Adjustments for:
- Depreciation and amortization expense 334.41 305.36
- Interest income (129.77) (86.22)
- (Gain) / Loss on sale / transfer of property, plant and equipment 43.38 12.24
- Provision for doubtful receivables 0.87 –
- Liabilities no longer required written back (38.85) (41.67)
- Net gain arising on investments mandatorily measured at
fair value through Profit or Loss (238.57) (152.16)
(28.53) 37.55
Operating Profit / (Loss) before working capital changes 904.87 (177.61)
Adjustments for:
- Trade receivables (38.69) (86.29)
- Inventories (1.71) 55.11
- Other assets 117.67 (28.03)
- Trade payables 299.74 274.31
- Other payables 71.59 34.01
448.60 249.11
Cash generated from operations 1353.47 71.50
Income tax paid/ refund (net) 86.76 (31.85)
Net cash generated from operating activities 1440.23 39.65
B. Cash Flow from investing activities
- Purchase of property, plant and equipment (170.07) (192.72)
- Purchase of current investments (4381.82) (525.05)
- Sale / redemption of current investments 4350.56 688.80
- Redemption / proceeds from bank deposits (original maturity
more than 3 months) 1650.21 1575.00
- Investment in bank deposits (original maturity more than 3 months) (1000.00) (1650.21)
- Investment in deposit with financial institution (original (2000.00) –
maturity more than 12 months)
- Interest income 91.48 85.95
Net cash used in investing activities (1459.64) (18.23)
C. Cash Flow from financing activities – –
Net (decrease) / increase in cash and cash equivalents (A+B+C) (19.41) 21.42
Opening Cash and cash equivalents 123.28 101.86
Closing Cash and cash equivalents 103.87 123.28

Notes:
1. The above Cash Flow Statement has been prepared under the ‘Indirect Method’ as set out in the Ind AS - 7 “Statement of Cash Flow”.
2. Cash and Cash Equivalents (Refer Note 7).
As at As at
March 31, 2023 March 31, 2022
(` in Lakhs) (` in Lakhs)
– Balances with banks in current accounts 99.57 117.39
– Cash on hand 4.30 5.89
Total 103.87 123.28

The accompanying notes 1 to 33 are an integral part of the Financial Statements

In terms of our report attached On behalf of the Board

For Deloitte Haskins & Sells LLP
Chartered Accountants

Sumit Trivedi Gunupati Sivakumar Reddy Ashutosh Chhibba
Partner Chairman Managing Director
DIN: 00439812 DIN: 08355922

Mandrita Bose
Chief Financial Officer

Place: Secunderabad Place: Hyderabad
Date: April 15, 2023 Date: April 15, 2023

372
 SRINIVASA RESORTS LIMITED

Statement of changes in equity for the year ended 31st March, 2023
A. Equity share capital (` in Lakhs)

Balance at the beginning Changes in equity share capital Balance at the end of the
of the year during the year year
For the year ended March 31, 2023 2400.00 – 2400.00
For the year ended March 31, 2022 2400.00 – 2400.00
B. Other equity
Reserves and surplus
Capital reserve Retained earnings General reserve Total
(Refer note 1) (Refer note 2) (Refer note 3)
(` in Lakhs) (` in Lakhs) (` in Lakhs) (` in Lakhs)
Balance as at 1st April, 2022 0.95 5616.55 806.43 6423.93
Profit for the year – 754.58 – 754.58
Other comprehensive income [net of tax] – (3.55) – (3.55)
Total comprehensive income – 751.03 – 751.03
Balance as at March 31, 2023 0.95 6367.58 806.43 7174.96
Balance as at 1st April, 2021 0.95 5775.90 806.43 6583.28
Loss for the year – (162.69) – (162.69)
Other comprehensive income [net of tax] – 3.34 – 3.34
Total comprehensive loss – (159.35) – (159.35)
Balance as at March 31, 2022 0.95 5616.55 806.43 6423.93

Notes:
1. Capital reserve represents the difference between value of the net assets transferred to the Company in the course of business combinations and the
consideration paid for such combinations.
2. Retained earnings represents the cumulative profits of the Company and effects of remeasurement of defined benefit obligations. This reserve can be
utilised in accordance with the provisions of Companies Act, 2013.
3. General reserve is created by an appropriation from one component of equity to another not being an item of Other Comprehensive Income, the same
can be utilised by the Company in accordance with the provisions of the Companies Act, 2013.
The accompanying notes 1 to 33 are an integral part of the Financial Statements.

In terms of our report attached On behalf of the Board

For Deloitte Haskins & Sells LLP
Chartered Accountants
Sumit Trivedi Gunupati Sivakumar Reddy Ashutosh Chhibba
Partner Chairman Managing Director
DIN: 00439812 DIN: 08355922
Mandrita Bose
Chief Financial Officer

Place: Secunderabad Place: Hyderabad
Date: April 15, 2023 Date: April 15, 2023

Notes to the Financial Statements

1. Significant Accounting Policies
Statement of Compliance
Srinivasa Resorts Limited, a subsidiary of ITC Limited owns the hotel “ITC The preparation of financial statements in conformity with Ind AS requires
Kakatiya” at Hyderabad, for which operating services are rendered by ITC management to make judgements, estimates and assumptions that affect the
Limited. The company is registered under Companies Act, 2013 bearing CIN No. application of the accounting policies and the reported amounts of assets and
U74999TG1984PLC005192. liabilities, the disclosure of contingent assets and liabilities at the date of the
financial statements, and the reported amounts of revenues and expenses during
Statement of Compliance
the year. Actual results could differ from those estimates. The estimates and
These financial statements have been prepared in accordance with Indian underlying assumptions are reviewed on an ongoing basis. Revisions to accounting
Accounting Standards (Ind AS) notified under Section 133 of the Companies Act, estimates are recognised in the period in which the estimate is revised if the
2013. The financial statements have also been prepared in accordance with the revision affects only that period; they are recognised in the period of the revision
relevant presentation requirements of the Companies Act, 2013. and future periods if the revision affects both current and future periods.
Basis of Preparation Operating Cycle
The financial statements are prepared in accordance with the historical cost All assets and liabilities have been classified as current or non-current as per the
convention, except for certain items that are measured at fair values, as explained Company’s normal operating cycle and other criteria set out in the Schedule III
in the accounting policies. to the Companies Act, 2013 and Ind AS 1 – Presentation of Financial Statements
Fair Value is the price that would be received to sell an asset or paid to transfer a based on the nature of products and the time between the acquisition of assets for
liability in an orderly transaction between market participants at the measurement processing and their realisation in cash and cash equivalents.
date, regardless of whether that price is directly observable or estimated using Property, Plant and Equipment– Tangible Assets
another valuation technique. In estimating the fair value of an asset or a liability,
Property, plant and equipment are stated at cost of acquisition or construction
the Company takes into account the characteristics of the asset or liability if market
less accumulated depreciation and impairment, if any. For this purpose, cost
participants would take those characteristics into account when pricing the asset
includes deemed cost which represents the carrying value of property, plant and
or liability at the measurement date. Fair value for measurement and / or disclosure
equipment recognised as at 1st April, 2015 measured as per the previous GAAP.
purposes in these financial statements is determined on such a basis, except for
share-based payment transactions that are within the scope of Ind AS 102 –Share- Cost is inclusive of inward freight, duties and taxes and incidental expenses
based Payment, leasing transactions that are within the scope of Ind AS 116 – related to acquisition. In respect of major projects involving construction, related
Leases, and measurements that have some similarities to fair value but are not fair pre-operational expenses form part of the value of assets capitalised. Expenses
value, such as net realisable value in Ind AS 2 – Inventories or value in use in Ind AS capitalised also include applicable borrowing costs for qualifying assets, if any. All
36 – Impairment of Assets. upgradation / enhancements are charged off as revenue expenditure unless they
bring similar significant additional benefits.

373
 SRINIVASA RESORTS LIMITED

Notes to the Financial Statements (Contd.)

An item of property, plant and equipment is derecognised upon disposal or when Derivatives and Hedge Accounting
no future economic benefits are expected to arise from the continued use of asset.
Derivatives are initially recognised at fair value and are subsequently remeasured
Any gain or loss arising on the disposal or retirement of an item of property, plant
to their fair value at the end of each reporting period. The resulting gains/losses
and equipment is determined as the difference between the sales proceeds and
the carrying amount of the asset and is recognised in the Statement of Profit and is recognised in the Statement of Profit or Loss immediately unless the derivative
Loss. is designated and effective as a hedging instrument, in which event the timing
of recognition in profit or loss / inclusion in the initial cost of non-financial asset
Depreciation of these assets commences when the assets are ready for their depends on the nature of the hedging relationship and the nature of the hedged
intended use which is generally on commissioning. Items of property, plant and item.
equipment are depreciated in a manner that amortizes the cost (or other amount
substituted for cost) of the assets after commissioning, less its residual value, Financial instruments, Financial assets and Financial liabilities
over their useful lives as specified in Schedule II of the Companies Act, 2013 on a Financial assets and financial liabilities are recognized when the Company becomes
straight line basis. Land is not depreciated. a party to the contractual provisions of the relevant instrument and are initially
The estimated useful lives of property, plant and equipment of the Company are as measured at fair value except for trade receivables that do not contain a significant
follows: financing component, which are measured at transaction price. Transaction costs
that are directly attributable to the acquisition or issues of financial assets and
Buildings 60 years financial liabilities (other than financial assets and financial liabilities measured at
fair value through profit or loss) are added to or deducted from the fair value
Plant and Equipment (Other than Televisions) 15 years on initial recognition of financial assets or financial liabilities. Purchase or sale of
financial assets that require delivery of assets within a time frame established by
Television 7 years regulation or convention in the market place (regular way trades) are recognized
on the trade date, i.e., the date when the Company commits to purchase or sell
Furniture and Fixtures 8 years the asset.
Vehicles 8 years Financial Assets
Recognition: Financial assets includes investments, trade receivables, advances,
Office Equipment 5 years security deposits, cash and cash equivalents. Such assets are initially recognized at
Computers 3 years fair value or transaction price, as applicable when the Company becomes party to
contractual obligations. The transaction price includes transaction costs unless the
Computer servers and networks 6 years cost is being fair valued through the Statement of Profit and Loss.
Classification: Management determines the classification of an asset at initial
Property, plant and equipment’s residual values and useful lives are reviewed at
recognition depending on the purpose for which the assets were acquired. The
each Balance Sheet date and changes, if any, are treated as changes in accounting
subsequent measurement of financial assets depends on such classification.
estimate.
Financial assets are classified as those measured at:
Intangible Assets
• amortised cost, where the financial assets are held solely for collection of cash
Intangible Assets that the Company controls and from which it expects future
flows arising from payments of principal and/or interest
economic benefits are capitalised upon acquisition and measured initially:
• fair value through other comprehensive income (FVTOCI), where the financial
a. for assets acquired in a business combination, at fair value on the date of
assets are held not only for collection of cash flows arising from payments of
acquisition.
principal and interest but also from the sale of such assets. Such assets are
b. for separately acquired assets, at cost comprising the purchase price subsequently measured at fair value, with unrealized gains and losses arising
(including import duties and non-refundable taxes) and directly attributable from changes in the fair value being recognized in other comprehensive
costs to prepare the asset for its intended use. income.
The carrying value of intangible assets includes deemed cost which represents the • fair value through profit or loss (FVTPL), where the assets are managed in
carrying value of intangible assets recognised as at 1st April, 2015 measured as per accordance with an approved investment strategy and triggers purchase
the previous GAAP. and sale decisions based on the fair value of such assets. Such assets are
Intangible assets that have finite lives are amortized over their estimated useful lives subsequently measured at fair value, with unrealized gains and losses arising
by the straight line method unless it is practical to reliably determine the pattern from changes in the fair value being recognized in the Statement of Profit and
of benefits arising from the asset. An intangible asset with an indefinite useful life is Loss in the period in which they arise.
not amortized. Trade receivables, advances, security deposits, cash and cash equivalents, etc.
All intangible assets are tested for impairment. Amortization expenses and are classified for measurement at amortised cost while current investments are
impairment losses and reversal of impairment losses are taken to the Statement classified for measurement at fair value through profit or loss (FVTPL).
of Profit and Loss. Thus, after initial recognition, an intangible asset is carried at its Impairment: The Company assesses at each reporting date whether a financial
cost less accumulated amortization and/or impairment losses. asset (or a group of financial assets) such as investments trade receivables, advances
The useful lives of intangible assets are reviewed annually to determine if a reset of and security deposits held at amortised cost and financial assets that are measured
such useful life is required for assets with finite lives and to confirm that business at fair value through other comprehensive income are tested for impairment based
circumstances continue to support an indefinite useful life assessment for assets on evidence or information that is available without undue cost or effort. Expected
so classified. Based on such review, the useful life may change or the useful life credit losses are assessed and loss allowances recognized if the credit quality of the
assessment may change from indefinite to finite. The impact of such changes is financial asset has deteriorated significantly since initial recognition.
accounted for as a change in accounting estimate. Reclassification: When and only when the business model is changed, the
Impairment of Assets Company shall reclassify all affected financial assets prospectively from the
Impairment loss, if any, is provided to the extent, the carrying amount of assets or reclassification date as subsequently measured at amortised cost, fair value through
cash generating units exceed their recoverable amount. other comprehensive income, fair value through profit or loss without restating the
previously recognized gains, losses or interest and in terms of the reclassification
Recoverable amount is higher of an asset’s net selling price and its value in use. principles laid down in the Ind AS relating to Financial Instruments.
Value in use is the present value of estimated future cash flows expected to arise
from the continuing use of an asset or cash generating unit and from its disposal De-recognition: Financial assets are derecognized when the right to receive cash
at the end of its useful life. flows from the assets has expired, or has been transferred, and the Company has
transferred substantially all of the risks and rewards of ownership. Concomitantly,
Impairment losses recognised in prior years are reversed when there is an indication if the asset is one that is measured at:
that the impairment losses recognised no longer exist or have decreased. Such
reversals are recognised as an increase in carrying amounts of assets to the extent a) amortised cost, the gain or loss is recognized in the Statement of Profit and
that it does not exceed the carrying amounts that would have been determined Loss;
(net of amortisation or depreciation) had no impairment loss been recognised in b) fair value through other comprehensive income, the cumulative fair value
previous years. adjustments previously taken to reserves are reclassified to the Statement
Inventories of Profit and Loss unless the asset represents an equity investment in which
case the cumulative fair value adjustments previously taken to reserves is
Inventories are stated at lower of cost and net realisable value. The cost is calculated reclassified within equity.
on weighted average method. Cost comprises expenditure incurred in the normal
course of business in bringing such inventories to its present location and condition Income Recognition: Interest income is recognised in the Statement of Profit or
and includes, where applicable, appropriate overheads based on normal level of Loss using effective interest rate method. Dividend income is recognized in the
activity. Net realisable value is the estimated selling price less estimated costs for Statement of Profit or Loss when the right to receive dividend is established.
completion and sale. Financial Liabilities
Obsolete, slow moving and defective inventories are identified from time to time Borrowings, trade payables and other financial liabilities are initially recognized
and, where necessary, a provision is made for such inventories. at fair value and are subsequently measured at amortised cost. Any discount or
Foreign Currency Transactions premium or redemption/settlement is recognized in the Statement of Profit and
Loss as finance cost over the life of the liability using the effective interest method
The presentation currency of the Company is Indian Rupees. and adjusted to the liability figure disclosed in the Balance Sheet.
The Company accounts for transactions in foreign currency at the exchange Financial liabilities are derecognized when the liability is extinguished, that is,
rate prevailing on the date of transactions. The date of the transaction for the when the contractual obligation is discharged, cancelled or on expiry.
purpose of determining the exchange rate on initial of recognition of the asset,
expense or income is the date on which an entity initially recognizes the related Offsetting Financial Instruments
non – monetary asset or non – monetary liability on the payment or receipt of Financial assets and liabilities are offset and the net amount is reported in the
the advance consideration. Gains/Losses arising on settlement of transactions as Balance Sheet where there is a legally enforceable right to offset the recognized
also on translation of monetary items at period ends due to fluctuations in the amounts and there is an intention to settle on a net basis or realize the asset and
exchange rates are recognized in the Statement of Profit and Loss. settle the liability simultaneously.

374
 SRINIVASA RESORTS LIMITED

Notes to the Financial Statements (Contd.)

Revenue lease payments made. The carrying amount of lease liabilities is also remeasured
Revenue is measured at the transaction price that the Company receives or expects upon modification of lease arrangement or upon change in the assessment of the
to receive as consideration for services rendered, net of returns and discounts to lease term. The effect of such remeasurements is adjusted to the value of the ROU
customers. It excludes amounts collected on behalf of third parties, such as goods assets.
and services tax. Company as a Lessor
The methodology and assumptions used to estimate discounts, customer Leases in which the Company does not transfer substantially all the risks and
incentives, promotional activities and similar items are monitored and adjusted rewards of ownership of an asset are classified as operating leases. Where the
regularly in the light of contractual and legal obligations, historical trends and Company is a lessor under an operating lease, the asset is capitalized within
projected market conditions. property, plant and equipment or investment property and depreciated over its
Revenue from the sale of services is recognised when the Company performs its useful economic life. Payments received under operating leases are recognised in
obligations to its customers and the amount of revenue can be measured reliably the Statement of Profit and Loss on a straight line basis over the term of the lease.
and recovery of the consideration is probable. The timing of such recognition in Taxes on Income
case of services, in the periods in which such services are rendered.
Taxes on income comprises of current taxes and deferred taxes. Current tax in the
Government Grant Statement of Profit and Loss is provided as the amount of tax payable in respect
The Company may receive Government grants that require compliance with of taxable income for the period using tax rates and tax laws enacted duringthe
certain conditions related to the Company’s operating activities or are provided period, together with any adjustment to tax payable in respect of previous years.
to the Company by way of Financial assistance on the basis of certain qualifying Deferred tax is recognised on temporary differences between the carrying
criteria. amounts of assets and liabilities and the amounts used for taxation purposes (tax
Government Grants are recognized when there is reasonable assurance that the base), at the tax rates and tax laws enacted or substantively enacted by the end of
grant will be received, and the Company will comply with the conditions attached the reporting period.
to the grant. Accordingly, government grants: Deferred tax assets are recognized for the future tax consequences to the extent it
(a) related to or used for assets, are deducted from the carrying amount of the is probable that future taxable profits will be available against which the deductible
asset. temporary differences can be utilised.
(b) related to incurring specific expenditures are taken to the Statement of Profit Income tax, in so far as it relates to items disclosed under other comprehensive
and Loss on the same basis and in the same periods as the expenditures income or equity, are disclosed separately under other comprehensive income or
incurred. equity, as applicable.
(c) by way of financial assistance on the basis of certain qualifying criteria are Deferred tax assets and liabilities are offset when there is legally enforceable right
recognised as they become receivable. to offset current tax assets and liabilities and when the deferred tax balances
related to the same taxation authority. Current tax assets and tax liabilities are
In the unlikely event that a grant previously recognised is ultimately not received,
offset where the entity has a legally enforceable right to offset and intends either
it is treated as a change in estimate and the amount cumulatively recognised is
to settle on net basis, or to realize the asset and settle the liability simultaneously.
expensed in the Statement of Profit and Loss.
Claims
Dividend Distribution
Claims against the Company not acknowledged as debts are disclosed after a
Dividends paid (including income tax thereon) is recognised in the period in which
careful evaluation of the facts and legal aspects of the matter involved.
the interim dividends are approved by the Board of Directors, or in respect of the
final dividend when approved by shareholders. Provisions and Contingent Liabilities
Employee Benefits Provisions are recognised when, as a result of a past event, the Company has a
legal or constructive obligation; it is probable that an outflow of resources will be
The Company makes contributions to both defined benefit and defined
required to settle the obligation; and the amount can be reliably estimated. The
contribution schemes.
amount so recognised is a best estimate of the consideration required to settle the
Contributions to Provident Fund are in the nature of defined contribution scheme obligation at the reporting date, taking into account the risks and uncertainties
which are deposited with the Government and recognized as expense. surrounding the obligation.
The Company also makes contribution to defined benefit gratuity plan. The In an event when the time value of money is material, the provision is carried at the
cost of providing benefits under the defined benefit obligation is calculated by present value of the cash flows estimated to settle the obligation.
independent actuary using the projected unit credit method. Service costs and net
2. Use of estimates and judgements
interest expense or income is reflected in the Statement of Profit and Loss. Gain
or Loss on account of re-measurements are recognised immediately through other The preparation of financial statements in conformity with generally accepted
comprehensive income in the period in which they occur. Gratuity is funded under accounting principles requires management to make estimates and assumptions
a scheme of the Life Insurance Corporation of India. that affect the reported amounts of assets and liabilities and disclosure of contingent
The employees of the Company are also entitled to compensated leave for which liabilities at the date of financial statements and the results of operations during
the Company records the liability based on actuarial valuation computed under the reporting period end. Although these estimates are based upon management’s
projected unit credit method. These benefits are unfunded. best knowledge of current events and actions, actual results could differ from these
estimates.
Employee Share Based Compensation
The estimates and underlying assumptions are reviewed on an ongoing basis.
The cost of stock options and stock appreciation units granted by ITC Limited, Revisions to accounting estimates are recognised in the period in which the
the Holding Company, to its eligible employees deputed to the Company is estimate is revised if the revision affects only that period, or in the period of the
recognized at fair value. These Schemes are in the nature of equity settled / cash revision and future periods if the revision affects both current and future periods.
settled share based compensation and are assessed, managed / administered by
the Holding Company. The key estimates and assumptions used in the preparation of financial statements
are set out below:
In case of stock options, the fair value of stock options at the grant date is
amortised on a straight line basis over the vesting period and cost is recognized (i) The determination of Company’s liability towards defined benefit obligation
as an employee benefits expenses in the Statement of Profit and Loss with a to employees is made through independent actuarial valuation including
corresponding credit in current financial liabilities where such reimbursement is determination of amounts to be recognized in the Statement of Profit and
sought by the Holding Company. Loss and in other comprehensive income. Such valuation depends upon
In case of stock appreciation units, the fair value of stock appreciation units at assumptions determined after taking into account inflation, seniority,
the grant date is initially recognised and remeasured at each reporting date, until promotion and other relevant factors such as supply and demand factors
settled, and cost recognized as an employee benefits expenses in the Statement of in the employment market. Information about such valuation is provided in
Profit and Loss with a corresponding increase in in other financial liabilities, where notes to the financial statements.
such reimbursement is sought by the Holding Company. (ii) The Company has ongoing litigations with various regulatory authorities
Leases and third parties. Where an outflow of funds is believed to be probable and
a reliable estimate of the outcome of the dispute can be made based on
The Company assesses at contract inception whether a contract is, or contains, a management’s assessment of specific circumstances of each dispute and
lease. A contract is, or contains, a lease if it conveys the right to control the use of
relevant external advice, management provides for its best estimate of the
an identified asset for a period of time in exchange for consideration.
liability. Accruals so made are by nature complex and can take number of
Company as Lessee years to resolve and can involve estimation uncertainty. Information about
Right – of – Use (ROU) assets are recognised at inception of a contract or such litigations is provided in notes to the financial statements
arrangement for significant lease components at cost less lease incentives, if any. (iii) The Company has significant carry forward unabsorbed depreciation for
ROU assets are subsequently measured at cost less accumulated depreciation and which deferred tax asset has been recognized since there is a reasonable
impairment losses, if any The cost of ROU assets includes the amount of lease certainty of significant profits in the near future.
liabilities recognised, initial direct cost incurred and lease payments made at or
before the lease commencement date. ROU assets are generally depreciated over (iv) As described in the significant accounting policies, the Company reviews the
the shorter of the lease term and estimated useful lives of the underlying assets on estimated useful lives of property, plant and equipment and intangible assets
a straight line basis. Lease term is determined based on consideration of facts and at the end of each reporting period.
circumstances that create an economic incentive to exercise an extension option, (v) The Company has considered the possible effects that may arise out of
or not to exercise a termination option. Lease payments associated with short-term the COVID-19 pandemic on the carrying amounts of property, plant &
leases and low value leases are charged to the Statement of Profit and Loss on a equipment, intangible assets, investments, inventories, trade receivables, etc.
straight line basis over the term of the relevant lease. For this purpose, the Company has considered internal and external sources
The Company recognises lease liabilities measured at the present value of lease of information up to the date of approval of these financial statements
payments to be made on the date of recognition of the lease. Such lease liabilities including credit reports and related information, economic forecasts,
do not include variable lease payments (that do not depend on an index or a rate), market value of certain investments etc. Based on the current estimates, the
which are recognised as expense in the periods in which they are incurred. Interest Company does not expect any significant impact on such carrying values.
on lease liability is recognised using the effective interest method. Lease liabilities The impact of COVID-19 on the Company’s financial statements may differ
are subsequently increased to reflect the accretion of interest and reduced for the from that estimated as at the date of approval of financial statements.

375
 Notes to the Financial Statements (Contd.)

376
(` in Lakhs)
Gross Block Depreciation and Amortisation Net Book Value

Particulars As at Withdrawals As at Withdrawals As at Withdrawals Withdrawals As at As at

Upto 31st For Upto 31st For Upto 31st
31st March, Additions and 31st March, Additions and 31st March, and and 31st March, 31st March,
March, 2021 the year March, 2022 the year March, 2023
2021 Adjustments 2022 Adjustments 2023 Adjustments Adjustments 2023 2022
3A. Property, Plant and Equipment
Land 100.00 – – 100.00 – – 100.00 – – – – – – – 100.00 100.00
Buildings 2567.42 – – 2567.42 4.09 (1.28) 2570.23 316.89 53.26 – 370.15 53.29 (0.12) 423.32 2146.91 2197.27
Plant and Equipment 2671.06 130.31 42.92 2758.45 82.32 (175.52) 2665.25 1320.31 184.26 (35.39) 1469.18 186.12 (142.20) 1513.10 1152.15 1289.27
Furnitures and Fixtures 317.45 – 0.47 316.98 30.65 (49.27) 298.36 157.38 23.18 – 180.56 24.45 (38.62) 166.39 131.97 136.42
Vehicles 194.84 108.64 19.09 284.39 – – 284.39 124.36 24.29 (16.88) 131.77 32.49 – 164.26 120.13 152.62
Office Equipment 0.81 – – 0.81 – – 0.81 0.20 0.03 – 0.23 0.02 – 0.25 0.56 0.58
Computers 92.61 10.00 4.06 98.55 6.54 (0.27) 104.82 61.55 10.19 (2.11) 69.63 19.44 (0.25) 88.82 16.00 28.92
Computer servers and networks 96.60 9.72 0.08 106.24 26.46 35.04 167.74 49.42 9.30 – 58.72 15.83 33.29 107.84 59.90 47.52
Total (A) 6040.79 258.67 (66.62) 6232.84 150.06 (191.30) 6191.60 2030.11 304.51 (54.38) 2280.24 331.64 (147.90) 2463.98 3727.62 3952.60
3B. Capital work-in-progress (B)
56.66 229.62 (264.50) 21.78 227.93 (166.79) 82.92 – – – – – – – 82.92 21.78
(refer note 2 below)
3C. Intangible assets
Software 28.56 5.83 – 34.39 16.73 0.27 51.39 24.60 0.85 – 25.45 2.77 0.25 28.47 22.92 8.94
Total (C) 28.56 5.83 – 34.39 16.73 0.27 51.39 24.60 0.85 – 25.45 2.77 0.25 28.47 22.92 8.94

Note :
1) The amortization expense of intangible assets has been included under ‘Depreciation and amortization expense’ in the Statement of Profit and Loss.
2) Ageing of Capital Work in progress.

As at 31st March 2023 Amount in CWIP for a period of

Less than 1 1-2 years 2-3 years More than 3 Total
year years
Project in Progress 82.92 - - - 82.92
Total 82.92 - - - 82.92


As at 31st March 2022 Amount in CWIP for a period of
Less than 1 1-2 years 2-3 years More than 3 Total
year years
Project in Progress 21.78 - - - 21.78
Total 21.78 - - - 21.78
SRINIVASA RESORTS LIMITED
 SRINIVASA RESORTS LIMITED

Notes to the Financial Statements (Contd.)

As at As at As at As at
31st March, 2023 31st March, 2022 31st March, 2023 31st March, 2022
(` in Lakhs) (` in Lakhs) (` in Lakhs) (` in Lakhs)
4. Inventories 7. Cash and cash equivalents
(At lower of cost and net realisable value) Balances with banks in current accounts 99.57 117.39
Food and beverages 76.26 73.51 Cash on hand 4.30 5.89
Stores and spares 36.44 37.26 Total 103.87 123.28
Finished goods held for resale 0.54 0.76
8. Other bank balances
Total 113.24 111.53
In deposit accounts (refer note below) 1,000.00 1,650.21
Cost of inventory recognised as expense during the year amount to ` 1,076.92 Lakhs (2021-2022 - ` 722.80 Lakhs) Total 1,000.00 1,650.21
5. Current investments Note: Represents deposits with original maturity of more than 3 months and having remaining maturity of less than 12 months
Unquoted investment in mutual funds [Measured at from the Balance Sheet date.
fair value through profit or loss(FVTPL)] (Refer note below)
- Axis Liquid Fund Direct Growth 471.70 392.45 Current Non-Current Current Non-Current
18,861.272 units of ` 1000 each 9. Other financial assets
(March 31, 2022: 16,600.618 units of ` 1000 each) Security deposits 6.15 6.37 13.53 2.13
- Aditya Birla Sun Life Savings Fund- Growth Direct Plan 1207.72 1143.65 Interest accrued on deposits 4.21 52.33* 29.44 –
2,56,820.511 units of ` 100 each Recoverable from employees 5.36 – 5.06 –
(March 31, 2022: 2,56,820.511 units of ` 100 each) Others* – 2000.00 – –
- ICICI Prudential Savings Fund 1217.98 1153.75 Total 15.72 2058.70 48.03 2.13
2,66,231.609 units of ` 100 each *Includes interest bearing deposit with financial institution
(March 31, 2022: 2,66,231.609 units of ` 100 each)
Current Non-Current Current Non-Current
- Axis Treasury Advantage Fund- Direct Growth 1212.02 1149.74
10. Other assets
44,391.142 units of ` 1000 each
(March 31, 2022: 44,391.142 units of ` 1000 each) Advances :
Prepaid Expenses 78.25 14.82 73.04 8.71
Total 4109.42 3839.59
Balances with government authorities – – 4.34 –
Note:
Gain as at year end on account of measuring the investments at fair value through profit or loss amounts to ` 642.01 Lakhs (March Commercial advance 8.24 – 15.35 –
31, 2022: ` 453.45 Lakhs). Advance tax (net of provisions) – 55.35 – 130.92
Security deposits
6. Trade receivables (Current) (refer note 6.1 below)
- With Statutory authorities – 29.41 – 29.41
Secured, considered good 19.55 11.35
- With others – 66.50 – 66.50
Unsecured, considered good 196.81 167.19
Credit impaired 17.32 24.85 Service Exports from India Scheme (SEIS)
Allowance for credit impairment (17.32) (24.85) Duty Credit Entitlement Account – – 114.70 –
Total 216.36 178.54 Total 86.49 166.08 207.43 235.54
6.1. Ageing of Trade Receivables
Outstanding for following periods from due date
As at 31st March 2023 Not Due Total
Less than 6 months 6 months -1 year 1-2 years 2-3 years More than 3 years
Undisputed trade receivables - considered good 134.73 57.83 15.25 2.99 0.07 5.49 216.36
Undisputed trade receivables - which have significant increase in credit risk - - - - - - -
Undisputed trade receivables - credit impaired - - - - - 3.69 3.69
Disputed trade receivables - considered good - - - - - - -
Disputed trade receivables - which have significant increase in credit risk - - - - - - -
Disputed trade receivables - credit impaired - - - - - 13.63 13.63
Sub- total 134.73 57.83 15.25 2.99 0.07 22.81 233.68
Less: Allowance for credit impairment 17.32
Total 134.73 57.83 15.25 2.99 0.07 22.81 216.36

Not Due Outstanding for following periods from due date

As at 31st March 2022 Total
Less than 6 months 6 months -1 year 1-2 years 2-3 years More than 3 years
Undisputed trade receivables - considered good 126.56 42.92 - 3.07 4.08 1.91 178.54
Undisputed trade receivables - which have significant increase in credit risk - - - - - - -
Undisputed trade receivables - credit impaired - - - - - 11.22 11.22
Disputed trade receivables - considered good - - - - - - -
Disputed trade receivables - which have significant increase in credit risk - - - - - - -
Disputed trade receivables - credit impaired - - - - - 13.63 13.63
Sub- total 126.56 42.92 - 3.07 4.08 26.76 203.39
Less: Allowance for credit impairment 24.85
Total 126.56 42.92 - 3.07 4.08 26.76 178.54
11. Equity share capital B) Equity shares held by Holding Company
As at As at As at 31st March, 2023 As at 31st March, 2022
31st March, 2023 31st March, 2022 No. of Shares % No. of Shares %
ITC Limited 1,63,20,477 68% 1,63,20,477 68%
No. of Shares (` in Lakhs) No. of Shares (` in Lakhs)
C) Shareholders holding more than 5% of the equity shares in the Company
Authorised
As at 31st March, 2023 As at 31st March, 2022
Equity shares of ` 10 each 2,40,00,000 2400.00 2,40,00,000 2400.00
No. of Shares % No. of Shares %
Issued, subscribed and paid-up ITC Limited 1,63,20,477 68.00% 1,63,20,477 68.00%
Equity shares of ` 10 each, fully paid 2,40,00,000 2400.00 2,40,00,000 2400.00 Moonshine Advisory Services Private Limited 21,04,230 8.77% – –
(as Trustees of Isha Ishvar Trust)
A) Reconciliation of number of equity shares outstanding G. Sivakumar Reddy – – 13,04,230 5.43%
G. Sulochanamma – – 15,00,000 6.25%
As at As at N. Shailaja Reddy 15,00,000 6.25% 10,00,000 4.17%
31st March, 2023 31st March, 2022 B. Bharathi Reddy 15,00,000 6.25% 10,00,000 4.17%
No. of Shares No. of Shares G.V. Pranav Reddy – – 8,00,000 3.33%
M.V. Rachita 15,00,000 6.25% 10,00,000 4.17%
As at beginning of the year 2,40,00,000 2,40,00,000 D) Rights, preferences and restrictions attached to the equity shares
Changes during the year – – The equity shares of the Company, having par value of ` 10 per share, rank pari passu in all respects including
As at end of the year 2,40,00,000 2,40,00,000 entitlement to dividend.

377
 SRINIVASA RESORTS LIMITED

E) Shares held by promoters

Particulars Promoter Name As at 31st March 2023 As at 31st March 2022
No. of shares at the end % of Total Shares % change during No. of shares at the % of Total Shares % change during
of the year the year end of the year the year
Equity shares of ` 10 each fully paid ITC Limited 1,63,20,477 68.00% – 1,63,20,477 68.00% –
Moonshine Advisory Services Private Limited 21,04,230 8.77% 100% – – –
(as Trustees of Isha Ishvar Trust)
G. Sivakumar Reddy – – (100%) 13,04,230 5.43% –
G. Sulochanamma – – (100%) 15,00,000 6.25% –
N. Shailaja Reddy 15,00,000 6.25% 50% 10,00,000 4.17% –
G. Samyuktha Reddy 6,15,810 2.57% - 6,15,810 2.57% –
B. Bharathi Reddy 15,00,000 6.25% 50% 10,00,000 4.17% –
G.V. Pranav Reddy – – (100%) 8,00,000 3.33% –
M.V. Rachita 15,00,000 6.25% 50% 10,00,000 4.17% –
GSR Projects Private Ltd. 4,59,483 1.91% – 4,59,483 1.91% –
Total 2,40,00,000 100.00% 2,40,00,000 100.00%

As at 31st March, 2023 As at 31st March, 2022

(` in Lakhs) (` in Lakhs)
Current Non-Current Current Non-Current

12. Other financial liabilities

Sundry deposits 11.90 10.43 12.58 9.75
Payable to employees 181.64 – 101.03 –
Payable for property, plant and equipment 99.71 – 41.85 –
Payable towards employee share based payments 9.44 3.74 1.19 2.60
Total 302.69 14.17 156.65 12.35

13. Provisions
Provision for employee benefits:
– Gratuity (Refer Note 26) – – – –
– Compensated absences 6.52 21.56 5.43 19.38
Total 6.52 21.56 5.43 19.38
14. Other current liabilities
Advances received from customers 77.86 – 120.74 –
Statutory liabilities 46.53 – 20.59 –
Total 124.39 – 141.33 –

As at 31st March, 2023 As at 31st March, 2022

(` in Lakhs) (` in Lakhs)
15. Deferred tax liabilities (Net)
Deferred tax liabilities 640.85 614.69
Deferred tax assets 372.86 524.33
Total 267.99 90.36

Recognized in other
Recognized in
Opening balance comprehensive Closing balance
profit or loss
income
(` in Lakhs) (` in Lakhs)
2021-22

Deferred tax liabilities in relation to:

Depreciation 506.76 (6.19) – 500.57
Financial assets measured at fair value through profit or loss 77.06 37.06 – 114.12
Total deferred tax liabilities (A) 583.82 30.87 – 614.69
Deferred tax assets in relation to:
Provision for employee benefits 6.83 0.53 (1.12) 6.24
Provision for doubtful debts 7.91 (1.64) – 6.27
Unabsorbed depreciation and business losses 427.37 84.45 – 511.82
Total deferred tax assets (B) 442.11 83.34 (1.12) 524.33
Deferred tax liabilities (net) [A-B] 141.71 (52.47) 1.12 90.36
2022-23
Deferred tax liabilities in relation to:
Depreciation 500.57 (21.30) – 479.27
Financial assets measured at fair value through profit or loss 114.12 47.46 – 161.58
Total deferred tax liabilities (A) 614.69 26.16 – 640.85
Deferred tax assets in relation to:
Provision for employee benefits 6.24 (0.37) 1.19 7.06
Provision for doubtful debts 6.27 (1.90) – 4.37
Unabsorbed depreciation and business losses 511.82 (150.39) – 361.43
Total deferred tax assets (B) 524.33 (152.66) 1.19 372.86
Deferred tax liabilities (net) [A-B] 90.36 178.82 (1.19) 267.99

378
 SRINIVASA RESORTS LIMITED

Notes to the Financial Statements (Contd.)

For the year ended For the year ended For the year ended For the year ended
31st March, 2023 31st March, 2022 31st March, 2023 31st March, 2022
(` in Lakhs) (` in Lakhs) (` in Lakhs) (` in Lakhs)
16. Revenue from operations Training and development 55.67 25.71
Sale of services: Legal expenses 13.91 6.07
Rooms 3281.30 1627.50 Postage, telephone, etc. 7.44 7.85
Food and beverage 3322.76 2413.33 Commission paid to travel agents 154.37 112.81
Recreation and other services 130.94 97.81 Bank and credit card charges 71.85 37.48
Total 6735.00 4138.64 Hotel reservation / marketing expenses 196.25 95.96
Contract services 392.12 267.16
Other operating revenue* 79.85 78.95
Loss on property, plant and equipment sold / discarded 43.38 12.24
Total 6814.85 4217.59 Bad trade receivables written off 8.40 –
Note: Less: Provision Released 8.40 – – –
* Other operating revenue includes ` 38.85 lakhs relating to liabilities no longer required written back (2021-22: Provision for doubtful trade receivables 0.87 –
` 35.17 lakhs) Miscellaneous expenses 131.08 98.99
17. Other Income Auditors’ remuneration and expenses (excluding taxes)
Interest income 129.77 86.22 Audit Fees 11.00 11.00
Other non operating income 63.19 29.70 Tax Audit Fees 1.00 1.00
Other gains and losses 237.92 152.16 Reimbursement of expenses 0.35 0.39

Total 430.88 268.08 Total 3615.07 2391.56

Interest income comprises interest from: 31st March, 2023 31st March, 2022
a) Deposits with bank - carried at amortised cost 114.65 83.87 (` in Lakhs) (` in Lakhs)
b) Others - from statutory authorities 15.12 2.35 21. Earnings per share
Total 129.77 86.22 Profit / (Loss) after taxation [A] 754.58 (162.69 )
Other gains and losses: Weighted average number of 2,40,00,000 2,40,00,000
a) Net foreign exchange (loss) / gain (0.65 ) – equity shares outstanding [B] [No’s]
b) Net gain arising on financial assets mandatorily
Earnings per share
measured at FVTPL (Refer Note below) 238.57 152.16
Basic and Diluted (In `) (Face value of ` 10 per share) [A/B] 3.14 (0.68 )
Total 237.92 152.16
Note: 22. Commitments
Includes net gain on sale of current investments amounting to `50.01 Lakhs (2021-2022: ` 4.91 Lakhs). The estimated amount of contracts remaining to be executed
18. Employee benefits expense on capital account (net of advances: `NIL; March 31, 2022: ` NIL) 7.24 34.93
Salaries, wages and bonus 821.89 714.28 23. Contingent liability
Contribution to provident and other funds 47.48 45.84
Claims against the Company not acknowledged as debts:
Gratuity (Refer Note 26) 9.21 13.74
i) Indirect taxation matters * 381.48 380.48
Remuneration of managers on deputation reimbursed 496.52 488.67
Employee share based payments 18.04 2.13 ii) Others 18.45 18.45
Staff welfare expenses 157.52 155.20 *including interest on claims, where applicable, estimated to be
Total 1550.66 1419.86 ` 17.29 Lakhs (March 31, 2022 : ` 16.29 Lakhs)

19. Depreciation and amortisation expense 24. Segment reporting

Depreciation- Tangible Assets 331.64 304.51 The operating segment of the Company has been identified in a manner consistent with the internal
Amortisation on Intangible Assets 2.77 0.85 reporting provided to the Managing Director, who is the Chief Operating Decision Maker, based on which
Total 334.41 305.36 there is only one operating segment in which the Company operates i.e. Hoteliering and within one
20. Other expenses geographical segment i.e. India.
Consumption of stores and supplies 264.73 199.41
31st March, 2023 31st March, 2022
Power and fuel 737.96 531.20
Rent 91.90 81.58 (` in Lakhs) (` in Lakhs)
Repairs to building 114.33 39.51 a) Segment Revenue
Repairs to machinery 209.80 157.79 - Within India 6735.00 4138.64
Repairs - others 73.40 43.31 - Outside India – –
Insurance 42.50 32.87 b) Non Current Assets
Rates and taxes 206.48 175.06
- Within India 6058.24 4220.99
Travelling and conveyance 80.94 53.68
- Outside India – –
Technical and consultancy fees 487.36 234.51
Printing and stationery 16.27 14.74 c) The Company is not reliant on revenues from transactions with any single external customer and
Information technology services 163.56 134.47 does not receive 10% or more of it’s revenues from transactions with any single external customer.
Advertising / Sales Promotion 46.55 16.77

25. A sum of ` NIL is payable to Micro and Small Enterprises as at 31st March, 2023 (2022 - ` NIL) on account of trade payables. There are no Micro, Small and Medium enterprises, to whom the Company owes dues which are
outstanding for more than 45 days during the year and also as at March 31, 2023. This information, as required to be disclosed under the ‘Micro, Small and Medium Enterprises Development Act, 2006’ has been determined to the
extent such parties have been identified on the basis of the information available with the Company.
Ageing of Trade Payables (contd.)
Outstanding for following periods from due date
As at 31st March 2023 Not Due Unbilled Payables Total
Less than 1 Year 1-2 years 2-3 years More than 3 years
MSME - - - - - - -
Others 9.12 1276.75 103.41 1.78 - - 1391.06
Disputed Dues - MSME - - - - - - -
Disputed Dues - Others - - - - - - -
Total 9.12 1276.75 103.41 1.78 - - 1391.06

Outstanding for following periods from due date

As at 31st March 2022 Not Due Unbilled Payables Total
Less than 1 Year 1-2 years 2-3 years More than 3 years
MSME - - - - - - -
Others 95.81 886.88 118.93 3.41 4.42 20.72 1130.17
Disputed Dues - MSME - - - - - - -
Disputed Dues - Others - - - - - - -
Total 95.81 886.88 118.93 3.41 4.42 20.72 1130.17

379
 SRINIVASA RESORTS LIMITED

Notes to the Financial Statements (Contd.)

26. Defined Benefit Plans
The Company makes contributions to both Defined Benefit and Defined Contribution Plans for qualifying employees. Gratuity Benefits are funded with the Life Insurance Corporation of India . Under the Provident Fund, Gratuity
and Leave Encashment Schemes, employees are entitled to receive lump sum benefits.
The liabilities arising in the Defined Benefit Schemes are determined in accordance with the advice of independent, professionally qualified actuary, using the projected unit credit method at the year end. The Company makes regular
contributions to these Employee Benefit Plans. Additional contributions are made to these plans as and when required based on actuarial valuation. The net Defined Benefit cost is recognised in the Financial Statements.

For the year ended For the year ended

31st March, 2023 31st March, 2022
(` in Lakhs) (` in Lakhs)
Gratuity Gratuity
Funded Funded
I. Components of Employer Expense
A. Recognised in Statement of Profit and Loss
- Current Service Cost 9.97 14.24
- Net interest Cost (0.76 ) (0.50)
Total expense recognised in the Statement of Profit and Loss (A) 9.21 13.74
B. Re-measurements recognised in Other Comprehensive Income
- Return on plan assets (excluding amounts included in net interest cost) (0.40 ) (0.07 )
- Effect of changes in financial assumptions (4.46 ) (2.66 )
- Effect of changes in demographic assumptions –
- Effect of experience adjustments 9.60 (1.73 )
Total re-measurements included in Other Comprehensive Income (B) 4.74 (4.46)
Total defined benefit cost recognised in Statement of
Profit and Loss and Other Comprehensive Income (A+B) 13.95 9.28
The current service cost and net interest cost for the year pertaining to Gratuity expenses have been recognised in “Gratuity” under Note 18. The remeasurement
of the net defined benefit liability are included in Other Comprehensive Income.
II. Net Asset/Liability recognised in Balance Sheet
- Present Value of Defined Benefit Obligation 175.51 159.68
- Fair Value of Plan Assets 175.51 159.68
- Status [Surplus/(Deficit)] – –
- Non-Current – –
- Current – –
III. Change in Defined Benefit Obligation
Present Value of DBO at the beginning of the year 159.68 151.83
- Current Service cost 9.97 14.24
- Interest cost 10.17 9.14
- Re-measurements gains/ (losses)
a. Effect of changes in demographic assumptions – –
b. Effect of changes in financial assumptions (4.46 ) (2.66 )
c. Effect of experience adjustments 9.60 (1.73 )
- Benefits paid (9.45 ) (11.14 )
Present Value of DBO at the end of the year 175.51 159.68
IV. Best Estimate of Employer’s Expected Contribution for the next year 35.10 32.09
V. Change in Fair Value of Assets
Plan Assets at the beginning of the year 159.68 148.74
- Interest Income 10.93 9.64
- Re-measurements gains / (losses) on plan assets 0.40 0.07
- Actual company contributions 13.95 12.37
- Benefits paid (9.45 ) (11.14 )
Plan Assets at the end of the year 175.51 159.68
VI. Actuarial Assumptions
- Discount rate 7.50% 6.75%
- Salary increase rate 6% 6%
- Attrition Rate 20% 20%
- Retirement Age 58 58

The estimates of future salary increases, considered in actuarial valuations take account of inflation, seniority, promotion and other relevant factors such as supply
and demand factors in the employment market.
VII. Sensitivity Analysis
The Sensitivity Analysis below has been determined based on reasonably possible change of the respective assumptions occurring at the end of the reporting
period, while holding all other assumptions constant. These sensitivities show the hypothetical impact of a change in each of the listed assumptions in isolation.
While each of these sensitivities holds all other assumptions constant, in practice such assumptions rarely change in isolation and the asset value changes may
offset the impact to some extent. For presenting the sensitivities, the present value of the Defined Benefit Obligation has been calculated using the projected unit
credit method at the end of the reporting period, which is the same as that applied in calculating the Defined Benefit Obligation presented above. There was no
change in the methods and assumptions used in the preparation of the Sensitivity Analysis from previous year.
DBO as at DBO as at
31st March, 2023 31st March, 2022
- Discount rate +100 basis points 166.56 150.14
- Discount rate -100 basis points 178.16 161.05
- Salary Increase Rate +1% 177.48 160.28
- Salary Increase Rate -1% 167.11 150.77
- Attrition Rate +1% 172.50 155.63
- Attrition Rate -1% 171.81 155.17
Maturity analysis of the benefit payments
- Year 1 38.50 27.42
- Year 2 34.87 24.34
- Year 3 30.04 19.67
- Year 4 26.91 16.68
- Year 5 20.64 12.58
- Next 5 years 59.82 30.15

380
 SRINIVASA RESORTS LIMITED

Notes to the Financial Statements (Contd.)

27. Related party transactions Ashwin Moodliar Non-Executive Director (resigned w.e.f. 5th January, 2023)
i) Holding Company : ITC Limited Ashutosh Chhibba Managing Director
ii) Key Management Personnel : Chief Financial Officer Ms. Mandrita Bose

Board of Directors Company Secretary Ms. Anupama Jha (resigned w.e.f. 16th May, 2022)
Mr. Abhishek Joshi (from 2nd November, 2022 till
G. Sivakumar Reddy Chairman and Non Executive Director 10th February, 2023)
Nakul Anand Vice Chairman and Non Executive Director Relatives of Key Management Personnel :
Ashish Thakar Non-Executive Director
Mrs. G.Sulochanamma Mother of Mr. G.Sivakumar Reddy, Chairman
B.N. Suresh Reddy Non-Executive Director
Mrs. G.Samyuktha Reddy Wife of Mr. G.Sivakumar Reddy, Chairman
Kuldeep Bhartee Non-Executive Director (resigned w.e.f. 13th April, 2022)
Zubin Songadwala Non-Executive Director (from 11th November, 2022) iii) Other related party and nature of relationship with whom the Company has transactions:
G. Pranav Reddy Non-Executive Director International Travel House Limited Associate of ITC Limited
Anil Chadha Non-Executive Director
N.R.Pradeep Reddy Non-Executive Director

iv) Summary of transactions during the year: (` in Lakhs)

Holding Company Others Key Management Personnel Relatives of Key

Management Personnel
2023 2022 2023 2022 2023 2022 2023 2022
Sales of services 58.85 39.02 3.62 3.62 - - - -
Purchase of goods 78.08 46.40 - - - - - -
Purchase of services: - -
- Hotel services 16.19 3.38 - - - - - -

- Service fee 572.11 260.98 - - - - - -

- Others - - 24.73 18.73 - - - -
Rent paid - - - - - - 11.83 11.76
Employee share based payments 18.04 2.13 - - - - - -
Managerial Remuneration (includes reimbursement to holding company amounting to - - - - 142.65 118.76 - -
`139.57 lakhs ; March 31, 2022: ` 110.95 Lakhs)
Reimbursement of contractual remuneration: - -

- Others 446.33 465.67 - - - - - -

Expenses recovered 46.25 46.42 - - - - - -

Expenses reimbursed: - -
- Others 217.42 155.76 - - - - - -

v) Outstanding balances arising from sales/purchase of goods and services : (` in Lakhs)

Holding Company Others Key Management Personnel Relatives of Key Management

Personnel
2023 2022 2023 2022 2023 2022 2023 2022
Balance outstanding at the year end :
- Receivables 0.49 1.44 0.30 1.21 - - - -
- Deposits taken - - 0.50 0.50 - - - -
- Payables (Refer note below) 86.72 106.64 1.08 - - - 2.00 0.88

Note: Net of TDS amounting to ` 54.94 Lakhs (March 31, 2022: ` 23.77 Lakhs)

28. Reconciliation of effective tax rate:

For the year ended For the year ended

31st March, 2023 31st March, 2022
(` in Lakhs) (` in Lakhs)

Profit/ (Loss) before income tax expense 933.40 (215.16)

Income tax calculated @ 25.17% 234.92 (54.15)

Effect of tax relating to uncertain tax positions 4.54 0.54

Benefit of previously unrecognised tax losses (60.64) 1.14

Income tax expense 178.82 (52.47)

381
 SRINIVASA RESORTS LIMITED

Notes to the Financial Statements (Contd.)

29. Employee Share Based Compensation:

(i) The eligible employees of ITC Limited (ITC), who are deputed to the Company at its request, are covered under the ITC Employee Stock Option
Schemes (ITC ESOS) and the ITC Employee Cash Settled Stock Appreciation Linked Reward Plan (ITC ESAR Plan) in accordance with the terms and
conditions of such schemes, details of which are as under:
ITC ESOS:
Each option entitles the holder there of to apply for and be allotted ten ordinary shares of ` 1.00 each of ITC upon payment of the
exercise price during the exercise period. These options vest over a period of three years from the date of grant and are exercisable within a
period of five years from the date of vesting. The options have been granted at the ‘market price’ as defined under the Securities and Exchange
Board of India (Share Based Employee Benefits) Regulations, 2014.
ITC ESAR:
Under the ITC ESAR Plan, eligible employees would receive cash linked to appreciation in the value of the shares of ITC in accordance with the
terms and conditions of this Plan. The stock appreciation units (SARs) vest over a period of five years from the date of grant and entitles each ESAR
grantee to the appreciation for the total number of ESAR Units vested.
(ii) The cost of stock options granted under ITC ESOS / SARs granted under ITC ESAR have been recognized as equity settled / cash settled share
based payments respectively in accordance with Ind AS 102 – Share Based Payment. In terms of said deputation arrangement, the Company has
accounted for the cost of the fair value of options / stock appreciation units granted to the deputed employees on-charge by ITC. The fair value of
the options / SARs granted is determined, using the Black Scholes Option Pricing model, by ITC for all the grantees covered under ITC ESOS / ITC
ESAR as a whole.
The summary of movement of such options granted by ITC Limited and the status of the outstanding options is as under:

As at As at
Particulars 31st March, 2023 31st March, 2022
No. of Options No. of Options
Outstanding at the beginning of the year 8,918 11,543
Add: Granted during the year 600 200
Options Forfeited / Surrendered during the year 0 (1350)
Options due to transfer in and transfer out 0 (1475)
Less: Exercised during the year 6386 -
Outstanding at the end of the year 3,132 8,918
Options exercisable at the end of the year 2,392 8,718
Options Vested and Exercisable during the year 60 -
Note: The weighted average exercise price of the options granted to all Optionees under the ITC ESOS is computed by ITC as a whole.
In accordance with Ind AS 102, an amount of ` 1.66 Lakhs (2022 – ` 0.21 Lakhs) towards ITC ESOS and ` 16.38 Lakhs (2022 – ` 1.92 Lakhs) towards
ITC ESAR has been recognized as employee benefits expense (Refer note 18). Such charge has been recognised as employee benefits expense with
corresponding credit to current / non – current financial liabilities, as applicable. (Refer note 12)

30. The following are analytical ratios for the year ended March 31, 2023 and March 31, 2022

Particulars Numerator Denominator 31st March, 31st March, Variance Reason for variance
2023 2022
Current ratio Current Assets Current Liabilities 3.09 4.30 (28%) Due to better management of working
capital, the company was able to
reduce its current ratio.
Debt - Equity Ratio (Refer Debt Equity – - -
note below)
Debt Service Coverage ratio Earnings for Debt Debt Service – - -
(Refer note below) Service
Return on Equity (ROE) Profit for the year Average total Equity 8.20% - - **
(in %)
Inventory Turnover ratio Gross Revenue from Average Inventories 59.93 29.76 101% Inventory optimisation measures were
(in times) sale of services undertaken to manage inventory with
reduced lead times and optimum
stocking .
Trade Receivable Turnover Gross Revenue from Average Trade 34.11 30.57 12%
Ratio (in times) sale of services Receivable
Trade Payable Turnover COGS+ Other Average Trade Payables 3.48 2.93 19%
Ratio (in times) Expenses- Non Cash
Expenditure
Net Capital Turnover Ratio Gross Revenue from Working Capital 1.76 0.88 101% Due to increase in the revenue, the
(in times) sale of services (Current Assets- company was able to effectively
Current Liabilities) improve the utilisation of net working
capital.
Net Profit ratio (in %) Profit for the year Gross Revenue from 11.20% - - **
sale of services
Return on Capital Employed Profit before Interest Average Capital 9.95% - - **
(in %) and Taxes Employed
Return on Investment (in %) Income from Average Investment 6.00% 3.96% 51% Due to increase in the revenues and
Investment (refer note 5) related collections post recovery from
pandemic, the company was able to
invest more funds
** Robust performance was delivered post recovery from pandemic
Note: Debt-Equity Ratio and Debt Service Coverage Ratio are not applicable to the Company.

382
 SRINIVASA RESORTS LIMITED

Notes to the Financial Statements (Contd.)

31. Financial instruments and related disclosures

I. Capital management
The Company’s financial strategy aims to provide adequate capital for its growth plans for generating superior guest experience and sustained
stakeholder value. Depending on the financial market scenario, nature of the funding requirements and cost of such funding, the Company decides
the optimum capital structure. Currently, there are no borrowings and operations are being funded through internal accruals. The Company aims at
maintaining a strong capital base so as to maintain adequate supply of funds towards future growth of its business as a going concern.

II. Categories of financial instruments

Note As at As at
31st March, 2023 31st March, 2022
Carrying Value Fair Value* Carrying Value Fair Value*
(` in Lakhs) (` in Lakhs) (` in Lakhs) (` in Lakhs)
A. Financial assets
a) Measured at amortised cost
i) Cash and cash equivalents 7 103.87 103.87 123.28 123.28
ii) Other bank balances 8 1000.00 1000.00 1650.21 1650.21
iii) Trade receivables 6 216.36 216.36 178.54 178.54
iv) Other financial assets 9 2074.42 2074.42 48.03 48.03
Sub - total 3394.65 3394.65 2000.06 2000.06
b) Measured at Fair value through Profit or Loss
i) Investment in mutual funds 5 4109.42 4109.42 3839.59 3839.59

Sub - total 4109.42 4109.42 3839.59 3839.59

Total financial assets 7504.07 7504.07 5839.65 5839.65

B. Financial liabilities
a) Measured at amortised cost
i) Trade payables 25 1391.06 1391.06 1130.17 1130.17
ii) Other financial liabilities 12 316.86 316.86 169.00 169.00
Sub - total 1707.92 1707.92 1299.17 1299.17
Total financial liabilities 1707.92 1707.92 1299.17 1299.17

* The fair value of trade payables, other financial liabilities, cash and cash equivalents, other bank balances, trade receivables and other financial assets
are considered to be the same as their carrying amounts due to their short term nature.
III. Financial risk management objectives
The Company has a system - based approach to risk management, anchored to policies and procedures and internal financial controls aimed at
ensuring early identification, evaluation and management of key financial risks (such as foreign currency risk, credit risk and liquidity risk) that may arise
as a consequence of its business operations as well as its investing activities. Accordingly, the Company’s risk management framework has the objective
of ensuring that such risks are managed within acceptable and approved risk parameters in a disciplined and consistent manner and in compliance with
applicable regulations. It also seeks to drive accountability in this regard.
a) Liquidity Risk:
The Company’s current assets aggregates ` 5,645.10 Lakhs (March 31, 2022 – ` 6158.61 Lakhs) including Current investments, Cash and cash
equivalents and Other bank balances of ` 5213.29 Lakhs (March 31, 2022 – ` 5613.08 Lakhs ) against an aggregate Current liability of ` 1824.66
Lakhs (March 31, 2022 – ` 1433.58 Lakhs). Further, while the Company’s total equity stands at ` 9574.96 Lakhs (March 31, 2022 – ` 8,823.93
Lakhs), it has no borrowings.
In such circumstances, liquidity risk or the risk that the Company may not be able to settle or meet its obligations as they become due does not
exist.
b) Foreign currency risk
The Company undertakes transactions denominated in foreign currency (mainly US Dollar) which are subject to exchange rate fluctuations.
Financial assets and liabilities denominated in foreign currency are also subject to reinstatement risks .
There are no outstanding foreign currency denominated financial assets and financial liabilities, as at the end of the reporting period.
As the transactions undertaken by the Company are in smaller denominations, taking forward cover for each transaction may not be economically
feasible. Hence, the Company uses Forward Exchange Contracts for select exposures, although not designated under hedge accounting. As
there are no large exposures, sensitivity analysis has not been provided.
c) Credit risk
Credit risk is the risk that counterparty will not meet its obligations under a financial instrument which may lead to a financial loss to the Company.
The Company is exposed to credit risk from its operating and investing activities (primarily trade receivables and investments).
The Company has policy of dealing on cash terms, to the extent practicable. Credit is extended only after due approvals and evaluation in terms
of the Credit Policy applicable for such sale. The process of extending credit, takes into account various factors such as publicly available financial
information, market feedback, and past business patterns etc. Many of the Company’s customers have been transacting for many years and the
incidence of bad debts has been low. Such credit limits extended to trade receivables are monitored by the dual structure of Hotel Unit Credit
Committee and Board of Directors and protective actions are initiated to avoid a default. In view of the short - term nature of its trade receivables,
the Company makes provision for credit risk on an individual basis, if any. All customer balances which are overdue for more than 180 days are
evaluated for provision and considered for impairment on an individual basis. Write offs are made with the approval of the Board of Directors.
The Company’s exposure to trade receivables on the reporting date, net of expected loss provisions, stood at ` 216.36 Lakhs (2022 - ` 178.54
Lakhs).
The movement of the expected loss provision (allowance for bad and doubtful loans and receivables etc.) made by the Company are as under:
(` in Lakhs)
Expected Credit Loss Provision
Particulars As at As at
31st March, 2023 31st March, 2022
Opening Balance 24.85 31.36
Add: Provisions made 0.87 –
Less: Provision reversed (8.40) (6.51)
Closing Balance 17.32 24.85

383
 SRINIVASA RESORTS LIMITED

Notes to the Financial Statements (Contd.)

Investments in deposits are made with banks and institutions, which are of investment grade and are managed by the Company through active monitoring
of balances and pre-determined parameters. Similarly, investment in debt mutual funds are made only with approved mutual funds and credit risk in such
funds are limited because the underlying investments are diversified and the Company’s investment framework considers the credit quality of the underlying
investments made by the fund house. There are limits for any exposure to financial institutions.
The Company’s investments that are measured at fair value through profit or loss stood at ` 4109.42 Lakhs (2022 - ` 3839.59 Lakhs).

32. Fair value hierarchy

The following table presents the fair value hierarchy of assets and liabilities:

Fair value As at 31st March, 2023 As at 31st March, 2022

hierarchy level Fair Value (` in Lakhs) Fair Value (` in Lakhs)
Financial assets
a) Measured at Fair Value through Profit or Loss
(i) Investment in mutual funds 1 4109.42 3839.59

Total 4109.42 3839.59

Fair value of the financial instruments is classified in various fair value hierarchies based on the following three levels:
Level 1: Quoted prices (unadjusted) in active market for identical assets or liabilities.
Level 2: Inputs other than quoted price included within level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e.
derived from prices). The fair value of financial instruments that are not traded in an active market is determined using market approach and valuation
techniques which maximize the use of observable market data and rely as little as possible on entity-specific estimates. If significant inputs required to fair
value an instrument are observable, the instrument is included in Level 2.
Derivatives are valued using valuation techniques with market observable inputs such as foreign exchange spot rates and forward rates at the end of the
reporting period.
Level 3: Inputs for the assets or liabilities that are not based on observable market data (unobservable inputs).
If one or more of the significant inputs is not based on observable market data, the fair value is determined using generally accepted pricing models
based on a discounted cash flow analysis, with the most significant inputs being the discount rate that reflects the credit risk of counterparty.

The fair value of trade receivables, trade payables and other current financial assets and liabilities is considered to be equal to the carrying amounts of these
items due to their short-term nature.
There has been no change in the valuation methodology for Level 3 inputs during the year. The Company has not classified any material financial
instruments under Level 3 of the fair value hierarchy. There were no transfers between Level 1 and Level 2 during the year.
33. The Financial Statements were approved for issue by the Board of Directors on April 15, 2023.

On behalf of the board

Gunupati Sivakumar Reddy Ashutosh Chhibba
Chairman Managing Director
DIN: 00439812 DIN: 08355922

Mandrita Bose
Chief Financial Officer

Place: Hyderabad
Date: April 15, 2023

384
 fortune park hotels limited

REPORT OF THE BOARD OF DIRECTORS FOR THE FINANCIAL YEAR ENDED

31ST MARCH, 2023
1. Your Directors submit their Report for the financial year ended 31st March, 2023. judgments and estimates that are reasonable and prudent so as to give a true
2. FINANCIAL PERFORMANCE and fair view of the state of affairs of the Company at the end of the financial
year and of the profit of the Company for that period;
During the year under review, your Company recorded an Operating Income of
` 4360.17 Lakhs (previous year: ` 2504.55 Lakhs) reflecting a growth of about iii) taken proper and sufficient care for the maintenance of adequate accounting
74% over the previous year. The Other Income of the Company was ` 75.23 Lakhs records in accordance with the provisions of the Act for safeguarding the assets
(previous year ` 34.53 Lakhs) and profit for the year was ` 534.40 Lakhs (previous of the Company and for preventing and detecting fraud and other irregularities;
year profit: ` 18.59 Lakhs). iv) prepared the Annual Accounts on a going concern basis; and
The financial results of your Company, summarised, are as under: v) devised proper systems to ensure compliance with the provisions of all
applicable laws and that such systems are adequate and operating effectively.
For the year For the year
ended 31st ended 31st 8. SUBSIDIARIES, ASSOCIATES AND JOINT VENTURES
Particulars
March, 2023 March, 2022 The Company does not have any subsidiary, associate or joint venture.
(` in lakhs) (` in lakhs)
9. PARTICULARS OF EMPLOYEES
Profits
The details of employees of the Company as required under Rule 5(2) of the
a. Profit Before Tax 784.29 46.14 Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014,
b. Less : Tax Expense are provided in Annexure 1 to this Report.
Current Tax 189.55 4.72 The Company seeks to enhance equal opportunities for men and women and is
Deferred Tax 60.34 22.83 committed to a gender-friendly workplace. Your company has an Internal Complaints
c. Profit for the year 534.40 18.59 Committee as per the provisions of the Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013, and the Rules made thereunder.
d. Other Comprehensive Income (13.99) 9.89
During the year, no complaint for sexual harassment was received.
e. Total Comprehensive Income 520.41 28.48
Retained Earnings 10. RISK MANAGEMENT

a. At the beginning of the year 1510.50 1482.02 The risk management framework of the Company is commensurate with its size
and nature of business. Management of risks vests with the executive management
b. Add : Profit for the year 534.40 18.59
which is responsible for the day-to-day conduct of the affairs of the Company, within
c. Add : Other Comprehensive Income (13.99) 9.89 the overall framework approved by the Board. The Internal Audit Department of ITC
d. At the end of the year 2030.91 1510.50 Limited, the holding company, as the Internal Auditor of your Company, periodically
carries out, at the request of the Company, risk focused audits with the objective of
3. DIVIDEND
identification of areas where risk management processes could be strengthened. The
Your Directors are pleased to recommend a final dividend of ` 12.50 per Equity Share Board annually reviews the effectiveness of the Company’s risk management systems
of ` 10/- each, for the year ended 31st March, 2023. Total cash outflow in this regard and policies.
will be ` 56.25 Lakhs.
A combination of policies and processes as outlined above adequately addresses the
4. OPERATIONAL PERFORMANCE various risks associated with the Company’s businesses.
Your Company, which caters to the ‘Mid-market to Upscale’ segment through a 11. INTERNAL FINANCIAL CONTROLS
chain of Fortune hotels, continues to forge new alliances and expand its footprints.
During the year, five hotels were added to the existing portfolio i.e. Fortune Select Your Company has in place adequate internal financial controls with respect to the
SG Highway Ahmedabad (91 rooms), Fortune Park Katra (61 rooms), Fortune Park financial statements, commensurate with its size and scale of operations. The Internal
Kufri (45 rooms), Fortune Walkway Mall Haldwani (58 rooms) and Fortune Resort Auditor of the Company periodically evaluates the adequacy and effectiveness of
Kalimpong (42 rooms). These properties are a mix of business and leisure hotels such internal financial controls. The Board provides guidance on internal controls
and are scaling up operations as per plan. With three new alliances signed during and also reviews internal audit findings and implementation of internal audit
the year- one each in Siliguri, Kanpur and Aligarh; your Company as on 31st March, recommendations.
2023 has 57 Alliances, 4416 rooms across 49 cities of India. Of these, 43 hotels are During the year under review, the internal financial controls in the Company with
in operation and the remaining 14 hotels, are in various stages of development, and respect to the financial statements were tested and no material weakness in the
slated to be commissioned in the coming years. design or operation of such controls was observed. Nonetheless, your Company
During the year, your Company has been awarded with Today’s Traveller Award recognises that any internal financial control framework, no matter how well
2022 for Best Upscale Business & Leisure Hotel Brand and VETA 2022- Best Upscale designed, has inherent limitations and accordingly, regular audit and review
Brand & VETA 2023- Most preferred premium business & leisure hotel brand. processes are undertaken to ensure that such systems are reinforced on an ongoing
5. DIRECTORS basis.

(a) Changes in Directors 12. CORPORATE SOCIAL RESPONSIBILITY (CSR)

During the year under review, there were no changes in the composition of the The Company was not required to make any contribution towards CSR activities for
Board of the Company. the financial year 2022-23, since none of the criteria prescribed in Section 135 of the
Act was applicable to the Company during the immediately preceding financial year
(b) Retirement by Rotation 2021-22. The Annual Report on CSR Activities of the Company as required under
In accordance with the provisions of Section 152 of the Companies Act, 2013 Sections 134 and 135 of the Act read with Rule 8 of the Companies (Corporate Social
(‘the Act’) read with Articles 143 and 144 of the Articles of Association of the Responsibility Policy) Rules, 2014 and Rule 9 of the Companies (Accounts) Rules,
Company, Mr. Ashish Thakar (DIN: 09383474), Director, will retire by rotation 2014 is provided in Annexure 2, to this Report.
at the ensuing Annual General Meeting (‘AGM’) of the Company and being
13. PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS
eligible, offers himself for re-appointment. Your Board has recommended his
re-appointment. During the year ended 31st March, 2023, the Company has neither given any loan
or guarantee nor has made any investment under Section 186 of the Act.
6. BOARD COMMITTEES AND MEETINGS
14. RELATED PARTY TRANSACTIONS
The present composition of your Board is as follows:
During the year under review, all contracts or arrangements entered into by your
Mr. N. Anand - Chairman & Non-Executive Director
Company with its related parties were in the ordinary course of business and on arm’s
Mr. A. Chadha - Non- Executive Director
length basis.
Mr. A. Thakar - Non- Executive Director
No material contracts or arrangements with related parties were entered during the
Mr. Samir M.C. - Managing Director
year under review. Accordingly, the disclosure of material related party transactions
Five meetings of the Board were held during the year ended 31st March, 2023. as required in terms of Section 134 of the Act read with Rule 8 of the Companies
Due to non applicability of the requirement for constituting a Corporate Social (Accounts) Rules, 2014 in Form AOC-2 is not applicable for this year.
Responsibility Committee pursuant to the provisions of Section 135(9) of the 15. DEPOSITS
Act, your Board approved dissolution of the said Committee with effect from 7th
October, 2022. Your Company has not accepted any deposit from the public / members under
Section 73 of the Act read with the Companies (Acceptance of Deposits) Rules, 2014.
7. DIRECTORS’ RESPONSIBILITY STATEMENT
16. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS / COURTS
As required under Section 134 of the Act, your Directors confirm having: / TRIBUNALS
i) followed in the preparation of the Annual Accounts, the applicable Accounting During the year under review, no significant or material order was passed by any
Standards with proper explanation relating to material departures, if any; Regulator / Court / Tribunal impacting the going concern status of the Company or
ii) selected such accounting policies and applied them consistently and made its future operations.

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17. ANNUAL RETURN at its managed hotels and has accordingly, initiated several eco-friendly processes
The Annual Return of the Company is available on its website at https://www. for energy and water conservation, waste management disposal and measures to
fortunehotels.in/annual-return control water, noise and environmental pollution. Routine maintenance is performed
18. COST RECORDS to keep all equipment in the most efficient state of operations.

The Company is not required to maintain cost records in terms of Section 148 of the As a result of the aforesaid measures, optimum utilization of energy being achieved
Act read with the Companies (Cost Records and Audit) Rules, 2014. in electrical units, PNG and water consumption.
19. STATUTORY AUDITORS Technology Absorption
Messrs. SRBC & CO LLP (‘SRBC’), Chartered Accountants were appointed as the The Company is in the hotels business which is a service industry and no specific
Company’s Statutory Auditors for a period of five years from the conclusion of the knowhow or technology was imported by the Company during the year. The
Twenty Fourth AGM held in 2019 till the conclusion of the Twenty Ninth AGM of the Company has not carried out any activities which can be construed as a research and
Company. development activity. However, the Company endeavors to adopt and use the latest
Pursuant to Section 142 of the Act, the Board has recommended for the approval of technologies to improve the efficiency and effectiveness of its operations leading to
the Members, remuneration of SRBC to conduct the statutory audit of the Company product improvement, cost reduction, product development or import substitution.
for the financial year 2023-24. Appropriate resolution seeking your approval to the
above is appearing in the Notice convening the ensuing AGM of the Company. Foreign Exchange Earnings and Outgo
There is no qualification, reservation, adverse remark or disclaimer given by the During the year under review, there were ‘NIL’ foreign exchange earnings (previous
Auditors in their Report on the financial statements of the Company for the year year: Nil) and foreign exchange outflow aggregated ` 130.39 lakhs (previous year:
ended 31st March, 2023. ` 29.53 lakhs).
20. COMPLIANCE WITH SECRETARIAL STANDARDS 22. ACKNOWLEDGEMENT
The Company is in compliance with the applicable Secretarial Standards issued by the The Directors acknowledge the assistance and support rendered by all the
Institute of Company Secretaries of India and approved by the Central Government stakeholders and look forward to the future with confidence.
under Section 118(10) of the Act.
21. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN
EXCHANGE EARNINGS AND OUTGO On behalf of the Board

Conservation of Energy Dated : 15th April, 2023 Samir M.C. A Thakar

The Company is committed to adopt eco-friendly and energy conservation practices Place : Gurugram Managing Director Director

Annexure 1 to the Report of the Board of Directors for the financial year ended 31st March, 2023
[Information pursuant to Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014]
Names of Employees Age Designation Gross Net Qualifications Experience Date of Previous
Remuneration Remuneration (Years) Commencement Employment /
(`) (`) of employment / Position held
deputation
1 2 3 4 5 6 7 8 9
Samir Mecherivalappil 47 Managing Director 2,88,13,889/- 1,46,60,030/- MBA, Diploma in 27 16.10.2017 ITC Limited, Hotels
Chandrasekharan* Hotel Management Division, Executive
Vice President
PK Hosmutt* 58 Head – Technical, 83,59,654/- 37,41,040/- B.E. Mechanical 38 01.04.2022 General Manager
EHS & Projects Projects, ITC Narmada
Dhananjay Saliankar* 58 Head-Sales & 82,80,626/- 41,67,960/- B. A. (Economics) 32 01.12.2017 ITC Limited, Hotels
Marketing Division, General
Manager – Sales &
Marketing
Gunjan Chadha* 49 Head Finance 81,77,579/- 45,96,027- ACA 26 04.12.2020 ITC Limited,
Finance Controller-
ITC Maurya
Arindam Kunar* 53 Vice President – 70,16,171/- 40,50,568/- Diploma in Hotel 32 01.01.2019 ITC Limited,
Operations Management Hotels Division,
General Manager
Operations
Raj Kamal Chopra* 56 Corporate Chef 63,90,281/- 32,66,055/- B.Com (P), Diploma in 36 01.04.2013 ITC Limited,
Hotel Management Executive Chef – ITC
Windsor
Saravanan Dhanabalu 50 Area Manager 34,90,860/- 25,51,479/- Bachelor of Science 28 05.09.2007 Auromatrix Hotels
(South) Private Limited,
General Manager
Sharad Bhargava 47 Head – Business 34,82,100/- 25,31,719/- Diploma in Hotel 27 01.08.2018 Sarovar Hotels Private
Development Management and Limited, General
Catering Technology Manager-
Development
Ajay Joginderlal Sharma 56 Area Manager 34,14,684/- 26,18,781/- Diploma in Hotel 35 19.05.2015 Elixir Enterprises and
(North) Management and Hotels Private Limited,
Catering Technology Manager
Vipin Ganesha Kudva 40 Regional Manager 33,69,370/- 25,42,877/- Post Graduate 17 01.10.2019 Keys Hotels, Director -
(West), Sales Diploma in Regional Sales
Management
* On deputation from ITC Limited, the holding company (ITC).

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 fortune park hotels limited

Notes:
a. In respect of employees on deputation, gross remuneration disclosed as above is the deputation cost which is borne by the Company.
b. For all other employees, gross remuneration includes salary, variable pay/ performance bonus, allowances & other benefits / applicable perquisites borne by the
Company, except provisions for gratuity and leave encashment which are actuarially determined on an overall Company basis. The term ‘remuneration’ has the
meaning assigned to it under the Companies Act, 2013.
c. Net remuneration comprises cash income less income tax, education cess deducted at source and employee’s own contribution to provident fund.
d. Certain employees on deputation from ITC may been granted Stock Options by ITC under its Employee Stock Option Schemes at ‘market price’ [within the
meaning of the Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021]. Since these Stock Options are
not tradeable, no perquisite or benefit is immediately conferred upon the employees by such grant of Options, and accordingly the said grants have not been
considered as remuneration.
e. All appointments (except deputed employees) are / were contractual in accordance with terms and conditions as per the Company’s Rules.
f. The aforesaid employees are neither relative of any Director of the Company nor hold any equity shares in the Company in individual capacity.
On behalf of the Board

Dated : 15th April, 2023 Samir M.C. A Thakar

Place : Gurugram Managing Director Director

Annexure 2 to the Report of the Board of Directors

Annual Report on Corporate Social Responsibility (CSR) Activities of the Company for the financial year ended 31st March, 2023
1. A brief outline on CSR Policy of the Company:
The Company being a wholly owned subsidiary of ITC Limited (‘ITC’) discharges its responsibility by aligning itself with the CSR Policy of ITC and by undertaking CSR activities in
areas or subjects which are independent of the normal conduct of the Company’s business and are covered under the activities listed in Schedule VII read with Section 135 of the
Companies Act, 2013 (‘the Act’) and the Companies (Corporate Social Responsibility Policy) Rules, 2014.
The Company’s CSR Programmes are implemented (i) directly, or (ii) through a registered public trust or a registered society or foundation or a company under Section 8 of the
Act, established by ITC (Collectively, ITC Entities), having track record of at least three years in undertaking similar activities, or (iii) through other eligible implementing agencies.
The Company may also collaborate with ITC or other companies for undertaking CSR Programmes in such a manner that the respective companies are in a position to report
separately on the CSR activities being undertaken.
2. Composition of the CSR Committee as on 31st March, 2023: Not Applicable
3. The web-link where composition of CSR Committee, CSR Policy and CSR projects approved by the Board are disclosed on the website of the Company:
https://www.fortunehotels.in/csr
4. Executive Summary alongwith the web-link(s) of Impact Assessment of CSR projects carried out in pursuance of sub-rule (3) of Rule 8 of the Companies (Corporate Social Respon-
sibility Policy) Rules, 2014, if applicable: Not Applicable.
5. Average net profits of the Company as per Section 135(5): ` 14.88 Lakhs

(a) Two percent of average net profits of the Company as per Section 135(5) Since the provision of section 135 of the Act is not applicable on the
Company, the prescribed CSR expenditure has been considered nil for
the financial year 2022-23.
(b) Surplus arising out of the CSR projects or programmes or activities of the Nil
previous financial years
(c) Amount required to be set off for the financial year, if any Nil
(d) Total CSR obligation for the financial year (5a+5b-5c) Nil

6. (a) Amount spent on CSR Projects (both Ongoing Project and other than Ongoing Project): Nil
(b) Amount spent in Administrative Overheads: Nil
(c) Amount spent on Impact Assessment, if applicable: Nil
(d) Total amount spent for the Financial Year [6(a)+6(b)+6(c)]: Nil
(e) CSR amount spent or unspent for the financial year: Nil

Total Amount Spent for the Amount Unspent (in `)

Financial Year (in `)
Total Amount transferred to Unspent CSR Account as Amount transferred to any fund specified under Schedule
per Section 135(6) VII as per second proviso to Section 135(5)
Amount (`) Date of transfer Name of the Fund Amount (`) Date of transfer
Nil Not Applicable

(f) Excess amount for set off, if any: Not Applicable

Sl. No. Particular Amount (in `)

(1) (2) (3)

(i) Two percent of average net profit of the Company as per Section 135(5)

(ii) Total amount spent for the Financial Year

(iii) Excess amount spent for the financial year [(ii)-(i)] Not Applicable

(iv) Surplus arising out of the CSR projects or programmes or activities of the previous financial years, if any

(v) Amount available for set off in succeeding financial years [(iii)-(iv)]

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7. (a) Details of Unspent CSR amount for the preceding three financial years:

Sl. Preceding Amount transferred Balance Amount Amount spent Amount transferred to any fund Amount remaining to Deficiency,
No. Financial Year to Unspent CSR in Unspent CSR in the reporting specified under Schedule VII as be spent in succeed- if any
Account under Account under Financial Year per Section 135(6), if any ing financial years
Section 135 (6) subsection (6) of (in `) Amount (in `) Date of (in `)
(in `) Section 135 transfer
( in `)
Not Applicable

8. Whether any capital assets have been created or acquired through CSR amount spent in the financial year:
Yes 3 No
If Yes, enter the number of Capital assets created/acquired: Not Applicable
Furnish the details relating to such asset(s) so created or acquired through CSR amount spent in the financial year:

Sl. Short particulars of the property Pincode of the Date of Amount of CSR Details of entity/ Authority/ beneficiary of the
No. or asset(s) [including complete property or creation amount spent registered owner
address and location of the asset(s) CSR Registration Name Registered
property] Number, if applicable address
Not Applicable
9. Specify the reason(s), if the Company has failed to spend two per cent of the average net profit as per Section 135(5): Not Applicable

On behalf of the Board

Dated : 15th April, 2023 Samir M.C. A. Thakar

Place : Gurugram Managing Director Director

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 fortune park hotels limited

INDEPENDENT AUDITOR’S REPORT

TO THE MEMBERS OF FORTUNE PARK HOTELS LIMITED
Report on the Audit of the Financial Statements
Opinion statements, whether due to fraud or error, design and perform audit
We have audited the accompanying Ind AS financial statements of Fortune procedures responsive to those risks, and obtain audit evidence that is
Park Hotels Limited (“the Company”), which comprise the Balance sheet as at sufficient and appropriate to provide a basis for our opinion. The risk of not
March 31, 2023, the Statement of Profit and Loss, including the statement of detecting a material misstatement resulting from fraud is higher than for
Other Comprehensive Income, the Cash Flow Statement and the Statement of one resulting from error, as fraud may involve collusion, forgery, intentional
Changes in Equity for the year then ended, and notes to the Ind AS financial omissions, misrepresentations, or the override of internal control.
statements, including a summary of significant accounting policies and other • Obtain an understanding of internal control relevant to the audit in order to
explanatory information. design audit procedures that are appropriate in the circumstances. Under
In our opinion and to the best of our information and according to the section 143(3)(i) of the Act, we are also responsible for expressing our
explanations given to us, the aforesaid Ind AS financial statements give the opinion on whether the Company has adequate internal financial controls
information required by the Companies Act, 2013, as amended (“the Act”) with reference to Ind AS financial statements in place and the operating
in the manner so required and give a true and fair view in conformity with effectiveness of such controls.
the accounting principles generally accepted in India, of the state of affairs of • Evaluate the appropriateness of accounting policies used and the
the Company as at March 31, 2023, its profit including other comprehensive reasonableness of accounting estimates and related disclosures made by
income, its cash flows and the changes in equity for the year ended on that management.
date. • Conclude on the appropriateness of management’s use of the going
Basis for Opinion concern basis of accounting and, based on the audit evidence obtained,
We conducted our audit of the Ind AS financial statements in accordance with whether a material uncertainty exists related to events or conditions that
the Standards on Auditing (SAs), as specified under section 143(10) of the Act. may cast significant doubt on the Company’s ability to continue as a going
Our responsibilities under those Standards are further described in the ‘Auditor’s concern. If we conclude that a material uncertainty exists, we are required
Responsibilities for the Audit of the Ind AS Financial Statements’ section of our to draw attention in our auditor’s report to the related disclosures in the Ind
report. We are independent of the Company in accordance with the ‘Code AS financial statements or, if such disclosures are inadequate, to modify our
of Ethics’ issued by the Institute of Chartered Accountants of India together opinion. Our conclusions are based on the audit evidence obtained up to
with the ethical requirements that are relevant to our audit of the Ind AS the date of our auditor’s report. However, future events or conditions may
financial statements under the provisions of the Act and the Rules thereunder, cause the Company to cease to continue as a going concern.
and we have fulfilled our other ethical responsibilities in accordance with these • Evaluate the overall presentation, structure and content of the Ind AS
requirements and the Code of Ethics. We believe that the audit evidence we financial statements, including the disclosures, and whether the Ind AS
have obtained is sufficient and appropriate to provide a basis for our audit financial statements represent the underlying transactions and events in a
opinion on the Ind AS financial statements. manner that achieves fair presentation.
Other Information We communicate with those charged with governance regarding, among
The Company’s Board of Directors is responsible for the other information. The other matters, the planned scope and timing of the audit and significant
other information comprises the information included in the Director report, audit findings, including any significant deficiencies in internal control that
but does not include the Ind AS financial statements and our auditor’s report we identify during our audit.
thereon. We also provide those charged with governance with a statement that we
Our opinion on the Ind AS financial statements does not cover the other have complied with relevant ethical requirements regarding independence,
information and we do not express any form of assurance conclusion thereon. and to communicate with them all relationships and other matters that
In connection with our audit of the Ind AS financial statements, our responsibility may reasonably be thought to bear on our independence, and where
is to read the other information and, in doing so, consider whether such other applicable, related safeguards.
information is materially inconsistent with the Ind AS financial statements or Report on Other Legal and Regulatory Requirements
our knowledge obtained in the audit or otherwise appears to be materially 1. As required by the Companies (Auditor’s Report) Order, 2020 (“the
misstated. If, based on the work we have performed, we conclude that there is Order”), issued by the Central Government of India in terms of sub-section
a material misstatement of this other information, we are required to report that (11) of section 143 of the Act based on our audit, we give in the “Annexure
fact. We have nothing to report in this regard. 1” a statement on the matters specified in paragraphs 3 and 4 of the Order.
Responsibility of Management for the Ind AS Financial Statements 2. As required by Section 143(3) of the Act, we report that:
The Company’s Board of Directors is responsible for the matters stated in (a) We have sought and obtained all the information and explanations
section 134(5) of the Act with respect to the preparation of these Ind AS which to the best of our knowledge and belief were necessary for the
financial statements that give a true and fair view of the financial position, purposes of our audit;
financial performance including other comprehensive income, cash flows and (b) In our opinion, proper books of account as required by law have been
changes in equity of the Company in accordance with the accounting principles kept by the Company so far as it appears from our examination of
generally accepted in India, including the Indian Accounting Standards (Ind those books;
AS) specified under section 133 of the Act read with the Companies (Indian
(c) The Balance Sheet, the Statement of Profit and Loss including the
Accounting Standards) Rules, 2015, as amended. This responsibility also includes
Statement of Other Comprehensive Income, the Cash Flow Statement
maintenance of adequate accounting records in accordance with the provisions
and Statement of Changes in Equity dealt with by this Report are in
of the Act for safeguarding of the assets of the Company and for preventing
agreement with the books of account;
and detecting frauds and other irregularities; selection and application of
appropriate accounting policies; making judgments and estimates that are (d) In our opinion, the aforesaid Ind AS financial statements comply with
reasonable and prudent; and the design, implementation and maintenance of the Accounting Standards specified under Section 133 of the Act,
adequate internal financial controls, that were operating effectively for ensuring read with Companies (Indian Accounting Standards) Rules, 2015, as
the accuracy and completeness of the accounting records, relevant to the amended;
preparation and presentation of the Ind AS financial statements that give a (e) On the basis of the written representations received from the directors
true and fair view and are free from material misstatement, whether due to as on March 31, 2023 taken on record by the Board of Directors,
fraud or error. none of the directors is disqualified as on March 31, 2023 from being
In preparing the Ind AS financial statements, management is responsible for appointed as a director in terms of Section 164 (2) of the Act;
assessing the Company’s ability to continue as a going concern, disclosing, as (f) With respect to the adequacy of the internal financial controls with
applicable, matters related to going concern and using the going concern basis reference to these Ind AS financial statements and the operating
of accounting unless management either intends to liquidate the Company or effectiveness of such controls, refer to our separate Report in
to cease operations, or has no realistic alternative but to do so. “Annexure 2” to this report;
Those Board of Directors are also responsible for overseeing the Company’s (g) In our opinion, the managerial remuneration for the year ended March
financial reporting process. 31, 2023 has been paid / provided by the Company to its directors in
Auditor’s Responsibilities for the Audit of the Ind AS Financial Statements accordance with the provisions of section 197 read with Schedule V to
the Act;
Our objectives are to obtain reasonable assurance about whether the Ind AS
financial statements as a whole are free from material misstatement, whether (h) With respect to the other matters to be included in the Auditor’s
due to fraud or error, and to issue an auditor’s report that includes our opinion. Report in accordance with Rule 11 of the Companies (Audit and
Reasonable assurance is a high level of assurance, but is not a guarantee that Auditors) Rules, 2014, as amended in our opinion and to the best of
an audit conducted in accordance with SAs will always detect a material our information and according to the explanations given to us:
misstatement when it exists. Misstatements can arise from fraud or error and are i. The Company does not have any pending litigations which would
considered material if, individually or in the aggregate, they could reasonably impact its financial position;
be expected to influence the economic decisions of users taken on the basis of ii. The Company did not have any long-term contracts including
these Ind AS financial statements. derivative contracts for which there were any material foreseeable
As part of an audit in accordance with SAs, we exercise professional judgment losses;
and maintain professional skepticism throughout the audit. We also: iii. There were no amounts which were required to be transferred to
• Identify and assess the risks of material misstatement of the Ind AS financial the Investor Education and Protection Fund by the Company.

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 fortune park hotels limited

iv. a) The management has represented that, to the best of its notice that has caused us to believe that the representations
knowledge and belief, no funds have been advanced or loaned under sub-clause (a) and (b) contain any material misstatement.
or invested (either from borrowed funds or share premium or v. As stated in Note B of Statement of changes in equity (SOCE) to
any other sources or kind of funds) by the company to or in the standalone Ind AS financial statements, the Board of Directors
any other person(s) or entity(ies), including foreign entities of the Company have proposed final dividend for the year which
(“Intermediaries”), with the understanding, whether recorded in is subject to the approval of the members at the ensuing Annual
writing or otherwise, that the Intermediary shall, whether, directly General Meeting. The dividend declared is in accordance with
or indirectly lend or invest in other persons or entities identified Section 123 of the Act to the extent it applies to declaration of
in any manner whatsoever by or on behalf of the company dividend.
(“Ultimate Beneficiaries”) or provide any guarantee, security or vi. As proviso to rule 3(1) of the Companies (Accounts) Rules, 2014
the like on behalf of the Ultimate Beneficiaries; is applicable for the company only w.e.f. April 1, 2023, reporting
b) The management has represented that, to the best of its knowledge under this clause is not applicable.
and belief, no funds have been received by the company from For SRBC & CO LLP
any person(s) or entity(ies), including foreign entities (“Funding
Parties”), with the understanding, whether recorded in writing or Chartered Accountants
otherwise, that the company shall, whether, directly or indirectly, ICAI Firm Registration Number: 324982/E300003
lend or invest in other persons or entities identified in any manner
per Ajay Bansal
whatsoever by or on behalf of the Funding Party (“Ultimate
Partner
Beneficiaries”) or provide any guarantee, security or the like on
Membership Number: 502243
behalf of the Ultimate Beneficiaries; and
UDIN:23502243BGTIUF7733
c) Based on such audit procedures that were considered reasonable Place of Signature: Gurugram
and appropriate in the circumstances, nothing has come to our Date: 15th April, 2023

ANNEXURE 1 REFERRED TO IN PARAGRAPH 1 UNDER THE HEADING “REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS OF OUR
REPORT ON EVEN DATE
Re: Fortune Park Hotels Limited (‘the Company’) (f) The Company has not granted any loans or advances in the nature
(i) (a) (A) The Company has maintained proper records showing full of loans, either repayable on demand or without specifying any
particulars, including situation and quantitative details of terms or period of repayment to companies, firms, Limited Liability
Property, Plant and Equipment. Partnerships or any other parties. Accordingly, the requirement
to report on clause 3(iii)(f) of the Order is not applicable to the
(B) The Company has not capitalized any intangible assets in the Company.
books of the Company and accordingly, the requirement to
report on clause 3(i)(a)(B) of the Order is not applicable to (iv) There are no loans, investments, guarantees, and security in respect
of which provisions of sections 185 and 186 of the Companies Act,
the Company.
2013 are applicable and accordingly, the requirement to report on
(b) Property, Plant and Equipment have been physically verified by the clause 3(iv) of the Order is not applicable to the Company.
management during the year and no material discrepancies were
(v) The Company has neither accepted any deposits from the public
identified on such verification.
nor accepted any amounts which are deemed to be deposits within
(c) There is no immovable property (other than properties where the the meaning of sections 73 to 76 of the Companies Act and the
Company is the lessee and the lease agreements are duly executed rules made thereunder, to the extent applicable. Accordingly, the
in favour of the lessee), held by the Company and accordingly, requirement to report on clause 3(v) of the Order is not applicable
the requirement to report on clause 3(i)(c) of the Order is not to the Company.
applicable to the Company.
(vi) The Company is not in the business of sale of any goods or
(d) The Company has not revalued its Property, Plant and Equipment provision of such services as prescribed. Accordingly, the
(including Right of use assets) or intangible assets during the year requirement to report on clause 3(vi) of the Order is not applicable
ended March 31, 2023. to the Company.
(e) There are no proceedings initiated or are pending against the (vii) (a) Undisputed statutory dues including goods and services tax,
Company for holding any benami property under the Prohibition provident fund, employees’ state insurance, income-tax, cess
of Benami Property Transactions Act, 1988 and rules made and other statutory dues have generally been regularly deposited
thereunder. with the appropriate authorities Undisputed statutory dues
(ii) (a) The Company’s business does not require maintenance of including duty of custom, duty of excise, value added tax, sales-
inventories and, accordingly, the requirement to report on clause tax, service tax, are not applicable to the company. According to
3(ii)(a) of the Order is not applicable to the Company. the information and explanations given to us and based on audit
(b) The Company has not been sanctioned working capital limits procedures performed by us, no undisputed amounts payable in
in excess of Rs. five crores in aggregate from banks or financial respect of these statutory dues were outstanding, at the year end,
institutions during any point of time of the year on the basis of for a period of more than six months from the date they became
security of current assets. Accordingly, the requirement to report payable.
on clause 3(ii)(b) of the Order is not applicable to the Company. (b) There are no dues of goods and services tax, provident fund,
(iii) (a) During the year the Company has not provided loans, advances employees’ state insurance, income tax, sales-tax, service tax,
in the nature of loans, stood guarantee or provided security to customs duty, excise duty, value added tax, cess, goods and service
companies, firms, Limited Liability Partnerships or any other tax and other statutory dues which have not been deposited on
parties. Accordingly, the requirement to report on clause 3(iii)(a) account of any dispute.
of the Order is not applicable to the Company. (viii) The Company has not surrendered or disclosed any transaction,
(b) During the year the Company has not made investments, provided previously unrecorded in the books of account, in the tax
assessments under the Income Tax Act, 1961 as income during the
guarantees, provided security and granted loans and advances
year. Accordingly, the requirement to report on clause 3(viii) of the
in the nature of loans to companies, firms, Limited Liability
Order is not applicable to the Company.
Partnerships or any other parties. Accordingly, the requirement
to report on clause 3(iii)(b) of the Order is not applicable to the (ix) (a) The Company has not defaulted in repayment of loans or other
Company. borrowings or in the payment of interest thereon to any lender.
(c) The Company has not granted loans and advances in the nature (b) The Company has not been declared willful defaulter by any
of loans to companies, firms, Limited Liability Partnerships or any bank or financial institution or government or any government
other parties. Accordingly, the requirement to report on clause authority.
3(iii)(c) of the Order is not applicable to the Company. (c) The Company did not have any term loans outstanding during
(d) The Company has not granted loans or advances in the nature the year hence, the requirement to report on clause (ix)(c) of the
of loans to companies, firms, Limited Liability Partnerships or any Order is not applicable to the Company.
other parties. Accordingly, the requirement to report on clause (d) The Company did not raise any funds during the year hence,
3(iii)(d) of the Order is not applicable to the Company. the requirement to report on clause (ix)(d) of the Order is not
(e) There were no loans or advance in the nature of loan granted applicable to the Company.
to companies, firms, Limited Liability Partnerships or any other (e) The Company does not have any subsidiary, associate or joint
parties. Accordingly, the requirement to report on clause 3(iii)(e) venture. Accordingly, the requirement to report on Clause 3(ix)(e)
of the Order is not applicable to the Company. of the Order is not applicable to the Company.

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 fortune park hotels limited

(f) The Company does not have any subsidiary, associate or joint (b) The Company has not conducted any Non-Banking Financial or
venture. Accordingly, the requirement to report on Clause 3(ix)(f) Housing Finance activities without obtained a valid Certificate
of the Order is not applicable to the Company. of Registration (CoR) from the Reserve Bank of India as per the
(x) (a) The Company has not raised any money during the year by Reserve Bank of India Act, 1934.
way of initial public offer / further public offer (including debt (c) The Company is not a Core Investment Company as defined in
instruments) hence, the requirement to report on clause 3(x)(a) of the regulations made by Reserve Bank of India. Accordingly,
the Order is not applicable to the Company. the requirement to report on clause 3(xvi) of the Order is not
(b) The Company has not made any preferential allotment or applicable to the Company.
private placement of shares /fully or partially or optionally (d) As represented to us, the Group does not have more than one
convertible debentures during the year under audit and hence, Core Investment Company as part of the Group and accordingly
the requirement to report on clause 3(x)(b) of the Order is not reporting under clause (xvi)(d) of the Order is not applicable.
applicable to the Company. (xvii) The Company has not incurred cash losses during the year and the
(xi) (a) No fraud by the Company or no fraud on the Company has been immediate preceding financial year.
noticed or reported during the year. (xviii) There has been no resignation of the statutory auditors during the
(b) During the year, no report under sub-section (12) of section 143 of year and accordingly requirement to report on Clause 3(xviii) of
the Companies Act, 2013 has been filed by cost auditor/ secretarial the Order is not applicable to the Company.
auditor or by us in Form ADT – 4 as prescribed under Rule 13 (xix) On the basis of the financial ratios disclosed in note 27 to the Ind
of Companies (Audit and Auditors) Rules, 2014 with the Central AS financial statements, ageing and expected dates of realization
Government. of financial assets and payment of financial liabilities, other
(c) As represented to us by the management, the whistle blower information accompanying the Ind AS financial statements, our
policy is not applicable to the company. knowledge of the Board of Directors and management plans
(xii) (a) The Company is not a nidhi Company as per the provisions of and based on our examination of the evidence supporting the
the Companies Act, 2013. Therefore, the requirement to report on assumptions, nothing has come to our attention, which causes
clause 3(xii)(a) of the Order is not applicable to the Company. us to believe that any material uncertainty exists as on the date
of the audit report that Company is not capable of meeting its
(b) The Company is not a nidhi company as per the provisions of the
liabilities existing at the date of balance sheet as and when they fall
Companies Act, 2013. Therefore, the requirement to report on
due within a period of one year from the balance sheet date. We,
clause 3(xii)(b) of the Order is not applicable to the Company.
however, state that this is not an assurance as to the future viability
(c) The Company is not a nidhi company as per the provisions of the of the Company. We further state that our reporting is based on
Companies Act, 2013. Therefore, the requirement to report on the facts up to the date of the audit report and we neither give any
clause 3(xii)(c) of the Order is not applicable to the Company. guarantee nor any assurance that all liabilities falling due within a
(xiii) Transactions with the related parties are in compliance with period of one year from the balance sheet date, will get discharged
sections 188 of Companies Act, 2013 where applicable and the by the Company as and when they fall due.
details have been disclosed in the notes to the Ind AS financial (xx) (a) Section 135 of Company’s Act, 2013 is not applicable on the
statements, as required by the applicable accounting standards. company, hence, the requirement to report on clause 3(xx)(a) of
The provisions of section 177 are not applicable to the Company the Order is not applicable to the Company.
and accordingly the requirements to report under clause 3(xiii)
(b) Section 135 of Company’s Act, 2013 is not applicable on the
of the Order insofar as it relates to section 177 of the Act is not
company, hence, the requirement to report on clause 3(xx)(b) of
applicable to the Company.
the Order is not applicable to the Company.
(xiv) The Company has implemented internal audit system on a
(c) Section 135 of Company’s Act, 2013 is not applicable on the
voluntary basis which is commensurate with the size of the
company, hence, the requirement to report on clause 3(xx)(c) of
Company and nature of its business though it is not required to
the Order is not applicable to the Company.
have an internal audit system under Section 138 of the Companies
Act, 2013 (xxi) The company does not have any subsidiaries, associates, joint
ventures. Accordingly, the requirement to report on clause 3(xxi)
The internal audit reports of the Company issued till the date of
of the Order is not applicable to the Company.
the audit report, for the period under audit have been considered
by us. For SRBC & CO LLP
Chartered Accountants
(xv) The Company has not entered into any non-cash transactions
ICAI Firm Registration Number: 324982/E300003
with its directors or persons connected with its directors and
hence requirement to report on clause 3(xv) of the Order is not per Ajay Bansal
applicable to the Company. Partner
Membership Number: 502243
(xvi) (a) The provisions of section 45-IA of the Reserve Bank of India Act,
UDIN:23502243BGTIUF7733
1934 (2 of 1934) are not applicable to the Company. Accordingly, Place of Signature: Gurugram
the requirement to report on clause (xvi)(a) of the Order is not Date: 15th April, 2023
applicable to the Company.

ANNEXURE TO THE INDEPENDENT AUDITOR’S REPORT OF EVEN DATE ON THE IND AS FINANCIAL STATEMENTS OF FORTUNE PARK HOTELS LIMITED

Report on the Internal Financial Controls under Clause (i) of Sub- internal financial controls that were operating effectively for ensuring
section 3 of Section 143 of the Companies Act, 2013 (“the Act”) the orderly and efficient conduct of its business, including adherence
We have audited the Internal financial controls over financial reporting to the Company’s policies, the safeguarding of its assets, the prevention
of Fortune Park Hotels Limited (“the Company”) as of March 31, 2023 and detection of frauds and errors, the accuracy and completeness of
in conjunction with our audit of the Ind AS financial statements of the the accounting records, and the timely preparation of reliable financial
Company for the year ended on that date. information, as required under the Companies Act, 2013.

Management’s Responsibility for Internal Financial Controls Auditor’s Responsibility

The Company’s Management is responsible for establishing and Our responsibility is to express an opinion on the Company’s internal
maintaining internal financial controls based on the internal control over financial controls over financial reporting with reference to these Ind
financial reporting criteria established by the Company considering the AS financial statements based on our audit. We conducted our audit in
essential components of internal control stated in the Guidance Not on accordance with the Guidance Note on Audit of Internal Financial Controls
Audit of Internal Financial Controls Over Financial Reporting issued by Over Financial Reporting (the “Guidance Note”) and the Standards on
the Institute of Chartered Accountants of India. These responsibilities Auditing as specified under section 143(10) of the Companies Act, 2013,
include the design, implementation and maintenance of adequate to the extent applicable to an audit of internal financial controls and, both
issued by the Institute of Chartered Accountants of India. Those Standards

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 fortune park hotels limited

and the Guidance Note require that we comply with ethical requirements in accordance with authorisations of management and directors of the
and plan and perform the audit to obtain reasonable assurance about company; and (3) provide reasonable assurance regarding prevention or
whether adequate internal financial controls over financial reporting timely detection of unauthorised acquisition, use, or disposition of the
with reference to these Ind AS financial statements was established company’s assets that could have a material effect on the Ind AS financial
and maintained and if such controls operated effectively in all material statements.
respects. Inherent Limitations of Internal Financial Controls Over Financial
Our audit involves performing procedures to obtain audit evidence about Reporting with Reference to these Ind AS Financial Statements
the adequacy of the internal financial controls over financial reporting Because of the inherent limitations of internal financial controls over
with reference to these Ind AS financial statements and their operating financial reporting with reference to these Ind AS financial statements,
effectiveness. Our audit of internal financial controls over financial including the possibility of collusion or improper management override
reporting included obtaining an understanding of internal financial of controls, material misstatements due to error or fraud may occur
controls over financial reporting with reference to these Ind AS financial and not be detected. Also, projections of any evaluation of the internal
statements, assessing the risk that a material weakness exists, and testing financial controls over financial reporting with reference to these Ind
and evaluating the design and operating effectiveness of internal control AS financial statements to future periods are subject to the risk that the
based on the assessed risk. The procedures selected depend on the internal financial control over financial reporting with reference to these
auditor’s judgement, including the assessment of the risks of material Ind AS financial statements may become inadequate because of changes
misstatement of the Ind AS financial statements, whether due to fraud in conditions, or that the degree of compliance with the policies or
or error. procedures may deteriorate.
We believe that the audit evidence we have obtained is sufficient and Opinion
appropriate to provide a basis for our audit opinion on the internal
In our opinion, the Company has, in all material respects, adequate
financial controls over financial reporting with reference to these Ind AS
internal financial controls over financial reporting with reference to these
financial statements.
Ind AS financial statements and such internal financial controls over
Meaning of Internal Financial Controls Over Financial Reporting with financial reporting with reference to these Ind AS financial statements
Reference to these Financial Statements were operating effectively as at March 31, 2023, based on the internal
A company’s internal financial control over financial reporting with control over financial reporting criteria established by the Company
reference to these Ind AS financial statements is a process designed considering the essential components of internal control stated in the
to provide reasonable assurance regarding the reliability of financial Guidance Note on Audit of Internal Financial Controls Over Financial
reporting and the preparation of Ind AS financial statements for external Reporting issued by the Institute of Chartered Accountants of India.
purposes in accordance with generally accepted accounting principles. A For SRBC & CO LLP
company’s internal financial control over financial reporting with reference Chartered Accountants
to these Ind AS financial statements includes those policies and procedures ICAI Firm Registration Number: 324982/E300003
that (I) pertain to the maintenance of records that, in reasonable detail,
per Ajay Bansal
accurately and fairly reflect the transactions and dispositions of the assets
Partner
of the company; (2) provide reasonable assurance that transactions Membership Number: 502243
are recorded as necessary to permit preparation of Ind AS financial UDIN:23502243BGTIUF7733
statements in accordance with generally accepted accounting principles, Place of Signature: Gurugram
and that receipts and expenditures of the company are being made only Date: 15th April, 2023

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 fortune park hotels limited

BALANCE SHEET AS AT 31ST MARCH, 2023

(All amounts in rupees lakhs unless otherwise stated)

Notes As at As at
31st March, 2023 31st March, 2022
ASSETS
Non-current assets
Property, plant and equipment 3(a) 17.43 11.13
Other financial Assets 3(b) 500,00 –
Deferred tax assets (net) 4 390.71 446.34
Income tax assets (net) 5 518.81 463.98
Total non-current assets 1,426.95 921.45
Current assets
Financial assets
i. Investments 6(a) 1,135.05 486.69
ii. Trade receivables 6(b) 996.04 1,073.39
iii. Cash and cash equivalents 6(c) 186.52 67.01
iv. Others 6(d) 82.02 67.24
Other current assets 7 44.15 23.94
Total current assets 2,443.77 1,718.27
Total assets 3,870.72 2,639.72
EQUITY AND LIABILITIES
Equity share capital 8 45.00 45.00
Other equity 2,398.39 1,877.98
Total equity 2,443.39 1,922.98
LIABILITIES
Non-current liabilities
Other financial liabilities 9(a) 146.67 36.02
Provisions 10(a) 48.74 48.03
Total non-current liabilities 195.41 84.05
Current liabilities
Financial liabilities
i. Trade payables 9(b)
Total outstanding dues of micro enterprises and small – –
enterprises
Total outstanding dues of creditors other than micro 324.61 113.43
enterprises and small enterprises
ii. Other financial liabilities 9(c) 475.29 170.26
Provisions 10(b) 158.00 101.64
Other current liabilities 11 274.00 247.36

Total current liabilities 1,231.91 632.69

Total liabilities 1,427.32 716.74
Total equity and liabilities 3,870.72 2,639.72

The accompanying notes 1 to 28 are an integral part of the financial statements.

This is the Balance Sheet referred to in our report of even date.

For SRBC & CO LLP On behalf of the Board of Directors

Firm Registration No. : 324982/E300003
Ajay Bansal Samir Mecherivalappil Chandrasekharan Ashish Thakar
Partner Managing Director Director
Membership Number : 502243 DIN 08064002 DIN 09383474
Place : Gurugram Place : Gurugram Place : Gurugram
Date : 15th April, 2023 Date : 15th April, 2023 Date : 15th April, 2023

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 fortune park hotels limited

STATEMENT OF PROFIT AND LOSS

(All amounts in rupees lakhs unless otherwise stated)
Notes For the year ended For the year ended
31st March, 2023 31st March, 2022
Revenue from operations 12 4,360.17 2,504.55
Other income 13 75.23 34.53
Total income 4,435.40 2,539.08
Expenses
Employee benefits expense 14 3,016.91 2,078.16
Depreciation expense 3 12.53 7.20
Other expenses 15 621.67 407.58
Total expenses 3,651.11 2,492.94
Profit/(Loss) before tax 784.29 46.14
Income tax expense
- Current tax 16 189.55 4.72
- Deferred tax 16 60.34 22.83
Total tax expense 249.89 27.55
Profit/(Loss) for the year 534.40 18.59
Other comprehensive income
Items that will not be reclassified to profit or loss
- Remeasurements of post-employment benefit obligations (18.70 ) 13.22
- Income tax relating to these items 4.71 (3.33)
Other comprehensive income for the year, net of tax (13.99) 9.89
Total comprehensive income for the year 520.41 28.48

Earnings per equity share (`)

Basic earnings per share 17 118.75 4.13
Diluted earnings per share 17 118.75 4.13

The accompanying notes 1 to 28 are an integral part of the financial statements.

This is the Balance Sheet referred to in our report of even date.

For SRBC & CO LLP On behalf of the Board of Directors

Firm Registration No. : 324982/E300003
Ajay Bansal Samir Mecherivalappil Chandrasekharan Ashish Thakar
Partner Managing Director Director
Membership Number : 502243 DIN 08064002 DIN 09383474
Place : Gurugram Place : Gurugram Place : Gurugram
Date : 15th April, 2023 Date : 15th April, 2023 Date : 15th April, 2023

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 fortune park hotels limited

Statement of changes in equity

(All amounts in rupees lakhs unless otherwise stated)
A. Equity share capital
Balance as at 1st April, 2022 45.00
Changes in equity share capital due to prior period errors –
Restated balance at the beginning of the reporting period –
Changes in equity share capital during the year –
Balance at 31st March, 2023 45.00
Balance as at 1st April, 2021 45.00
Changes in equity share capital due to prior period errors –
Restated balance at the beginning of the reporting period –
Changes in equity share capital during the year –
Balance at 31st March, 2022 45.00

B. Other equity
Reserves and Surplus
Capital Reserve Retained Earnings General Reserve Total

Balance as at 1st April, 2022 30.00 1,510.50 337.48 1,877.98

Changes in accounting policy or prior period errors – – – –
Restated balance as at 1st April, 2022 – – – –
Profit / (Loss) for the year – 534.40 – 534.40
Other comprehensive income (net of tax) – (13.99 ) – (13.99 )
Total comprehensive income – 520.41 – 520.41
Balance at 31st March, 2023 30.00 2,030.91 337.48 2,398.39
Balance as at 1st April, 2021 30.00 1,482.02 337.48 1,849.50
Changes in accounting policy or prior period errors – – – –
Restated balance as at 1st April, 2021 – – – –
Profit/(Loss) for the year – 18.59 – 18.59
Other comprehensive income (net of tax) – 9.89 – 9.89
Total comprehensive income – 28.48 – 28.49
Balance at 31st March, 2022 30.00 1,510.50 337.48 1877.98

- The Board of Directors of the Company has recommended Final Dividend of ` 12.50 per equity share for the financial year ended March 31, 2023 to be paid on fully paid equity
share amounting to ` 5,625,100. This proposed dividend is subject to the approval of share holders at the annual general meeting and has not been included as a liability in these
financial statement.
- Capital reserve represents amount received as compensation of rights under contract.
- Retained Earnings: This Reserve represents the cumulative profits of the Company and effects of remeasurement of defined benefit obligations. This Reserve can be utilized in
accordance with the provisions of the Companies Act, 2013.
- General Reserve: This Reserve is created by an appropriation from one component of equity (generally retained earnings) to another, not being an item of Other Comprehensive
Income. The same can be utilized in accordance with the provisions of the Companies Act, 2013.

The accompanying notes 1 to 28 are an integral part of the financial statements.

This is the Balance Sheet referred to in our report of even date.

For SRBC & CO LLP On behalf of the Board of Directors

Firm Registration No. : 324982/E300003
Ajay Bansal Samir Mecherivalappil Chandrasekharan Ashish Thakar
Partner Managing Director Director
Membership Number : 502243 DIN 08064002 DIN 09383474
Place : Gurugram Place : Gurugram Place : Gurugram
Date : 15th April, 2023 Date : 15th April, 2023 Date : 15th April, 2023

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 fortune park hotels limited

CASH FLOW STATEMENT

(All amounts in rupees lakhs unless otherwise stated)
For the year ended For the year ended
31st March, 2023 31st March, 2022
Cash flow from operating activities
Profit/(Loss) before tax 784.29 46.14
Adjustments for :
Depreciation expense 12.53 7.20
Loss on sale of property, plant and equipment - Net 0.22 0.17
Provisions for doubtful debts and other financial assets (45.02 ) 81.92
Bad debts written off 2.02 9.77
Net (gain)/loss arising on investments mandatorily measured at fair value through profit and loss (65.70 ) (13.18 )
Operating profit/(loss) before working capital changes 688.33 132.02
Adjustments for :
Trade receivables, advances and other assets 85.37 45.46
Trade payables, other liabilities and provisions 691.88 100.18
Cash generated from/(used) operations 1,465.58 277.66
Income tax (paid)/refund received (244.38 ) (2.85 )
Net cash generated/(used) in operating activities 1,221.20 274.81
Cash flow from investing activities
Purchase of property, plant and equipment (19.06 ) -
Purchase of current investments (7,415.00 ) (870.00 )
Sale / redemption of current investments 6,832.35 628.28
Investments in Deposit with Bank (500.00 ) -
Net cash from investing activities (1,101.71 ) (241.72 )
Cash flow from financing activities
Dividend paid - -
Income tax on dividend paid - -
Net cash used in financing activities - -
Net increase/(decrease) in cash and cash equivalents 119.49 33.09
Opening cash and cash equivalents 67.01 33.92
Closing cash and cash equivalents 186.52 67.01
Cash and cash equivalents comprise of :
Balances with Banks 186.50 66.99
Cash on hand 0.02 0.02
Cash and cash equivalents at the end of the year [Refer note 6(c)] 186.52 67.01
Notes:
1. The above cash flow statement has been prepared under the ”Indirect Method” as set out in Ind AS 7 ”Statement of Cash flows”.
2. Net Cash Flow from Operating Activities includes an amount of Nil (Previous Year: Nil) spent towards Corporate Social Responsibility.

The accompanying notes 1 to 28 are an integral part of the financial statements.

This is the Balance Sheet referred to in our report of even date.

For SRBC & CO LLP On behalf of the Board of Directors

Firm Registration No. : 324982/E300003
Ajay Bansal Samir Mecherivalappil Chandrasekharan Ashish Thakar
Partner Managing Director Director
Membership Number : 502243 DIN 08064002 DIN 09383474
Place : Gurugram Place : Gurugram Place : Gurugram
Date : 15th April, 2023 Date : 15th April, 2023 Date : 15th April, 2023

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 fortune park hotels limited

NOTES FORMING PART OF THE FINANCIAL STATEMENTS

BACKGROUND OF THE COMPANY amount of assets exceed their recoverable amount.

Fortune Park Hotels Limited, a 100% subsidiary of ITC Limited is in the Recoverable amount is higher of an asset’s net selling price and
business of operating hotels in the mid – market to upscale segment under its value in use. Value in use is the present value of estimated
‘Fortune’ Brands. It currently operates 43 hotels. future cash flows expected to arise from the continuing use of
Note 1: SIGNIFICANT ACCOUNTING POLICIES an asset and from its disposal at the end of its useful life.

This note provides a list of the significant accounting policies Impairment losses recognised in prior years are reversed when
adopted in the preparation of these financial statements. These there is an indication that the impairment losses recognised no
policies have been applied to all the years presented, unless longer exist or have decreased. Such reversals are recognised
otherwise stated. as an increase in carrying amounts of assets to the extent that
it does not exceed the carrying amounts that would have
a) BASIS OF PREPARATION
been determined (net of amortisation or depreciation) had no
(i) Compliance with IND AS impairment loss been recognised in previous years.
The financial statements comply in all material aspects with Changes in the expected useful life or the expected pattern of
Indian Accounting Standards (Ind AS) notified under section consumption of future economic benefits embodied in the asset
133 of the Companies Act, 2013 (the Act) [Companies (Indian are considered to modify the amortisation period or method,
Accounting Standards) Rules, 2015] and other relevant as appropriate, and are treated as changes in accounting
provisions of the Act. estimates.
(ii) Historical Cost Convention e) FOREIGN CURRENCY TRANSACTIONS
The financial statements have been prepared on a historical cost The Company accounts for transactions in foreign currency at
basis, except for the following: the exchange rate prevailing on the date of transactions. The
• certain financial assets and liabilities are measured at fair date of the transaction for the purpose of determining the
value; exchange rate on initial recognition of the asset, expense or
income is the date on which an entity initially recognizes the
• defined benefit plans – plan assets measured at fair value.
related non-monetary asset or non-monetary liability on the
All assets and liabilities have been classified as current or non- payment or receipt of the advance consideration. Gains/Losses
current as per the Company’s normal operating cycle and other arising on settlement of transactions as also the translation
criteria set out in the Schedule III to the Companies Act, 2013. of monetary items at period ends due to fluctuations in the
Based on the nature of services, the company has ascertained its exchange rate are recognized in the Statement of Profit and
operating cycle as twelve months for the purpose of current and Loss.
non-current classification of assets and liabilities.
f) FINANCIAL INSTRUMENT, FINANCIAL ASSETS, FINANCIAL
b) PROPERTY, PLANT AND EQUIPMENT LIABILITIES AND EQUITY INSTRUMENTS
Property, plant and equipment are stated at cost of acquisition FINANCIAL ASSETS AND LIABILITIES
or construction less accumulated depreciation and impairment,
Financial assets and financial liabilities are recognised when
if any.
the Company becomes a party to the contractual provisions of
Cost is inclusive of inward freight, duties and taxes and the relevant instrument and are initially measured at fair value
incidental expenses related to acquisition. Subsequent costs expect for trade receivables that do not contain a significant
are included in the asset’s carrying amount only when it is financing component, which are measured at transaction price.
probable that future economic benefits associated with the Transaction costs that are directly attributable to the acquisition
item will be realized. The carrying amount of a replaced part or issue of financial assets and financial liabilities (other than
is derecognized. All upgradations / enhancements are charged financial assets and financial liabilities measured at fair value
off as revenue expenditure unless they bring similar significant through profit or loss) are added to or deducted from the
additional benefits. fair value on initial recognition of financial assets or financial
On transition to Ind AS, it has been elected to continue with liabilities. Purchase or sale of financial assets that require
the carrying value of all the tangible assets recognised as at delivery of assets within a time frame established by regulation
1st April, 2015 measured as per previous GAAP and use that or convention in the market place (regular way trades) are
carrying value as the deemed cost of the tangible asset. recognised on the trade date, i.e., the date when the Company
commits to purchase or sell the asset.
Losses arising from the retirement of, and gains or losses arising
from disposal of Property, plant and equipment are recognised Financial Assets
in the Statement of Profit and Loss. Recognition: Financial assets include Investments, Trade
c) DEPRECIATION Receivables, Advances, Security Deposits, Cash and cash
equivalents. Such assets are initially recognised at transaction
Depreciation of these assets commences when the assets
price, as applicable, when the Company becomes party
are ready for their intended use which is generally on
to contractual obligations. The transaction price includes
commissioning. Items of property, plant and equipment are
transaction costs unless the asset is being fair valued through
depreciated in a manner that amortises the cost of the assets
the Statement of Profit and Loss.
after commissioning (or other amount substituted for cost), less
its residual value, over their useful lives as specified in Schedule Classification: Management determines the classification of
II of the Companies Act, 2013 on a straight line basis. The an asset at initial recognition depending on the purpose for
estimated useful lives of property, plant and equipment of the which the assets were acquired. The subsequent measurement
Company are as follows: of financial assets depends on such classification.
Financial assets are classified as those measured at:
Category of property, plant and equipment Useful life
(a) amortised cost, where the financial assets are held solely
Office equipment 5 Years for collection of cash flows arising from payments of
Computers end users devices 3 Years principal and / or interest.

Computer, network and servers 6 Years (b) fair value through other comprehensive income (FVTOCI),
where the financial assets are held not only for collection of
Furniture and fixtures 10 Years cash flows arising from payments of principal and interest
Vehicles 8 Years but also from the sale of such assets. Such assets are
subsequently measured at fair value, with unrealised gains
d) IMPAIRMENT OF ASSETS
and losses arising from changes in the fair value being
Impairment loss is provided, if any, to the extent, the carrying recognised in other comprehensive income.

397
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NOTES FORMING PART OF THE FINANCIAL STATEMENTS (Contd.)

(c) fair value through profit or loss (FVTPL), where the assets net of direct costs of the capital issue.
are managed in accordance with an approved investment g) REVENUE
strategy that triggers purchase and sale decisions based on
Revenue is measured at the transaction price that the Company
the fair value of such assets. Such assets are subsequently
receives or expects to receive as consideration for services
measured at fair value, with unrealised gains and losses
rendered, net of discounts to customers. Revenue excludes
arising from changes in the fair value being recognised in
Goods and Services Tax (GST).
the Statement of Profit and Loss in the period in which
they arise. Revenue from the sale of services is recognised when the
Company performs its obligations to its customers and the
Trade receivables, Advances, Security Deposits, Cash and cash
amount of revenue can be measured reliably and recovery of
equivalents etc. are classified for measurement at amortised
the consideration is probable.
cost while investments may fall under any of the aforesaid
classes. However, in respect of particular investments in Under the Operating and Marketing Services Agreements with
equity instruments that would otherwise be measured at fair the hotel owners, the Company receives fees and reimbursements
value through profit or loss, an irrevocable election at initial from contractual arrangements, which is considered as revenue
recognition may be made to present subsequent changes in fair and recognised over regular time intervals during the term of
value through other comprehensive income. the agreements upon satisfactory completion of performance
Impairment: The Company assesses at each reporting date obligation.
whether a financial asset (or a group of financial assets) such as In addition, under the said Agreements, the Company provides
investments, trade receivables, advances and security deposits other services during pre-operations period and fee for such
held at amortised cost and financial assets that are measured other services is received in advance and the same is recognised
at fair value through other comprehensive income are tested during pre-operations period basis the output method i.e.
for impairment based on evidence or information that is contract milestone matrix which is best reflective of the
available without undue cost or effort. Expected credit losses performance completed till date.
are assessed and loss allowances recognised if the credit quality h) DIVIDEND DISTRIBUTION
of the financial asset has deteriorated significantly since initial
Dividends paid (including income tax thereon) is recognised
recognition.
in the period in which the interim dividends are approved by
Reclassification: When and only when the business model the Board of Directors, or in respect of the final dividend when
is changed, the Company shall reclassify all affected approved by shareholders.
financial assets prospectively from the reclassification date as
subsequently measured at amortised cost, fair value through i) EMPLOYEE BENEFITS
other comprehensive income, fair value through profit or loss The Company makes contributions to both defined benefit and
without restating the previously recognised gains, losses or defined contribution schemes.
interest and in terms of the reclassification principles laid down Contributions to Provident Fund are in the nature of defined
in the Ind AS relating to Financial Instruments. contribution scheme and such paid/payable amounts are
De-recognition: Financial assets are derecognised when the recognised as employee benefit expense. The contributions
right to receive cash flows from the assets has expired, or has in respect of provident fund are statutorily deposited with the
been transferred, and the Company has transferred substantially Government.
all of the risks and rewards of ownership. Concomitantly, if the The contributions in respect of defined benefit gratuity plan
asset is one that is measured at: are made to Life Insurance Corporation (LIC) under its Group
(a) amortised cost, the gain or loss is recognised in the Gratuity Scheme. The cost of providing benefits under the
Statement of Profit and Loss; defined benefit obligation is calculated by independent actuary
(b) fair value through other comprehensive income, the using the projected unit credit method. Service costs and net
cumulative fair value adjustments previously taken to interest expense or income is reflected in the Statement of
reserves are reclassified to the Statement of Profit and Loss Profit and Loss. Gain or loss on account of remeasurements are
unless the asset represents an equity investment in which recognized immediately through Other Comprehensive Income
case the cumulative fair value adjustments previously taken in the period in which they occur.
to reserves is reclassified within equity. The employees of the Company are also entitled to
Income Recognition: Interest income is recognised in the compensated leave for which the Company records the liability
Statement of Profit and Loss using the effective interest method. based on actuarial valuation computed under projected unit
Dividend income is recognised in the Statement of Profit and credit method similar to benefits of gratuity explained above.
Loss when the right to receive dividend is established. Service costs and net interest expense or income is reflected
in the Statement of Profit and Loss. Gain or Loss on account
Financial Liabilities
of remeasurements are recognized immediately through Other
Borrowings, trade payables and other financial liabilities are Comprehensive Income in the period in which they occur.
initially recognised at fair value and are subsequently measured These benefits are unfunded.
at amortised cost. Any discount or premium on redemption
/ settlement is recognised in the Statement of Profit and Loss The eligible employees are also entitled to other benefits such
as finance cost over the life of the liability using the effective as loyalty plan, which are in the nature of Long Term Benefits,
interest method and adjusted to the liability figure disclosed in and are estimated based on variable elements affecting the
the Balance Sheet. computations including performance ratings in the subsequent
appraisal cycle. Such plans are unfunded and are recognized in
Financial liabilities are derecognised when the liability is
the Statement of Profit and Loss.
extinguished, that is, when the contractual obligation is
discharged, cancelled and on expiry. j) EMPLOYEE SHARE BASED COMPENSATION

Offsetting Financial Instruments The cost of stock options and stock appreciation units granted
by ITC Limited, the Holding Company, to its eligible employees
Financial assets and liabilities are offset and the net amount is
deputed to the Company is recognised at fair value. These
included in the Balance Sheet where there is a legally enforceable
Schemes are in the nature of equity settled / cash settled share
right to offset the recognised amounts and there is an intention
based compensation and are assessed, managed / administered
to settle on a net basis or realise the asset and settle the liability
by the Holding Company.
simultaneously.
In case of stock options, the fair value of stock options at the
Equity Instruments
grant date is amortised on a straight line basis over the vesting
Equity instruments are recognised at the value of the proceeds, period and cost recognized as an employee benefits expenses

398
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NOTES FORMING PART OF THE FINANCIAL STATEMENTS (Contd.)

in the Statement of Profit and Loss with a corresponding credit Deferred tax assets and liabilities are offset when there is legally
in equity, net reimbursements, if any. enforceable right to offset current tax assets and liabilities and
In case of stock appreciation units, the fair value of stock when the deferred tax balances related to the same taxation
appreciation units at the grant date is initially recognised and authority. Current tax assets and tax liabilities are offset where
remeasured at each reporting date, until settled, and cost the entity has a legally enforceable right to offset and intends
recognized as an employee benefits expenses in the Statement either to settle on net basis, or to realize the asset and settle the
of Profit and Loss with a corresponding increase in other liability simultaneously.
financial liabilities. m) CLAIMS
k) LEASES Claims against the Company not acknowledged as debts are
The Company assesses at contract inception whether a contract disclosed after a careful evaluation of facts and legal aspects of
is, or contains, a lease. A contract is, or contains, a lease if it the matter involved.
conveys the right to control the use of an identified asset for a
n) PROVISIONS
period of time in exchange for consideration.
Provisions are recognised when, as a result of a past event, the
Company as Lessee
Company has a legal or constructive obligation; it is probable
Right-of-Use (ROU) assets are recognised at inception of a that an outflow of resources will be required to settle the
contract or arrangement for significant lease components at obligation; and the amount can be reliably estimated. The
cost less lease incentives, if any. ROU assets are subsequently amount so recognised is a best estimate of the consideration
measured at cost less accumulated depreciation and impairment
required to settle the obligation at the reporting date, taking
losses, if any. The cost of ROU assets includes the amount of
into account the risks and uncertainties surrounding the
lease liabilities recognised, initial direct cost incurred and
obligation. In an event when the time value of money is
lease payments made at or before the lease commencement
material, the provision is carried at the present value of the cash
date. ROU assets are generally depreciated over the shorter
flows estimated to settle the obligation.
of the lease term and estimated useful lives of the underlying
assets on a straight line basis. Lease term is determined based o) CASH AND CASH EQUIVALENTS
on consideration of facts and circumstances that create an For the purpose of presentation in the cash flow statement,
economic incentive to exercise an extension option, or not cash and cash equivalents include cash on hand, demand
to exercise a termination option. Lease payments associated deposits with banks, other short-term highly liquid investments
with short-term leases and low value leases are charged to the with original maturities of three months or less that are readily
Statement of Profit and Loss on a straight line basis over the
convertible to known amounts of cash and which are subject to
term of the relevant lease.
an insignificant risk of change in value.
The Company recognises lease liabilities measured at the
p) EARNINGS PER SHARE
present value of lease payments to be made on the date of
recognition of the lease. Such lease liabilities do not include Basic earnings per share computed by dividing the net profit
variable lease payments (that do not depend on an index or a or loss for the period attributable to equity shareholders by the
rate), which are recognised as expense in the periods in which weighted average number of equity shares outstanding during
they are incurred. Interest on lease liability is recognised using the period.
the effective interest method. Lease liabilities are subsequently For the purpose of calculating diluted earnings per share, the net
increased to reflect the accretion of interest and reduced for the profit or loss for the period attributable to equity shareholders
lease payments made. The carrying amount of lease liabilities and the weighted average number of shares outstanding during
is also re-measured upon modification of lease arrangement or the period is adjusted for the effects of all dilutive potential
upon change in the assessment of the lease term. The effect equity shares.
of such re-measurements is adjusted to the value of the ROU
q) SEGMENT REPORTING
assets.
Operating segments are reported in a manner consistent with
Company as a Lessor
the internal reporting provided to the chief operating decision-
Leases in which the Company does not transfer substantially maker (CODM). The CODM, who is responsible for allocating
all the risks and rewards of ownership of an asset are classified resources and assessing performance of the operating segments,
as operating leases. Where the Company is a lessor under an has been identified as the Management Committee headed by
operating lease, the asset is capitalised within property, plant the Managing Director.
and equipment or investment property and depreciated over its
useful economic life. Payments received under operating leases Note 2: Use of critical estimates and judgements
are recognised in the Statement of Profit and Loss on a straight The preparation of financial statements in conformity with
line basis over the term of the lease. generally accepted accounting principles requires management
l) TAXES ON INCOME to make estimates and assumptions that affect the reported
amounts of assets and liabilities and disclosure of contingent
Taxes on income comprises of current taxes and deferred taxes.
liabilities at the date of the financial statements and the results
Current tax in the Statement of Profit and Loss is provided as
of operations during the reporting period end. Although these
the amount of tax payable in respect of taxable income for
estimates are based upon management’s best knowledge of
the period using tax rates enacted during the period, together
current events and action, actual results could defer from these
with any adjustment to tax payable in respect of previous years.
estimates.
Income tax, in so far as it relates to items disclosed under Other
Comprehensive Income, are disclosed separately under Other The estimates and underlying assumption are reviewed on an
Comprehensive Income, as applicable. ongoing basis. Revisions to accounting estimates are recognised
in the period in which the estimates is revised if the revision
Deferred tax is recognized on temporary differences between
affects only that period, or in the period of the revision and
the carrying amounts of assets and liabilities and the amounts
future periods if the revision affects both current and future
used for taxation purposes (tax base), at the tax rates and tax
periods.
laws enacted or substantively enacted by the end of the period.
The areas involving critical estimates or judgements are:
Deferred tax assets are recognized for the future tax
consequences to the extent it is probable that future taxable - Estimation of defined benefit obligations Note 10 and 14
profits will be available against which the deductible temporary - Impairment of trade receivables and other financial assets
differences can be utilised. Note 6 (b) and 6 (d)

399
 fortune park hotels limited

NOTES FORMING PART OF THE FINANCIAL STATEMENTS (Contd.)

(All amounts in rupees lakhs unless otherwise stated)
Note 3 : Property, plant and equipment
Furniture and Vehicles Office Computers end Computer, Total
fixture equipment users devices network and servers
Year ended 31st March, 2022
Gross carrying amount
Opening gross carrying amount 4.31 0.46 3.08 55.56 23.12 86.53
Additions - - - - - -
Disposals - (0.46) (0.04) (1.31) - (1.81)
Closing gross carrying amount 4.31 - 3.04 54.25 23.12 84.72
Accumulated depreciation
Opening accumulated depreciation 2.82 0.36 2.69 45.95 16.22 68.04
Depreciation charge during the year 0.21 0.06 0.09 4.01 2.83 7.20
Disposals - (0.42) (0.04) (1.19) - (1.65)
Closing accumulated depreciation 3.03 - 2.74 48.77 19.05 73.59
Net carrying amount as at 31st March, 2022 1.28 - 0.30 5.48 4.07 11.13
Period ended 31st March, 2023
Gross carrying amount
Opening gross carrying amount 4.31 - 3.04 54.25 23.12 84.72
Additions - - - 19.06 - 19.06
Disposals - - - (2.33) - (2.33)
Closing gross carrying amount 4.31 - 3.04 70.98 23.12 101.43
Accumulated depreciation
Opening accumulated depreciation 3.03 - 2.74 48.77 19.04 73.58
Depreciation charge during the year 0.21 - 0.09 8.45 3.78 12.53
Disposals - - - (2.11) - (2.11)
Closing accumulated depreciation 3.24 - 2.83 55.11 22.82 84.00
Net carrying amount as at 31st March, 2023 1.07 - 0.21 15.87 0.30 17.43

Note 3 (b) : Other financial Assets

As at 31st March, 2023 As at 31st March, 2022
Investment in Bank Deposit
7.75%-State Bank of India 500 -
Total other financial assets 500 -
(Deposit with Bank with original maturity of more than 12 months)
Note 4 : Deferred tax assets (net)

Deferred tax assets Deferred tax liabilities Net

Deferred
On Business On allowances Other Deferred Property, Financial Deferred
Tax Assets
employee losses and for doubtful timing tax assets plant and assets at fair tax
(A-B)
benefit unabsorbed trade differences (A) equipment value through liabilities
depreciation receivables profit or loss (B)
and other
financial
assets
At 1st April, 2021 37.48 183.38 255.29 1.76 477.92 (0.53) (4.89) (5.42) 472.50
(Charged)/credited:
- to profit or loss 16.97 (58.97) 20.62 - (21.38) 0.72 (2.17) (1.45) (22.83)
- to other comprehensive (3.33) - - - (3.33) - - - (3.33)
income
At 31st March, 2022 51.13 124.41 275.91 1.76 453.21 0.19 (7.06) (6.87) 446.34
(Charged)/credited:
- to profit or loss 78.45 (124.41) (11.33) - (57.29) 0.84 (3.89) (3.05) (60.34)
- to other comprehensive 4.71 - - - 4.71 - - - 4.71
income
At 31st March, 2023 134.29 - 265.58 1.76 400.63 2.03 (10.95) (9.92) 390.71

Note 5: Income tax assets (net)

As at As at
31st March, 2023 31st March, 2022
Advance tax 518.81 463.98

Total income tax assets (net) 518.81 463.98

400
 fortune park hotels limited

NOTES FORMING PART OF THE FINANCIAL STATEMENTS (Contd.)

(All amounts in rupees lakhs unless otherwise stated)
Note 6: Financial assets - current
Note 6(a) Investments
As at 31st March, As at 31st March,
2023 2022
Unquoted
Investment in mutual funds measured at FVTPL
ICICI Prudential Corporate Bond Fund 179.09 169.17
[688057.13 units : Previous Year 688057.13 units)] of ` 10/- each
Axis Liquid Fund - Growth - Direct Plan 201.65 172.40
[8063.110 units : Previous Year (7292.611 units)] of `1000/- each
SBI Magnum Low Duration Fund - Growth - Direct Plan 250.46 -
[8171.486 units : Previous Year (Nil units)] of ` 1000/- each
Axis Treasury Advantage Fund - Growth - Direct Plan 250.50 -
[9174.922 units : Previous Year (Nil units)] of ` 1000/- each
Nippon India Liquid Fund - Growth- Direct Plan - 145.12
[Nil units : Previous Year (2786.380 units)] of ` 1000/- each
SBI Liquid Fund - Growth - Direct Plan 253.34 -
[7190.312 units : Previous Year (Nil units)] of ` 1000/- each
Total investments 1,135.04 486.69

Note 6(b) Trade receivables
As at 31st March, As at 31st March,
2023 2022
Unsecured, considered good 996.04 1,073.39
Credit impaired 995.15 1,040.17
Less: Provision for impairment (995.15) (1,040.17)
Total trade receivables 996.04 1,073.39

As at 31st March, As at 31st March,

2023 2022
Secured considered good - -
Unsecured, considered good 996.04 1,073.39
Which have significant increase in credit risk - -
Credit impaired 995.15 1,040.17
Less: Allowance for Credit impairment (995.15) (1,040.17)
Total 996.04 1,073.39
Ageing of Trade Receivable
Particulars Outstanding for following periods
Trade Receivable as on 31.03.2023 Less than 6 6 months More than
Not Due 1-2 years 2-3 years Total
months -1 year 3 years
Undisputed Trade Receivables
- considered good 424.91 571.12 - - - - 996.04
- which have significant increase in credit risk - - - - - - -
- credit impaired - 217.41 67.85 15.39 63.72 241.56 605.93
Disputed Trade Receivables
- considered good - - - - - - -
- which have significant increase in credit risk - - - - - - -
- credit impaired - - - - - 389.21 389.21
Gross 424.91 788.53 67.85 15.39 63.72 630.77 1,991.18
Less : Allowance for Trade Receivables
- which have significant increase in credit risk - Undisputed – – – – – – –
- which have significant increase in credit risk - disputed – – – – – – –
- credit impaired - Undisputed - 217.41 67.85 15.39 63.72 241.56 605.93
- credit impaired - disputed - - - - - 389.21 389.21
Net 424.91 571.12 - - - - 996.04

Particulars Outstanding for following periods

Trade Receivable as on 31.03.2022 Less than 6 6 months More than
Not Due 1-2 years 2-3 years Total
months -1 year 3 years
Undisputed Trade Receivables
- considered good 317.71 711.45 44.23 - - - 1,073.39
- which have significant increase in credit risk - - - - - - -
- credit impaired - - 152.02 197.79 271.73 29.42 650.96
Disputed Trade Receivables
- considered good – – – – – – –
- which have significant increase in credit risk – – – – – – –
- credit impaired - - - - - 389.21 389.21
Gross 317.71 711.45 196.25 197.79 271.73 418.63 2,113.56
Less : Allowance for Trade Receivables
- which have significant increase in credit risk - Undisputed – – – – – – –
- which have significant increase in credit risk - disputed – – – – – – –
- credit impaired - Undisputed - - 152.02 197.79 271.73 29.42 650.96
- credit impaired - disputed - - - - - 389.21 389.21
Net 317.71 711.45 44.23 - - - 1,073.39

401
 fortune park hotels limited

NOTES FORMING PART OF THE FINANCIAL STATEMENTS (Contd.)

(All amounts in rupees lakhs unless otherwise stated)
Note 6(c) Cash and cash equivalents
As at 31st March, As at 31st March,
2023 2022
Balances with banks
- in current accounts 186.50 66.99
Cash on hand 0.02 0.02
Total cash and cash equivalents 186.52 67.01

Note 6(d) Others
As at 31st March, As at 31st March,
2023 2022
Other assets - Unsecured unless stated otherwise
- Contractually reimbursable cost - Considered good 78.72 62.84
- Contractually reimbursable cost - Credit impaired 56.09 56.10
Less: Provision for impairment (56.09) (56.10)
- Security deposits 3.30 4.40
Total others 82.02 67.24
Note 7 : Other current assets
As at 31st March, As at 31st March,
2023 2022
Other advances including prepayment expenses 26.21 16.24
GST recoverable 17.94 7.70
Total other current assets 44.15 23.94

Note 8: Equity share capital

Particulars As at 31st March, 2023 As at 31st March, 2022
Authorised
20,00,000 (Previous year 20,00,000) equity shares of ` 10 each 200.00 200.00
Total 200.00 200.00
Issued, subscribed and paid up
4,50,008 (Previous year 4,50,008) equity shares of ` 10 each 45.00 45.00
Total 45.00 45.00

(i) Movements in equity share capital

Particulars Number of shares

As at 1st April, 2021 4,50,008

Add: Increase / less changes during the year –
As at 31st March, 2022 4,50,008
Add: Increase / less changes during the year –
As at 31st March, 2023 4,50,008
The company has one class of equity shares having a par value of ` 10 per share. Each shareholder is eligible for one vote per share held. In the event of liquidation,
the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in proportion to their shareholding
(ii) Shares held by holding company

Particulars
As at 31st March, 2023 As at 31st March, 2022
Equity Shares of ` 10 each fully paid up held by:
ITC Limited, the holding company 4,50,002 4,50,002
Held by management personnel as nominees of ITC Limited 6 6

(iii) Details of shareholders holding more than 5% shares in the company

Particulars As at 31st March, 2023 As at 31st March, 2022
Number of shares % holding Number of shares % holding
ITC Limited, the holding company 450002 99.98% 450002 99.98%
Held by management personnel as nominees of ITC Limited 6 0.02% 6 0.02%
(iv) Shares held by promoters:
As at 31st March 2023 As at 31st March 2022
Promoter % of Total
Particulars No. of shares as % change No. of shares as % of Total % change
Name shares
at end of the year during the year at end of the year shares during the year

Equity Shares of ` 10 each fully paid ITC Limited 4,50,002 99.98% 0.00% 4,50,002 99.98% 0.00%

Held by management personnel as nomi-

ITC Limited 6 0.02% 0.00% 6 0.02% 0.00%
nees of ITC Limited
Total 4,50,008 100% 0.00% 4,50,008 100% 0.00%

402
 fortune park hotels limited

NOTES FORMING PART OF THE FINANCIAL STATEMENTS (Contd.)

(All amounts in rupees lakhs unless otherwise stated)
Note 9: Financial liabilities
Note 9(a): Other financial liabilities
As at 31st March, 2023 As at 31st March, 2022
Non-current
Payable to holding company (Refer Note 21) 56.67 36.02
Other Financial Liability 90.00 –
Total other financial liabilities 146.67 36.02

Note 9(b) : Trade payables

As at 31st March, 2023 As at 31st March, 2022

Current
Total outstanding dues of micro and small enterprises # – –
Total outstanding dues of creditors other than micro and small enterprises 324.61 113.43
Total trade payables 324.61 113.43
Ageing of Trade Payables

Particulars Outstanding for following periods

As at 31st March 2023
Not Due Unbilled payables Less than 1 year 1-2 years 2-3 years More than 3 years Total
MSME # - - - - - - –
Others 16.79 303.68 4.15 - - - 324.61
Disputed Dues - MSME # - - - - - - –
Disputed Dues - Others - - - - - - –
Total 16.79 303.68 4.15 - - - 324.61

Particulars Outstanding for following periods

As at 31st March 2022
Not Due Unbilled payables Less than 1 year 1-2 years 2-3 years More than 3 years Total
MSME # - - - - - - –
Others 12.07 100.05 0.90 0.03 0.38 - 113.43
Disputed Dues - MSME # - - - - - - –
Disputed Dues - Others - - - - - - –
Total 12.07 100.05 0.90 0.03 0.38 - 113.43

# The Company, based on the information available on the status of the suppliers, does not have any dues to enterprises covered under the Micro, Small and Medium
Enterprises Development Act, 2006.

Note 9(c) : Other financial liabilities

As at 31st March, 2023 As at 31st March, 2022
Current
Employee benefits payable 306.74 109.89
Payable to holding Company (Refer Note 21) 168.55 60.37
Total other financial liabilities 475.29 170.26

Note 10 (a) Provisions

As at 31st March, 2023 As at 31st March, 2022
Non-current
Provision for employee benefits (Refer Note 14)
- Retirement benefits 48.74 47.48
- Other benefits - 0.55
Total provision 48.74 48.03

Note 10 (b) Provisions

As at 31st March, 2023 As at 31st March, 2022
Current
Provision for employee benefits (Refer Note 14)
- Retirement benefits 47.45 43.96
- Other benefits 110.55 57.68
Total provision 158.00 101.64

403
 fortune park hotels limited

NOTES FORMING PART OF THE FINANCIAL STATEMENTS (Contd.)

(All amounts in rupees lakhs unless otherwise stated)

Note 11: Other current liabilities

As at 31st March, 2023 As at 31st March, 2022
Deferred revenue received in advance # 151.56 153.91
Advance from customers 27.50 28.44
Statutory dues 94.95 65.01
Total other current liabilities 274.01 247.36

# Revenue recognised in relation to contract liabilities

As at 31st March, 2023 As at 31st March, 2022

Opening balance 153.91 105.35
Add: Received during the year net of revenue recognised during the year 42.80 72.21
Less: Revenue recognised that relates to carried-forward contract liabilities 45.15 23.65
Closing Balance 151.56 153.91

Note 12: Revenue from operations

For the year ended 31st For the year ended 31st
March, 2023 March, 2022
Rendering of services
- Operating and marketing services 3,337.20 1,818.69
- Recoveries of salary* 1,022.97 685.86
Total revenue 4,360.17 2,504.55
* Recoveries of salary cost of deputed personnel from alliances.
Note 13 : Other income
For the year ended 31st For the year ended
March, 2023 31st March, 2022
Interest income - from Others - (statutory authorities) 9.73 21.29
Exchange fluctuation gain/(loss) (0.22) (0.03)
Net gain/(loss) arising on financial assets mandatorily measured at FVTPL** 65.70 13.18
Liabilities no longer required written-back - -
Miscellaneous income 0.02 0.09
Total other income 75.23 34.53
** Includes ` 50.23 lakhs (Previous Year: ` 4.55 lakhs) being net gain/(loss) on sale of investments.
Note 14: Employee benefits expense
For the year ended 31st For the year ended 31st
March, 2023 March, 2022
Salary, wages and bonus 1,997.84 1,387.13
Reimbursement of remuneration of deputed managers 635.27 535.07
Share based payments expense for deputed managers 223.30 33.64
Contribution to employees provident and other funds 94.27 84.06
Staff welfare expenses 66.23 38.26
Total employee benefits expense 3,016.91 2,078.16

404
 fortune park hotels limited

NOTES FORMING PART OF THE FINANCIAL STATEMENTS (Contd.)

(All amounts in rupees lakhs unless otherwise stated)

a) The reconciliation of opening and closing balances of the present value of defined benefit obligations are as under :
Gratuity - funded

Present value of Fair value of Total Impact of asset Net amount

obligation plan assets ceiling
1st April, 2021 107.42 (96.08) 11.34 - 11.34
Current service cost 15.65 - 15.65 - 15.65
Past service cost - - - - -
Interest expense/(income) 6.25 (6.18) 0.07 - 0.07
Change in asset ceiling, excluding amounts included in interest expense - - - - -
Total amount recognised in profit or loss 21.90 (6.18) 15.72 - 15.72
Remeasurements - - - - -
Return on plan assets, excluding amounts included in interest expense/(income) - (2.58) (2.58) - (2.58)
(Gain)/loss from change in demographic assumptions - - - - -
(Gain)/loss from change in financial assumptions (3.06) - (3.06) - (3.06)
Experience (gains)/losses 2.53 - 2.53 - 2.53
Change in asset ceiling, excluding amounts included in interest expense - - - - -
Total amount recognised in other comprehensive income (0.53) (2.58) (3.11) - (3.11)
Contributions: - - - - -
Employers - - - - -
Plan participants - (12.00) (12.00) - (12.00)
Benefit payments (15.01) 15.01 - - -
31st March, 2022 113.78 (101.83) 11.95 - 11.95

Present value of Fair value of Total Impact of asset Net amount

obligation plan assets ceiling
1st April, 2022 113.78 (101.83) 11.95 - 11.95
Current service cost 12.72 - 12.72 - 12.72
Past service cost - - - - -
Interest expense/(income) 6.66 (7.12) (0.46) - (0.46)
Change in asset ceiling, excluding amounts included in interest expense - - - - -
Total amount recognised in profit or loss 19.38 (7.12) 12.26 - 12.26
Remeasurements - - - - -
Return on plan assets, excluding amounts included in interest expense/(income) - (0.51) (0.51) - (0.51)
(Gain)/loss from change in demographic assumptions - - - - -
(Gain)/loss from change in financial assumptions (2.29) - (2.29) - (2.29)
Experience (gains)/losses 23.11 - 23.11 - 23.11
Change in asset ceiling, excluding amounts included in interest expense - - - - -
Total amount recognised in other comprehensive income 20.82 (0.51) 20.31 - 20.31
Contributions:
Employers - - - - -
Plan participants - (30.08) (30.08) - (30.08)
Benefit payments (30.27) 30.27 - - -
31st March, 2023 123.72 (109.27) 14.45 - 14.45

The net liability disclosed above relates to funded and unfunded plans are as follows:

31st March, 2023 31st March, 2022

Present value of funded obligations 123.72 113.78
Fair value of plan assets (109.27 ) (101.83 )
Funded status 14.45 1195
Effect of asset ceiling – –
Net defined benefit liability (asset)
- Current obligation 14.45 11.95
- Non- current obligation – –
Total 14.45 11.95

Major Category of Plan Assets as a % of the Total Plan Assets
Life Insurance Corporation of India 100% 100%

Significant estimates: actuarial assumptions and sensitivity
The significant actuarial assumptions were as follows:

31st March, 2023 31st March, 2022

Discount rate 7.5% p.a. 6.75% p.a.
Salary Growth Rate 5.00% p.a. 5.00% p.a.
Attrition Rate 30.00% p.a. 30.00% p.a.

405
 fortune park hotels limited

NOTES FORMING PART OF THE FINANCIAL STATEMENTS (Contd.)

(All amounts in rupees lakhs unless otherwise stated)
Sensitivity Analysis
The sensitivity analysis below has been determined based on reasonably possible change of the respective assumptions occurring at the end of the reporting period, while holding all
other assumptions constant. These sensitivities show the hypothetical impact of a change in each of the listed assumptions in isolation. While each of these sensitivities holds all other
assumptions constant, in practice such assumptions rarely change in isolation and the asset value changes may offset the impact to some extent. For presenting the sensitivities, the
present value of the defined benefit obligation has been calculated using the projected unit credit method at the end of the reporting period, which is the same as that applied in
calculating the Defined Benefit Obligation presented above. There was no change in the methods and assumptions used in the preparation of sensitivity analysis from previous year.

Defined Benefit Obligation

As At 31st March, 2023 As At 31st March, 2022
` lakhs ` lakhs
Discount Rate + 100 basis points 120.80 111.07
Discount Rate - 100 basis points 126.81 116.65
Salary Increase Rate + 1% 126.86 116.69
Salary Increase Rate – 1% 120.70 110.99
Attrition Rate + 1% 123.57 113.56
Attrition Rate – 1% 123.87 113.98
Leave encashment - unfunded
As At 31st March, 2023 As At 31st March, 2022
` lakhs ` lakhs
Present value of Present value of
obligation obligation
Opening Balance 79.48 81.71
Current service cost 18.65 17.98
Past service cost - -
Interest expense/(income) 4.71 4.65
Total amount recognised in profit or loss 23.36 22.63
Remeasurements - -
Return on plan assets, excluding amounts included in interest expense/(income) - -
(Gain)/loss from change in demographic assumptions - -
(Gain)/loss from change in financial assumptions - -
Experience (gains)/losses (1.61) (10.11)
Change in asset ceiling, excluding amounts included in interest expense - -
Total amount recognised in other comprehensive income (1.61) (10.11)
Contributions: Employers - -
Plan participants - -
Benefit payments (19.49) (14.75)
Closing Balance 81.74 79.48
- Current obligation 33.00 32.00
- Non- current obligation 48.74 47.48

The significant actuarial assumptions were as follows:

31st March, 2023 31st March, 2022
Discount rate 7.5% p.a. 6.75% p.a.
Salary Growth Rate 5.00% p.a. 5.00% p.a.
Attrition Rate 30.00% p.a. 30.00% p.a.

Sensitivity Analysis

Defined Benefit Obligation

As At 31st March, 2023 As At 31st March, 2022
` lakhs ` lakhs
Discount Rate + 100 basis points 79.92 77.72

Discount Rate - 100 basis points 83.66 81.34

Salary Increase Rate + 1% 83.70 81.36
Salary Increase Rate – 1% 79.85 77.67
Attrition Rate + 1% 81.90 79.59
Attrition Rate – 1% 81.58 79.37

[b] State plans (contribution scheme)

The Company deposits an amount determined at a fixed percentage of basic pay every month to the State administered Provident Fund for the benefit of the employees.
Accordingly, the Company’s contribution during the year that has been charged to statement of profit and loss amounts to ` 74.99 Lacs (Previous year : ` 63.52 Lacs).

406
 fortune park hotels limited

NOTES FORMING PART OF THE FINANCIAL STATEMENTS (Contd.)

(All amounts in rupees lakhs unless otherwise stated)
Note 15: Other expenses
For the year ended For the year ended
31st March, 2023 31st March, 2022
Repairs and maintenance - others 17.11 10.14
Rent (Refer note 22) 51.12 48.00
Printing and stationery 3.23 1.50
Travelling and conveyance 113.69 28.82
Advertisement / sales promotion 68.76 55.88
Legal expenses 58.11 8.23
Consultancy / professional fees 75.33 42.93
Postage and telephone 6.69 4.43
Insurance 13.64 14.17
Information technology services 216.28 91.17
Training and development 25.01 0.22
Bad debts written-off 2.02 9.77
Provisions for doubtful debts and other financial assets (45.02) 81.92
Loss on sale of property, plant and equipment - Net (0.05) 0.17
Payment to the auditors [Refer note 15(a)] 5.30 4.61
Expenditure towards corporate social responsibility activities [Refer note 15(b)] – -
Miscellaneous 10.45 5.62
Total other expenses 621.67 407.58

Note 15 (a): Details of payments to auditors

Payment to auditors (excluding GST)
As auditor:
Audit fees 4.22 3.50
Tax audit fees 1.08 1.00
Fees for other services - -
Re-imbursement of expenses - 0.11
Total payments to auditors 5.30 4.61

Note 16: Income tax expense

(a) Income tax expense
For the year ended For the year ended
31st March, 2023 31st March, 2022
Current tax
Current tax on profits/(losses) for the year 189.55 4.72
Tax pertaining to prior years – –
Total current tax expense 189.55 4.72
Deferred tax
Decrease / (increase) in deferred tax assets 57.29 21.38
(Decrease) / increase in deferred tax liabilities 3.05 1.45
Total deferred tax expense/(benefit) 60.34 22.83
Income tax expense 249.89 27.55

(b) Reconciliation of tax expense and the accounting profit multiplied by India’s tax rate
For the year ended For the year ended
31st March, 2023 31st March, 2022
Profit/(Loss) before income tax expenses 784.29 46.14
Indian tax rate 0.25 0.25
Tax based on normal tax rate 197.39 11.61
Items not considered while determining taxable profits 62.01 8.47
Other Timing Differences (9.51) 7.47
Total tax expense 249.89 27.55
Note 17: Earnings per equity share
For the year ended For the year ended
31st March, 2023 31st March, 2022
Profit/(Loss) after tax 534.40 18.59
Weighted average number of shares outstanding 4,50,008 4,50,008
Basic and diluted earnings per share (`) 118.75 4.13
Note: There are no dilutive instruments.

407
 fortune park hotels limited

NOTES FORMING PART OF THE FINANCIAL STATEMENTS (Contd.)

(All amounts in rupees lakhs unless otherwise stated)
Note 18: Financial Instruments and Fair Value Disclosures
Particulars Notes As at 31st March, 2023 As at 31st March, 2022

Carrying value Fair value Carrying value Fair value

A. Financial assets
a) Measured at amortised cost
i) Trade receivables 6(b) 996.04 996.04 1,073.39 1,073.39
ii) Cash and cash equivalents 6(c) 186.52 186.52 67.01 67.01
iii) Others 6(d) 82.02 82.02 67.24 67.24
iv) Investment in Bank Deposit 3(b) 500.00 500.00 - -
Sub-total 1,764.58 1,764.58 1,207.64 1,207.64
b) Measured at fair value through profit or loss
i) Investments in mutual funds 6(a) 1,135.04 1,135.04 486.69 486.69
Sub-total 1,135.04 1,135.04 486.69 486.69
Total financial assets 2,899.62 2,899.62 1,694.33 1,694.33
B. Financial liabilities
a) Measured at amortised cost
i) Other financial liabilities-non current 9(a) 146.67 146.67 36.02 36.02
ii) Trade payables 9(b) 324.61 324.61 113.43 113.43
iii) Other financial liabilities - current 9(c) 475.29 475.29 170.26 170.26
Total financial liabilities 946.57 946.57 319.71 319.71

Fair value hierarchy

Fair value of the financial instruments is classified in various fair value hierarchies based on the following three levels:
Level 1: Quoted prices (unadjusted) in active market for identical assets or liabilities. The Mutual Funds are valued using the closing NAV.
Level 2: Inputs other than quoted price included within level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).
The fair value of financial instruments that are not traded in an active market is determined using valuation techniques which maximize the use of observable market data and rely as
little as possible on entity-specific estimates. If significant inputs required to fair value an instrument are observable, the instrument is included in Level 2.
Level 3: Inputs for the assets or liabilities that are not based on observable market data (unobservable inputs)
If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3. This is the case with listed instruments where market is not liquid
and for unlisted instruments.
The fair value of trade receivables and payables is considered to be equal to the carrying amounts of these items due to their short – term nature.
The following table presents the fair value hierarchy of assets and liabilities measured at fair value on a recurring basis:

Particulars Fair Value As at 31st As at 31st March,

Hierarchy March, 2023 2022
(Level)
Fair value Fair value
A . Financial Assets
a) Measurement at amortised cost
i) Other Financial Assets 3 500.00 -
b) Measured at fair value through profit or loss
i) Investment Funds 1 1135.04 486.69
Total financial assets (a+b) 1635.04 486.69
B . Financial Liabilities
a) Measurement at amortised cost
i) Other Financial liabilities 3 90.00 -
Total financial Liabilities 90.00 -
There are no transfers between Level 1, Level 2 and Level 3 during the year.
Note 19: Financial risk management
The Company’s activities expose it to primarily Credit Risk and Liquidity Risk, which are not material given the nature of business and limited risk undertaken by the Company.
The Company’s risk management framework is designed to bring robustness to the risk management processes within the company and to address the risks intrinsic to operations,
financials and compliances arising out of the overall strategy of the Company.
a) Liquidity risk
Liquidity risk is defined as the risk that the Company will not be able to settle or meet its obligations as they become due. The Company’s investment decisions relating to
deployment of surplus liquidity are guided by the tenets of safety, liquidity and return. The Company manages its liquidity risk by ensuring that it will always have sufficient
liquidity to meet its liabilities when due. Investments are made with a range of maturities, generally matching the projected cash flows and spreading the same across wide range
of counterparties.
The table below provides details regarding the remaining contractual maturities of significant financial liabilities at the reporting date.
Current

As at 31st March, 2023

Particulars Contractual cash flows *
Carrying value 0 - 1 month 1 - 3 months More than 3 months Total
Trade payables 324.61 - 324.61 - 324.61
Other financial liabilities 475.29 - 369.70 105.59 475.29
Total 799.90 - 694.31 105.59 799.90

As at 31st March, 2022

Particulars Contractual cash flows *
Carrying value 0 - 1 month 1 - 3 months More than 3 months Total
Trade Payable 113.43 - 113.43 - 113.43
Other financial liabilities 170.26 - 154.47 15.79 170.26
Total 283.69 - 267.90 15.79 283.69

408
 fortune park hotels limited

NOTES FORMING PART OF THE FINANCIAL STATEMENTS (Contd.)

(All amounts in rupees lakhs unless otherwise stated)
Non-Current

As at 31st March, 2023

Particulars Contractual cash flows *
Carrying value 1 - 2 years 2 - 3 years More than 3 years Total
Other financial liabilities 146.67 139.38 7.29 - 146.67
Total 146.67 139.38 7.29 - 146.67

As at 31st March, 2022

Particulars Contractual cash flows *
Carrying value 1 - 2 years 2 - 3 years More than 3 years Total
Other financial liabilities 36.02 21.03 13.38 1.61 36.02
Total 36.02 21.03 13.38 1.61 36.02

* The tables have been drawn up based on undiscounted cash flows of financial liabilities based on the earliest date on which the Company can be required to pay. The
tables include both interest and principal cash flows.

b) Credit risk
Credit risk is the risk that counterparty will not meet its obligations under a contract which may lead to a financial loss to the Company. The Company is exposed to credit risk from
its operating activities (primarily trade receivables).
The Company has a policy of extending credit only after due approvals and evaluation in terms of the agreed terms. Based on negotiations, bank guarantee is also taken from some
of the customers to whom credit is extended, but adjustment to the same are made only based on mutual agreement. Such credit limits extended to trade receivables are monitored
by the management committee and protective action initiated to recover the amount. In view of the short nature of its trade receivables, the Company makes provision for bad and
doubtful debts on an individual basis. Write offs are made with the approval of the Board of Directors.
Trade receivables are initially measured at transaction value, which is the fair value and subsequently retained at cost less provision for impairment. Impairment losses are recognized
in the profit or loss where there is objective evidence that the Company will not be able to collect all the due amounts.
Interest is generally not charged and / or paid on customer balances.
There are no significant concentrations of credit risk with respect to trade receivables due to the diverse customer base. Our historical experience of collecting receivables, supported
by the level of default, so trade receivables are considered to be a single class of financial assets. All Customer balances which are overdue for more than 180 days are evaluated
for provision and considered for expected credit loss provision on an individual basis. Based on the historic trend and expected performance of the customers, the Company, has
computed expected credit loss allowances for doubtful receivables.
Movement in the provisions for impairment of trade receivables and contractually reimbursable cost is as follows:
As at 31st March, 2023 As At 31st March, 2022
Balance at the beginning of the year (1,096.27) (1,014.35)
Provided during the year 43.00 (117.34)
Adjusted during the year 2.02 35.42
Balance at the end of the year (1,051.25) (1,096.27)
c) Foreign currency risk
The company undertakes transactions denominated in foreign currency (mainly US Dollar) which are subject to the risk of exchange rate fluctuations. Financial liabilities denominated
in foreign currency are also subject to reinstatement risks.
The carrying amounts of foreign currency denominated financial liabilities are as follows:

As at 31st March, 2023 Total (Rs. lakhs)

Financial liabilities (USD) 32.00

As at 31st March, 2022 Total (Rs. lakhs)

Financial liabilities (USD) 20.02
Note 20: Capital Management
Risk Management
The Company’s financial strategy aims to provide adequate capital for its growth plans in ‘upscale to mid-market segment’ for generating superior returns and sustained stakeholder
value. The Company funds its operations mainly through internal accruals. The Company does not have borrowings and continues to invest its surplus funds for its future growth
as a going concern within the tenets of Safety, Liquidity and Returns.

Note 21: Related party disclosures

a) Names of related parties and nature of relationship:

i) Where control exists:
Holding Company ITC Limited

ii) Key Management Personnel:

Nakul Anand Non-Executive Chairman
Samir Mecherivalappil Chandrasekharan Managing Director
Anil Chadha Non-Executive Director
Ashish Thakar Non-Executive Director
iii) Other related parties with whom transactions have
taken place during the year :
Associate of Holding Company International Travel House Limited
Entity under control of the ITC Group ITC Infotech India Limited

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 fortune park hotels limited

NOTES FORMING PART OF THE FINANCIAL STATEMENTS (Contd.)

(All amounts in rupees lakhs unless otherwise stated)
b) Summary of transactions / balances :

Transactions / balances Holding Company Other Related Parties Key Management Personnel

31st March, 31st March, 31st March, 31st March, 31st March, 31st March,
2023 2022 2023 2022 2023 2022

1 Sale of services
Operating and marketing fees * 91.25 18.93 – – – –
Recoveries of salary * 69.18 96.71 – – – –
2 Purchase of services *
- ITC Limited 7.57 – 3.54 – – – – –
- International Travel House Limited – – 49.66 21.80 – –
- ITC Infotech India Limited 7.08 7.08 – –
3 Rent * 26.91 26.91 – – – –
4 Remuneration of managers / staff on deputation recovered
- ITC Limited - 17.58 – – – –
5 Remuneration of managers on deputation reimbursed ((including 858.57 568.70 – – – –
remuneration of Managing Director) ` 236.29 lakhs (Previous year
- ` 197.83 lakhs) as disclosed below)
6 Dividend payments – – – – – –
7 Expense recovered during the year (amount due on account of
payments made on behalf of related parties)
- ITC Limited 2.06 - – – – –
8 Expense reimbursed during the year (amount due to related
parties on account of payments made by them on behalf of the
Company)
- ITC Limited 332.25 – 133.07 – – – –
- International Travel House Limited – – - – –
9 Remuneration to Key Management Personnel #@
- Samir Mecherivalappil Chandrasekharan – – – – 257.43 209.63
(Includes ` 236.29 Lacs (Previous year - ` 197.83 Lacs) paid to ITC
Limited as disclosed above)
10 Closing Balances:
(i) Trade receivables
- ITC Limited 18.24 10.75 – – – –
(ii) Trade payables 4.68 8.77
- ITC Limited – – – – – –
- International Travel House Limited 1.01 1.21 – –
(iii) Other financial liabilities - Current
- ITC Limited 168.55 60.37 – – – –
(iv) Other financial liabilities - Non current – –
- ITC Limited 56.67 36.02 – –
* Includes Goods and Services Tax.
# Subject to approval of the Shareholders in General Meeting.
@ Excludes ESOS / ESAR (Refer Note 24)

Note 22 Lease arrangements

The Company’s significant leasing arrangements are in respect of operating leases for premises (residential, office etc.). These leasing arrangements which are cancellable range
between 11 months and 2 years generally, or longer, and are usually renewable/cancellable by mutual consent on mutually agreeable terms. The aggregate lease rentals payable
are charged as rent under Note 15.

Note 23 Segment reporting

The operating segment of the company has been identified in a manner consistent with the internal reporting provided to the Management Committee headed by the Managing
Director. The Committee is the chief operating decision maker based on which there is only one operating segment in which the company operates i.e. operating hotels in the mid
- market to upscale segment and within one geographical segment i.e. India. The Company is not reliant on revenues from operations with any single operating hotel, customer
and does not receive 10% or more of its revenue from operating fee from any single external operating hotel. All the non-current assets are located in India.
Note 24 Employee share based compensation
(i) The eligible employees of ITC Limited (ITC), who are deputed to the Company at its request, are covered under the ITC Employee Stock Option Schemes (ITC ESOS) and the
ITC Employee Cash Settled Stock Appreciation Linked Reward Plan (ITC ESAR Plan) in accordance with the terms and conditions of such schemes, details of which are as under:
ITC ESOS:
Each Option entitles the holder thereof to apply for and be allotted ten ordinary shares of ` 1.00 each of ITC upon payment of the exercise price during the
exercise period. These options vest over a period of three years from the date of grant and are exercisable within a period of five years from the date of vesting.
The options have been granted at the ‘market price’ as defined under the Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014.
ITC ESAR:
Under the ITC ESAR Plan, eligible employees would receive cash linked to appreciation in the value of the shares of ITC in accordance with the terms and conditions of this
Plan. The stock appreciation units (SARs) vest over a period of five years from the date of grant and entitles each ESAR grantee to the appreciation for the total number of ESAR
Units vested.
(ii) The cost of stock options granted under ITC ESOS / SARs granted under ITC ESAR have been recognized as equity settled / cash settled share based payments respectively in
accordance with Ind AS 102 – Share Based Payment. In terms of said deputation arrangement, the Company has accounted for the cost of the fair value of options / stock
appreciation units granted to the deputed employees on-charge by ITC. The fair value of the options / SARs granted is determined, using the Black Scholes Option Pricing
model, by ITC for all the grantees covered under ITC ESOS / ITC ESAR as a whole.
(iii) The summary of movement of such stock options granted by ITC (ITC ESOS) and status of the outstanding options is as under:

410
 fortune park hotels limited

NOTES FORMING PART OF THE FINANCIAL STATEMENTS (Contd.)

(All amounts in rupees lakhs unless otherwise stated)

Particulars As at As at
31st March, 2023 31st March, 2022
No. of Options No. of Options
Outstanding at the beginning of the year 44,235 53,765
Add: Granted during the year * 9,950 5,750
Add / (Less) : Options due to transfer in and transfer out - -
Add : Options due to transfer in and transfer out 8,603 -
Less: Options Forfeited / Surrendered during the year 2,488 10,900
Less: Exercised during the year 16,513 4,380
Outstanding at the end of the year 43,787 44,235
Options exercisable at the end of the year 27,542 36,700
Options Vested and Exercisable during the year 2,640 765

* Includes 7,150 (Previous year 3,650) stock options granted to the Key Management Personnel of the Company. Since such stock options are not tradable, no perquisite
or benefit is immediately conferred upon an employee by such grant.
Note : The Weighted average exercise price of the stock options granted to all optionees under the ITC ESOS is computed by ITC as a whole.
(iv) In accordance with Ind AS 102, an amount of ` 35.28 Lacs (Previous Year ` 8.90 Lacs) towards ITC ESOS and ` 188 Lacs (Previous year - `24.74 Lacs) towards ITC ESAR
has been recognized as employee benefits expense (Refer Note 14). Such charge has been recognized as employee benefits expense with corresponding impact in current/
non – current financial liabilities, as applicable.
Out of the above, amount attributable to key management personnel for ITC ESOS ` 23.77 Lacs (Previous Year ` 6.71 Lacs) and ` 93.69 Lacs (Previous year ` 11.31 Lacs)
for ITC ESAR respectively.
Note 25 Other Disclosure
Previous Year’s figures have been regrouped/re-casted wherever necessary, so as to make them comparable.
The Ministry of Corporate Affairs (MCA) has issued the Companies (Indian Accounting Standards) (Amendment) Rules, 2023 on 31st March, 2023 amending:
- Ind AS 1, ‘Presentation of Financial Statements’ - The amendments require companies to disclose their material accounting policies rather than their significant accounting
policies.
- Ind AS 12 ‘Income Taxes’ - This amendment has narrowed the scope of the initial recognition exemption so that it does not apply to transactions that give rise to equal
and offsetting temporary differences. The amendments clarify how companies account for deferred tax on transactions such as leases.
- Ind AS 8 ‘Accounting Policies, Changes in Accounting Estimates and Errors’ – This amendment has introduced a definition of ‘accounting estimates’ and included
amendments to help distinguish changes in accounting policies from changes in accounting estimates.
The same are applicable for financial statements pertaining to annual periods beginning on or after 1st April, 2023. The Company expects that there will be no material impact
on the financial statements resulting from the implementation of these amendments.
Note 26 Commitments
Estimated amount of contracts remaining to be executed on capital accounts (net of advances): Nil (Previous Year - ` 2.78 lakhs)
Note 27 Accounting Ratios

Ratio Current Previous % Variance Reason of Variance

period period
Current Ratio 1.98 2.72 -26.96% Current year operations has increased significantly which has led to higher payables as compared to
previous financial year
Return on Equity 24.48% 0.97% 2413.18% Healthy growth in business operations in the current year contributed to an improvement in ratio.
Trade Receivables 4.21 2.17 93.93% Improvement in the current year is on account of higher collection contributing to reducing in
Turnover Ratio overall outstanding
Trade Payables 19.91 23.03 -13.57% Current year operations has increased significantly which has led to higher trade payables as
Turnover Ratio compared to previous financial year
Net Capital 3.60 2.31 55.95% Healthy growth in business operations in the current year contributed to an improvement in ratio.
Turnover Ratio
Net Profit Ratio 12.26% 0.74% 1551.18% Healthy growth in business operations in the current year contributed to an improvement in ratio.
Return on Capital 32.10% 2.40% 1237.67% Healthy growth in business operations in the current year contributed to an improvement in ratio.
Employed
Return on 6.41% 3.93% 63.21% Returns are higher due to better retuns on investments in Mutual Funds
Investment
Note:
1. Debt-Equity Ratio, Debt Service Coverage Ratio, Inventory Turnover Ratio are not applicable to the company.

Note 28 The Financial statements were authorised for issue by the directors on 15th April, 2023.

For SRBC & CO LLP On behalf of the Board of Directors

Firm Registration No. : 324982/E300003

Ajay Bansal Samir Mecherivalappil Chandrasekharan Ashish Thakar

Partner Managing Director Director
Membership Number: 502243 DIN 08064002 DIN 09383474

Place : Gurugram Place : Gurugram Place : Gurugram

Date : 15th April, 2023 Date : 15th April, 2023 Date : 15th April, 2023

411
 BAY ISLANDS HOTELS LIMITED

REPORT OF THE BOARD OF DIRECTORS FOR THE FINANCIAL YEAR

ENDED 31ST MARCH, 2023

1. Your Directors submit their Report for the financial year ended 7. DIRECTORS’ RESPONSIBILITY STATEMENT
31st March, 2023.
As required under Section 134 of the Act, your Directors confirm
2. FINANCIAL PERFORMANCE having:
During the year under review, your Company earned license i) followed in the preparation of the Annual Accounts, the applicable
fees of ` 210.28 lakhs (previous year: ` 110.82 lakhs) representing an Accounting Standards with proper explanation relating to material
increase of about 90% over the previous year. The Other Income of the departures, if any;
Company was ` 64.57 lakhs (previous year: ` 49.81 lakhs) and profit for
ii) selected such accounting policies and applied them consistently
the year was ` 191.73 lakhs (previous year: ` 114.45 lakhs).
and made judgments and estimates that are reasonable and
The financial results of your Company, summarised, are as under : prudent so as to give a true and fair view of the state of affairs of
the Company at the end of the financial year and of the profit of
Particulars For the year ended For the year ended the Company for that period;
31st March, 2023 31st March, 2022
iii) taken proper and sufficient care for the maintenance of adequate
(` in lakhs) (` in lakhs)
accounting records in accordance with the provisions of the Act for
Profits safeguarding the assets of the Company and for preventing and
a. Profit Before Tax 256.21 152.94 detecting fraud and other irregularities;
b. Less: Tax Expense iv) prepared the Annual Accounts on a going concern basis; and
- Current Tax 61.01 35.92
v) devised proper systems to ensure compliance with the provisions
- Deferred Tax 3.47 2.57 of all applicable laws and that such systems are adequate and
c. Profit for the year 191.73 114.45 operating effectively.
d. Other Comprehensive Income – –
8. SUBSIDIARIES, ASSOCIATES AND JOINT VENTURES
e. Total Comprehensive Income 191.73 114.45
The Company does not have any subsidiary, associate or joint venture.
Retained Earnings
9. PARTICULARS OF EMPLOYEES
a. At the beginning of the year 1,866.71 1,760.57
b. Add: Profit for the year 191.73 114.45 The details of employees of the Company as required under Rule 5(2)
c. Less: Dividend Paid 8.31 8.31 of the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014, are provided in Annexure1 to this Report.
d. At the end of the year 2,050.12 1,866.71
The Company seeks to enhance equal opportunities for men and women
3. DIVIDEND and is committed to a gender-friendly workplace. Your Company has
Your Directors are pleased to recommend a final dividend of an Internal Complaints Committee as per the provisions of the Sexual
` 80/- (previous year: ` 70/-) per Equity Share of ` 100/- each for the Harassment of Women at Workplace (Prevention, Prohibition and
year ended 31st March, 2023. Total cash outflow in this regard will be Redressal) Act, 2013 and the Rules made thereunder.
` 9,50,000/- (previous year: ` 8,31,250/-). During the year, no complaint for sexual harassment was received.
4. OPERATIONAL PERFORMANCE 10. RISK MANAGEMENT
The Company’s Hotel in Port Blair, licensed to ITC Limited (‘ITC’), The risk management framework of the Company is commensurate
the holding company, continues to offer a unique gateway to the with its size and nature of business. The risk management framework of
Andamans with its strategic location, excellent architectural design and the Company is designed to bring robustness to the risk management
superior quality. The operation and marketing of the Hotel is managed processes, addresses risks intrinsic to operations, financials and
by ITC. compliances arising out of the overall strategy of the Company.
Management of risks vests with the executive management which is
The hospitality industry has shown progressive improvement during the
responsible for the day-to-day conduct of the affairs of the Company,
year led by retail and MICE segments. The performance of the Hotel
within the overall framework approved by the Board. The Board
was, however, affected due to the ongoing renovation activities at Port
annually reviews the effectiveness of the Company’s risk management
Blair airport, which impacted its connectivity with the mainland. systems and policies.
5. DIRECTORS A combination of policies and processes as outlined above adequately
(a) Changes in Directors addresses the various risks associated with the Company’s businesses.
During the year under review, there were no changes in the 11. INTERNAL FINANCIAL CONTROLS
composition of the Board of the Company:
Your Company has in place adequate internal financial controls with
(b) Retirement by Rotation respect to the financial statements, commensurate with its size and
In accordance with the provisions of Section 152 of the Companies scale of operations.
Act, 2013 (‘the Act’) read with Articles 143 and 144 of the Articles During the year under review, the internal financial controls in the
of Association of the Company, Mr. Nakul Anand (DIN: 00022279) Company with respect to the financial statements were tested and
and Mr. Samir M.C. (DIN: 08064002), Directors, will retire by no material weakness in the design or operation of such controls was
rotation at the ensuing Annual General Meeting (‘AGM’) of the observed. Nonetheless, your Company recognises that any internal
Company and being eligible, offer themselves for re-appointment. financial control framework, no matter how well designed, has inherent
Your Board has recommended their re-appointment. limitations and accordingly, regular audit and review processes are
undertaken to ensure that such systems are reinforced on an ongoing
6. BOARD COMPOSITION AND MEETINGS
basis.
The present composition of your Board is as follows:
12. PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS
Mr. N. Anand - Non-Executive Director
During the year ended 31st March, 2023, the Company has neither
Mr. A. Chadha - Non- Executive Director
given any loan or guarantee nor has made any investment under
Mr. A. Thakar - Non- Executive Director Section 186 of the Act.
Mr. Samir M.C - Non-Executive Director 13. RELATED PARTY TRANSACTIONS
Mr. G. H. C. Jadwet - Non-Executive Director
During the year under review, all contracts or arrangements entered
Four meetings of the Board were held during the year ended 31st into by your Company with its related parties were in the ordinary
March, 2023. course of business and on arms’ length basis.

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 BAY ISLANDS HOTELS LIMITED

The details of material related party transaction of the Company in 19. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION,
prescribed Form AOC-2 are provided in Annexure 2 to this Report. FOREIGN EXCHANGE EARNINGS AND OUTGO

14. DEPOSITS Conservation of Energy

Your Company has not accepted any deposit from the public / members The Company is committed to maintain eco-friendly and energy
under Section 73 of the Act read with the Companies (Acceptance of conservation practices at its hotel and has accordingly, implemented
Deposits) Rules, 2014. several eco-friendly processes for energy and water conservation,
waste management disposal and measures to control water, noise and
15. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS environmental pollution.
/ COURTS / TRIBUNALS
The Company continues to make all efforts to keep energy consumption
During the year under review, no significant or material order was at an optimum level.
passed by any Regulator / Court / Tribunal impacting the going concern
status of the Company or its future operations. The Company utilises renewable energy in the form of solar photovoltaic
systems and solar water heating equipment to reduce the heating load
16. COST RECORDS on hot water systems.
The Company is not required to maintain cost records in terms of Technology Absorption
Section 148 of the Act read with the Companies (Cost Records and
Audit) Rules, 2014. The Company is in the hotels business which is a service industry and
no specific knowhow or technology was imported by the Company
17. STATUTORY AUDITORS during the year. The Company has not carried out any activities which
can be construed as a research and development activity. However,
Messrs. S B Dandeker & Co. (‘SBD’), Chartered Accountants were
the Company continues to adopt and use the latest technologies to
appointed as the Company’s Statutory Auditors for a period of five
improve the efficiency and effectiveness of its operations leading to
years from the conclusion of the Forty Sixth AGM held in 2022 till the
product improvement, cost reduction, product development or import
conclusion of Fifty First AGM of the Company.
substitution.
Pursuant to Section 142 of the Act, the Board has recommended
Foreign Exchange Earnings and Outgo
for the approval of the Members, remuneration of SBD, to conduct
the statutory audit of the Company for the financial year 2023-24. During the year under review, there were no foreign exchange earnings
Appropriate resolution seeking your approval to the above is appearing or outgo.
in the Notice convening the ensuing AGM of the Company.
20. ACKNOWLEDGEMENT
There is no qualification, reservation, adverse remark or disclaimer Your Directors acknowledge the assistance and support rendered by all
given by the Auditors in their Report on the financial statements of the the stakeholders and look forward to the future with confidence.
Company for the year ended 31st March, 2023.

18. COMPLIANCE WITH SECRETARIAL STANDARDS On behalf of the Board

Ashish Thakar Samir M.C.
The Company is in compliance with the applicable Secretarial Standards
Dated : 15th April, 2023 Director Director
issued by the Institute of Company Secretaries of India and approved by
the Central Government under Section 118(10) of the Act. Place : Gurugram

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 BAY ISLANDS HOTELS LIMITED

Annexure 1 to the Report of the Board of Directors for the financial year ended 31st March, 2023
[Information pursuant to Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014]
Names of Age Designation Gross Net Qualifications Experience Date of Previous Employment /
Employees Remunera- Remuneration (Years) Commence- Position held
tion (`) (`) ment of
Employment
1 2 3 4 5 6 7 8 9
Nishant Pritam Raj 26 Finance Manager 8,13,685 7,41,167 CMA, CS 1.5 14.03.2022 Castex Technologies
Limited, Company
Secretary & Compliance
officer
Gaurav Sakkarwal 32 Sous Chef 6,91,350 6,29,368 Bachelor of Hotel 7 01.12.2016 Fortune Park Hotels
Management Limited, Jr. Sous Chef
Agnatus Kindo 57 Jr. Executive 4,97,032 4,71,664 Intermediate 37 01.07.1986 Nil
Gour Hari Roy 45 Executive 4,56,297 4,31,559 B.A Graduate 17 28.01.2017 Fortune Resort Bay
Island, Purchase Assistant
Joy Kutty 55 Sr. Captain 4,34,214 4,08,807 Intermediate 31 12.01.1993 Fortune Resort Bay
Island, F&B Associate
Nimbulal 55 Sr. Supervisor 4,31,453 4,05,928 Intermediate 33 01.01.1989 Nil
Sukumar 37 Sr. Supervisor 4,24,497 3,99,642 B.Com 15 19.08.2008 Babu & Badat, CA Firm,
Data Entry Operator
Pallav Nirmal Kumar 37 Front Office Man- 4,18,116 3,79,325 Bachelor of Hotel 12 05.07.2021 Front Office Manager -
ager Management WH Ahmedabad
Matul Rakshit 48 CDP 4,17,252 3,91,806 Intermediate 17 01.03.2006 Fortune Resort Bay
Island, DCDP
Abdul Rehman 57 Sr. Supervisor 4,14,977 3,89,647 Intermediate 38 16.09.1985 Nil

Notes :
a. Gross Remuneration includes salary, variable pay/performance bonus, allowances & other benefits / applicable perquisites, except provisions for gratuity and leave encashment
which are actuarially determined on an overall Company basis. The term ‘remuneration’ has the meaning assigned to it under the Companies Act, 2013.
b. Net remuneration comprises cash income less income tax, education cess deducted at source and employee’s own contribution to provident fund.
c. All appointments are/were contractual in accordance with terms and conditions as per the Company’s Rules.
d. The aforesaid employees are neither relative of any Director of the Company nor hold any equity share in the Company.
On behalf of the Board
Dated : 15th April, 2023
Ashish Thakar Samir M.C.
Place : Gurugram Director Director

Annexure 2 to the Report of the Board of Directors for the financial year ended 31st March, 2023
FORM NO. AOC-2
[Pursuant to Section 134(3)(h) of the Companies Act, 2013 and Rule 8(2) of the Companies (Accounts) Rules, 2014]
Form for disclosure of particulars of contracts/arrangements entered into by the Company with related parties referred to in sub-section (1) of
Section 188 of the Companies Act, 2013 including certain arm’s length transactions under fourth proviso thereto
1. Details of contracts or arrangements or transactions not at arm’s length basis
a) Name(s) of the related party and nature of relationship
b) Nature of contracts / arrangements / transactions
c) Duration of the contracts / arrangements / transactions
d) Salient terms of the contracts or arrangements or transactions including the value, if any
e) Justification for entering into such contracts or arrangements or transactions NIL
f) Date(s) of approval by the Board
g) Amount paid as advances, if any
h) Date on which the resolution was passed in general meeting as required under first proviso to
Section 188
2. Details of material contracts or arrangements or transactions at arm’s length basis
a) Name(s) of the related party and nature of relationship ITC Limited, the holding company (‘ITC’)
b) Nature of contracts / arrangements / transactions Operating License Agreement (‘Agreement’) with ITC for
operating Company’s Hotel ‘Welcomhotel Bay Islands’
(‘Hotel’)
c) Duration of the contracts / arrangements / transactions 50 years effective 15th March, 1993
d) Salient terms of the contracts or arrangements or transactions including the value, if ITC pays an annual license fees of 15% of Net Operating
any Income of the Hotel or ` 25 Lakhs, whichever is higher, to
the Company.
Total license fees received from ITC vide this Agreement,
during the year was ` 248.13 Lakhs (including applicable
taxes)
e) Date(s) of approval by the Board, if any –
f) Amount paid as advances, if any Nil

On behalf of the Board

Ashish Thakar Samir M.C.
Dated : 15th April, 2023 Director Director
Place : Gurugram

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 BAY ISLANDS HOTELS LIMITED

INDEPENDENT AUDITOR’S REPORT such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit
TO THE MEMBERS OF BAY ISLANDS HOTELS LIMITED evidence obtained up to the date of our auditor’s report. However, future events or conditions may
cause the Company to cease to continue as a going concern.
Report on the Standalone Financial Statements • Evaluate the overall presentation, structure and content of the standalone financial statements,
Opinion including the disclosures, and whether the standalone financial statements represent the
We have audited the accompanying Standalone financial statements of M/s. Bay Islands Hotels Limited underlying transactions and events in a manner that achieves fair presentation.
(“the Company”) which comprises the Balance Sheet as at March 31, 2023, the Statement of Profit and Materiality is the magnitude of misstatements in the standalone financial statements that, individually or
Loss, Statement of changes in equity and Cash flow Statement for the year then ended, and notes to in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the
the financial statements, including a summary of significant accounting policies and other explanatory financial statements may be influenced. We consider quantitative materiality and qualitative factors in (i)
information. planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the
In our opinion and to the best of our information and according to the explanations given to us, the effect of any identified misstatements in the financial statements.
aforesaid standalone financial statements give the information required by the Act in the manner so We communicate with those charged with governance regarding, among other matters, the planned
required and give a true and fair view in conformity with the Indian Accounting Standards prescribed scope and timing of the audit and significant audit findings, including any significant deficiencies in
under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as internal control that we identify during our audit.
amended, (“Ind AS”) and other accounting principles generally accepted in India, of the state of affairs of We also provide those charged with governance with a statement that we have complied with relevant
the Company as at March 31, 2023, and profit, changes in equity and its cash flows for the year ended ethical requirements regarding independence, and to communicate with them all relationships and other
on that date. matters that may reasonably be thought to bear on our independence, and where applicable, related
Basis for Opinion safeguards.
We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section Report on other Legal and Regulatory Requirements
143(10) of the Companies Act, 2013. Our responsibilities under those Standards are further described 1. As required by the Companies (Auditor’s Report) Order, 2020 (the Order) issued by the Central
in the Auditor’s Responsibilities for the Audit of the Financial Statements section of our report. We are Government in terms of Section 143 (11) of the Act, we enclosed in the Annexure-A, a statement on
independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered matters specified in paragraph 3 & 4 of the said order.
Accountants of India together with the ethical requirements that are relevant to our audit of the financial 2. (A) As required by section 143(3) of the Act, we report that:
statements under the provisions of the Companies Act, 2013 and the Rules thereunder, and we have
fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. a. We have sought and obtained all the information and explanations which to the best of our
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for knowledge and belief were necessary for the purposes of our audit.
our opinion. b. In our opinion, proper books of account as required by law have been kept by the Company
Key Audit Matters so far as it appears from our examination of those books.
Key audit matters are those matters that, in our professional judgement, were of most significance in our c. The Balance Sheet, the Statement of Profit and Loss, Statement of changes in Equity and the
audit of the standalone financial statements of the current period. We have determined that there are no Cash Flow Statement dealt with by this Report are in agreement with the books of account.
Key Audit matters to communicate in our report.
d. In our opinion, the aforesaid standalone financial statements comply with the Ind AS specified
Information Other than the Financial Statements and Auditor’s Report Thereon under Section 133 of the Act.
The Company’s Board of Directors is responsible for the other information. The other information
comprises the information included in the report of the Board of Directors, but does not include the e. On the basis of the written representations received from the directors as on 31st March,
financial statements and our auditor’s report thereon. The report of the Board of Directors is expected to 2023 taken on record by the Board of Directors, none of the directors is disqualified as on 31st
be made available to us after the date of this auditor’s report. March, 2023 from being appointed as a director in terms of Section 164 (2) of the Act.
Our opinion on the financial statements does not cover the other information and we will not express any f. With respect to the adequacy of the internal financial controls over financial reporting of the
form of assurance or conclusion thereon. Company and the operating effectiveness of such controls, refer to our separate Report in
In connection with our audit of the financial statements, our responsibility is to read the other information Annexure B.
identified above when it becomes available and, in doing so, consider whether the other information is (B) With respect to the other matters to be included in the Auditor’s Report in accordance with rule
materially inconsistent with the financial statements or our knowledge obtained in the audit, or otherwise 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our
appears to be materially misstated. information and according to the explanations given to us:
When we read the report of the Board of Directors, if we conclude that there is a material misstatement i) The Company has pending litigations which could impact its financial position, in the nature
therein, we are required to communicate the matter to those charged with governance and describe of disputed claims against the company amounting to Rs.105.08 lakhs. Attention is drawn to
actions applicable in the applicable laws and regulations. Note no. 22(v) of the financial statements for details.
Responsibility of Management for the Standalone Financial Statements
ii) The Company did not have any long-term contracts including derivative contracts for which
The Company’s Board of Directors is responsible for the matters stated in section 134(5) of the there were any material foreseeable losses;
Companies Act, 2013 (“the Act”) with respect to the preparation of these standalone financial statements
that give a true and fair view of the financial position, financial performance, changes in equity and iii) There were no amounts which were required to be transferred to the Investor Education and
cash flows of the Company in accordance with the accounting principles generally accepted in Protection Fund by the Company.
India, including the accounting Standards specified under section 133 of the Act. This responsibility iv) (i) The management has represented that, to the best of its knowledge and belief, no funds
also includes maintenance of adequate accounting records in accordance with the provisions of the have been advanced or loaned or invested (either from borrowed funds or share premium
Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other or any other sources or kind of funds) by the Company to or in any other persons or
irregularities; selection and application of appropriate implementation and maintenance of accounting entities, including foreign entities (“Intermediaries), with the understanding, whether
policies; making judgements and estimates that are reasonable and prudent; and design, implementation recorded in writing or otherwise, that the Intermediary shall:
and maintenance of adequate internal financial controls, that were operating effectively for ensuring the
accuracy and completeness of the accounting records, relevant to the preparation and presentation of • directly or indirectly lend or invest in other persons or entities identified in any manner
the financial statement that give a true and fair view and are free from material misstatement, whether whatsoever (“Ultimate Beneficiaries”) by or on behalf of the Company or
due to fraud or error. • provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.
In preparing the financial statements, management is responsible for assessing the Company’s ability to
(ii) The management has represented, that, to the best of its knowledge and belief, no funds
continue as a going concern, disclosing, as applicable, matters related to going concern and using the
have been received by the Company from any persons or entities, including foreign
going concern basis of accounting unless management either intends to liquidate the Company or to
entities (“Funding Parties”), with the understanding, whether recorded in writing or
cease operations, or has no realistic alternative but to do so.
otherwise, that the Company shall:
Those Board of Directors are also responsible for overseeing the company’s financial reporting process.
• directly or indirectly, lend or invest in other persons or entities identified in any manner
Auditor’s Responsibility for the Audit of the Financial Statements
whatsoever (“Ultimate Beneficiaries”) by or on behalf of the Funding Party or
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole
are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report • provide any guarantee, security or the like from or on behalf of the Ultimate
that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee Beneficiaries; and
that an audit conducted in accordance with SAs will always detect a material misstatement when it (iii) Based on such audit procedures as considered reasonable and appropriate in the
exists. Misstatements can arise from fraud or error and are considered material if, individually or in the circumstances, nothing has come to our notice that has caused us to believe that the
aggregate, they could reasonably be expected to influence the economic decisions of users taken on the representations under subclause (d) (i) and (d) (ii) contain any material mis-statement.
basis of these financial statements.
v) (a) The final dividend proposed in the previous year, declared and paid by the Company
As part of an audit in accordance with SAs, we exercise professional judgement and maintain professional during the year is in accordance with Section 123 of the Act, as applicable.
skepticism throughout the audit. We also:
• Identify and assess the risks of material misstatement of the standalone financial statements, (b) The Board of Directors of the Company have proposed final dividend for the year which
whether due to fraud or error, design and perform audit procedures responsive to those risks, and is subject to the approval of the members at the ensuing Annual General Meeting. The
obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk amount of dividend proposed is in accordance with section 123 of the Act, as applicable
of not detecting a material misstatement resulting from fraud is higher than for one resulting from vi) With respect to the matter to be included in the Auditor’s Report under Section 197(16) of the
error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the Act, no remuneration has been paid by the Company to its directors during the current year
override of internal control. and hence compliance with the provisions of Section 197 of the Act is not applicable.
• Obtain an understanding of internal financial controls relevant to the audit in order to design For and on behalf of
audit procedures that are appropriate in the circumstances. Under section 143(3)(i) of the Act, we S.B.DANDEKER & CO.
are also responsible for expressing our opinion on whether the Company has adequate internal Chartered Accountants
financial controls system in place and the operating effectiveness of such controls. Firm Regn No.301009E
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made by management. Kedarashish Bapat
Partner
• Conclude on the appropriateness of management’s use of the going concern basis of accounting M.No.- 057903
and, based on the audit evidence obtained, whether a material uncertainty exists related to events
or conditions that may cast significant doubt on the Company’s ability to continue as a going UDIN: 23057903BGVDZN1832
concern. If we conclude that a material uncertainty exists, we are required to draw attention Place: Port Blair,
in our auditor’s report to the related disclosures in the standalone financial statements or, if Date: 17th April 2023

ANNEXURE “A” TO THE AUDITOR’S REPORT (d) The Company has not revalued any of its Property, Plant and Equipment (including
Right of Use assets) or intangible assets or both during the year.
(Referred to in paragraph 2 under ‘Report on Legal and Regulatory Requirements’
section of our report of even date) (e) No proceedings have been initiated or are pending against the company for holding
any Benami property under the “Benami Transactions (Prohibition) Act, 1988 and
(i) In respect of its Property, Plant & Equipment:
Rules made there under.
(a) (A) The Company has maintained proper records showing full particulars,
(ii) (a) The company did not hold any inventory during the year.
including quantitative details and situation of the Property, Plant & Equipment.
(b) The Company has not been sanctioned any working capital limits in excess of Rs. 5
(B) The Company has no Intangible Assets.
crores, in aggregate, from banks or financial institutions on the basis of security of
(b) The Property, Plant & Equipment were physically verified during the year by the current assets at any time during the year.
Management in accordance with a regular programme of verification which, in our
(iii) The company has not made any investments in, provided any guarantee or security
opinion, provides for physical verification of all the Property, Plant & Equipment at
or granted any loans or advances in the nature of loans, secured or unsecured to
reasonable intervals. According to the information and explanations given to us,
companies, firms, Limited Liability Partnerships or any other parties during the year.
no discrepancies noticed on physical verification of Property, Plant & Equipment as
compared to book records. (iv) The Company has not granted any loans, made investments or provided guarantees
during the year, to which provisions of Section 185 and 186 of the Companies Act,
(c) The title deeds of all the immovable properties (other than properties where the
2013 are applicable.
Company is the lessee and the lease agreements are duly executed in favour of the
lessee) disclosed in the financial statements are held in the name of the company. (v) According to the information and explanations given to us, the Company has

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 BAY ISLANDS HOTELS LIMITED

not accepted any deposit deemed to be deposits during the year and therefore (xiii) In our opinion and according to the information and explanations given to us the
directives issued by the Reserve Bank of India and the provisions of sections 73 to 76 Company is in compliance with Section 177 and 188 of the Companies Act, 2013,
or any other relevant provisions of the Companies Act, 2013 and the rules framed where applicable, for all transactions with the related parties and the details of
there under in this regard are not applicable. related party transactions have been disclosed in the financial statements etc. as
(vi) The maintenance of cost records has not been specified by the Central Government required by the applicable accounting standards.
under section 148(1) of the Companies Act, 2013. (xiv) (a) The company has an internal audit system commensurate with the size and nature
(vii) According to the information and explanations given to us in respect of statutory of its business.
dues:
(b) The reports of the Internal Audit for the period under audit have been considered by
(a) The Company has generally been regular in depositing undisputed statutory dues,
us in the process of our audit of the financial statements.
including Goods and Service Tax, provident fund, employees’ state insurance,
income-tax, sales-tax, service tax, duty of customs, duty of excise, value added tax, (xv) In our opinion and according to the information and explanations given to us,
cess and any other statutory dues to the appropriate authorities. We are informed during the year the Company has not entered into any non-cash transactions with
that the Company’s operations did not give rise to any dues on account of Excise its directors or directors of its holding or persons connected with them and hence
duty. provisions of section 192 of the Companies Act, 2013 are not applicable.
(b) There were no undisputed amounts payable in respect of Provident fund, Employees’ (xvi) The Company is not required to be registered under section 45-IA of the Reserve
state insurance, Income tax, Service tax, Customs duty, Value added tax, Sales tax, Bank of India Act, 1934, and therefore sub clauses (b), (c) & (d) of clause (xvi) of the
Goods & Services Tax, Cess and other material statutory dues in arrears as at 31st Order are not applicable.
March, 2023 for a period of more than six months from the date they became
payable. We are informed that the Company’s operations did not give rise to any (xvii) The Company has not incurred cash losses in the Financial Year and in the
dues on account of Excise duty. immediately preceding Financial year.
(c) The company has disputed dues of Rs.105.08 lakhs on account of Service tax (xviii) There has been no resignation of the statutory auditors during the year.
claims including interest claim of Rs.33.99 lakhs. Except for this, there are no other
(xix) On the basis of the financial ratios, ageing and expected dates of realization of
disputed dues in respect of Sales tax, Customs duty, Excise duty and Value added tax
financial assets and payment of financial liabilities, other information accompanying
as at 31st March 2023 which have not been deposited on account of dispute.
the financial statements of the company, our knowledge of the Board of Directors
(viii) There were no such transactions which were not recorded in the books of account and management plans, we are of the opinion that no material uncertainty exists as
of the company that have been surrendered or disclosed as income during the year on the date of the audit report that the company is capable of meeting its liabilities
in the tax assessments under the Income Tax Act, 1961. existing at the date of balance sheet as and when they fall due within a period of one
(ix) The company has not taken loans or other borrowings from any lender and hence year from the balance sheet date.
clause (ix) of the Order is not applicable.
(xx) Provisions of section 135 relating to Corporate Social Responsibility are not
(x) (a) The company has not raised any moneys by way of initial public offer or further
applicable to the company.
public offer (including debt instruments) during the year.
(b) The Company has not made any preferential allotment or private placement of (xxi) The company is not required to prepare Consolidated Financial Statements and
shares or convertible debentures (fully, partially or optionally convertible) during the therefore provisions of clause (xxi) of the Order are not applicable.
year. For and on behalf of
(xi) (a) To the best of our knowledge and according to the information and explanations S.B.DANDEKER & CO.
given to us, no fraud by the Company and no material fraud on the Company by its Chartered Accountants
officers or employees has been noticed or reported during the year. Firm Regn No.301009E
(b) No report under sub-Section (12) of Section 143 of the Companies Act has been Kedarashish Bapat
filed by the auditors during the year Partner
(c) There were no whistle-blower complaints, received during the year by the Company, M.No.- 057903
to be considered by the auditors. UDIN: 23057903BGVDZN1832
(xii) The Company is not a Nidhi Company and hence reporting under clause (xii) of the Place: Port Blair,
CARO 2020 Order is not applicable. Date: 17th April 2023

ANNEXURE B TO INDEPENDENT AUDITOR’S REPORT

(Referred to in paragraph 1(f) under ‘Report on Other Legal and Regulatory Meaning of Internal Financial Controls Over Financial Reporting
Requirements’ section of our report of even date) A company’s internal financial control over financial reporting is a process designed
Report on the Internal Financial Controls Over Financial Reporting under Clause (i) to provide reasonable assurance regarding the reliability of financial reporting and the
of Sub-section 3 ofSection 143 of the Companies Act, 2013 (“the Act”) preparation of financial statements for external purposes in accordance with generally
We have audited the internal financial controls over financial reporting of Bay Islands accepted accounting principles. A company’s internal financial control over financial
Hotels Limited (“the Company”) as of March 31, 2023 in conjunction with our audit reporting includes those policies and procedures that (1) pertain to the maintenance
of the Ind AS financial statements of the Company for the year ended on that date. of records that, in reasonable detail, accurately and fairly reflect the transactions and
dispositions of the assets of the company; (2) provide reasonable assurance that
Management’s Responsibility for Internal Financial Controls
transactions are recorded as necessary to permit preparation of financial statements
The Company’s management is responsible for establishing and maintaining internal in accordance with generally accepted accounting principles, and that receipts and
financial controls based on “the internal control over financial reporting criteria expenditures of the company are being made only in accordance with authorisations
established by the Company considering the essential components of internal of management and directors of the company; and (3) provide reasonable assurance
control stated inthe Guidance Note on Audit of Internal Financial Controls over regarding prevention or timely detection of unauthorised acquisition, use, or disposition
Financial Reporting issued by the Institute of Chartered Accountants of India”. These of the company’s assets that could have a material effect on the financial statements.
responsibilities include the design, implementation and maintenance of adequate
internal financial controls that were operating effectively for ensuring the orderly Inherent Limitations of Internal Financial Controls Over Financial Reporting
and efficient conduct of its business, including adherence to company’s policies, Because of the inherent limitations of internal financial controls over financial reporting,
the safeguarding of its assets, the prevention and detection of frauds anderrors, the including the possibility of collusion or improper management override of controls,
accuracy and completeness of the accounting records, and the timely preparation of material misstatements due to error or fraud may occur and not be detected. Also,
reliable financial information, as required under the Companies Act, 2013. projections of any evaluation of the internal financial controls over financial reporting
Auditor’s Responsibility to future periods are subject to the risk that the internal financial control over financial
reporting may become in adequate because of changes in conditions, or that the
Our responsibility is to express an opinion on the Company’s internal financial controls
degree of compliance with the policies or procedures may deteriorate.
over financial reporting based on our audit. We conducted our audit in accordance with
the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the Opinion
“Guidance Note”) issued by the Institute of Chartered Accountants of India and the In our opinion, to the best of our information and according to the explanations given
Standards on Auditing prescribed under Section 143(10) of the Companies Act, 2013, to us, the Company has, in all material respects, an adequate internal financial controls
to the extent applicable to an audit of internal financial controls. Those Standards and system over financial reporting and such internal financial controls over financial
the Guidance Note require that we comply with ethical requirements and plan and
reporting were operating effectively as at March 31, 2023, based on “the internal
perform the audit to obtain reasonable assurance about whether adequate internal
control over financial reporting criteria established by the Company considering the
financial controls over financial reporting was established and maintained and if such
essential components of internal control stated in the Guidance Note on Audit of
controls operated effectively in all material respects.
Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered
Our audit involves performing procedures to obtain audit evidence about the adequacy Accountants of India”.
of the internal financial controls system over financial reporting and their operating
effectiveness. Our audit of internal financial controls over financial reporting included For and on behalf of
obtaining an understanding of internal financial controls over financial reporting, S.B.DANDEKER & CO.
assessing the risk that a material weakness exists, and testing and evaluating the Chartered Accountants
design and operating effectiveness of internal control based on the assessed risk. The Firm Regn No.301009E
procedures selected depend on the auditor’s judgement, including the assessment of Kedarashish Bapat
the risks of material misstatement of the financial statements, whether due to fraud or Partner
M.No.- 057903
error.
UDIN: 23057903BGVDZN1832
We believe that the audit evidence we have obtained is sufficient and appropriate
Place: Port Blair,
to provide a basis for our audit opinion on the Company’s internal financial controls
Date: 17th April 2023
system over financial reporting.

416
 BAY ISLANDS HOTELS LIMITED

BALANCE SHEET AS AT 31ST MARCH, 2023

Note As at As at
31st March, 2023 31st March, 2022
(` in lakhs) (` in lakhs)
ASSETS
Non-current Assets
(a) Property, Plant and Equipment 3 650.31 653.42
(b) Other non-current assets 4 19.23 669.54 23.27 676.69
Current assets
(a) Financial Assets
(i) Investments 5 361.07 394.25
(ii) Trade Receivables 6 66.53 33.22
(iii)Cash and cash equivalents 7 34.74 57.22
(iv)Other Bank Balances 8 1,085.51 866.03
(v) Others 9 16.96 1,564.81 14.13 1,364.85
(b) Other current assets 10 2.67 –
TOTAL ASSETS 2,237.02 2,041.54
EQUITY AND LIABILITIES
Equity
(a) Share Capital 11 11.88 11.88
(b) Other Equity 2,168.44 2,180.32 1,985.03 1,996.91
Liabilities
Non-current liabilities
(a) Provisions 12 4.57 4.68
(b) Deferred tax liabilities 13 30.39 34.96 26.92 31.60

Current liabilities
(a) Financial Liabilities
(i) Trade payables 0.26 0.24
(ii) Other financial liabilities 14 6.67 6.93 4.75 4.99
(b) Other current liabilities 15 11.09 6.80
(c) Provisions 12 3.72 1.24
TOTAL EQUITY AND LIABILITIES 2,237.02 2,041.54
The accompanying notes 1 to 23 are an integral part of the Financial Statements.
In terms of our report attached On Behalf of the Board
For S.B.DANDEKER & CO.
Chartered Accountants Ashish Thakar Samir MC
Firm Regn No.301009E Director Director
Kedarashish Bapat
Partner
M.No.- 057903
Place: Port Blair Place: Gurugram
Date: 17th April, 2023 Date: 15th April, 2023
STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED 31ST MARCH, 2023
Note For the year ended For the year ended
31st March, 2023 31st March, 2022
(` in lakhs) (` in lakhs)
I Revenue From Operations 16 210.28 110.82
II Other Income 17 64.57 49.81
III Total Income (I+II) 274.85 160.63
IV EXPENSES
Employee benefits expense 18 12.67 3.76
Depreciation and amortization expense 3 3.10 3.10
Other expenses 19 2.87 0.83
Total expenses (IV) 18.64 7.69
V Profit before tax (III - IV) 256.21 152.94
VI Tax expense:
Current Tax 20 61.01 35.92
Deferred Tax 20 3.47 2.57
VII Profit for the year (V - VI) 191.73 114.45
VIII Other Comprehensive Income – –
IX Total Comprehensive Income for the year (VII+VIII) 191.73 114.45
X Earnings per equity share (Face value of ` 100 each):
(1) Basic (in `) 21 1,615 964
(2) Diluted (in`) 21 1,615 964
The accompanying notes 1 to 23 are an integral part of the Financial Statements.
In terms of our report attached On Behalf of the Board
For S.B.DANDEKER & CO.
Chartered Accountants Ashish Thakar Samir MC
Firm Regn No.301009E Director Director
Kedarashish Bapat
Partner
M.No.- 057903
Place: Port Blair Place: Gurugram
Date: 17th April, 2023 Date: 15th April, 2023

417
 BAY ISLANDS HOTELS LIMITED

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH, 2023
For the year ended For the year ended
31st March, 2023 31st March, 2022
(` in lakhs) (` in lakhs) (` in lakhs ) (` in lakhs)
A. CASH FLOW FROM OPERATING ACTIVITIES
PROFIT BEFORE TAX 256.21 152.94
ADJUSTMENTS FOR :
Depreciation expense 3.10 3.10
Net (gain)/loss arising on investments mandatorily
measured at Fair value through profit and loss (21.90) (13.23 )
Interest Income (42.31) (36.58 )
(61.11) (46.71 )
OPERATING PROFIT BEFORE WORKING CAPITAL CHANGES 195.10 106.23
ADJUSTMENTS FOR :
Trade receivables, loans, advances and other assets (22.02) (43.70 )
Trade payables, other liabilities and provisions 8.60 0.19
(13.42) (43.51 )
CASH GENERATED FROM OPERATIONS 181.68 62.72
Income Tax Paid (61.01) (35.92 )
NET CASH FROM OPERATING ACTIVITIES 120.67 26.80
B. CASH FLOW FROM INVESTING ACTIVITIES :
Redemption of current investments 55.07
Interest Received 29.56 53.36
NET CASH (USED IN) / FROM INVESTING ACTIVITIES 84.63 53.36

C. CASH FLOW FROM FINANCIAL ACTIVITIES :
Dividend Paid (8.31) (8.31 )
NET CASH FLOW USED IN FINANCING ACTIVITIES (8.31) (8.31 )
NET INCREASE IN CASH AND CASH EQUIVALENTS 196.99 71.85
OPENING CASH AND CASH EQUIVALENTS 923.26 851.41
CLOSING CASH AND CASH EQUIVALENTS 1,120.25 923.26

Note:
The above Cash Flow Statement has been prepared under the “Indirect Method” as set out in the IndAS - 7 Cash Flow Statements.
The accompanying notes 1 to 23 are an integral part of the Financial Statements.

In terms of our report attached On Behalf of the Board

For S.B.DANDEKER & CO.
Chartered Accountants Ashish Thakar Samir MC
Firm Regn No.301009E Director Director
Kedarashish Bapat
Partner
M.No.- 057903
Place: Port Blair Place: Gurugram
Date: 17th April, 2023 Date: 15th April, 2023

418
 BAY ISLANDS HOTELS LIMITED

STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31ST MARCH, 2023

A. Equity Share Capital (` in Lakhs)

Balance at the Changes in equity Restated balance at Changes in equity Balance at the
beginning of the Share capital due to the beginning of the share capital during end of the
reporting year prior period errors reporting period the year reporting year
For the year ended 31st March, 2023 11.88 - 11.88 - 11.88
For the year ended 31st March, 2022 11.88 - 11.88 - 11.88

B. Other Equity (` in Lakhs)

Reserves and Surplus Total

Retained Earnings Subsidy Reserve General Reserve
Balance as at 1st April, 2022 1,866.71 43.38 74.94 1,985.03
Changes in accounting policy or prior period errors - - - -
Restated balance as at 1st April, 2022 1,866.71 43.38 74.94 1,985.03
Profit for the year 191.73 - - 191.73
Other Comprehensive Income (net of tax) - - - -
Total Comprehensive Income for the year 191.73 - - 191.73
Dividend 8.31 - - 8.31
Balance as at 31st March, 2023 2,050.12 43.38 74.94 2,168.44

(` in Lakhs)
Reserves and Surplus Total
Retained Earnings Subsidy Reserve General Reserve
Balance as at 1st April, 2021 1,760.57 43.38 74.94 1,878.89
Changes in accounting policy or prior period errors - - - -
Restated balance as at 1st April, 2021 1,760.57 43.38 74.94 1,878.89
Profit for the year 114.45 - - 114.45
Other Comprehensive Income (net of tax) - - - -
Total Comprehensive Income for the year 114.45 - - 114.45
Dividend 8.31 - - 8.31
Balance as at 31st March, 2022 1,866.71 43.38 74.94 1,985.03

The Board of Directors recommended a dividend of `80 per share for the year ended 31th March, 2023, subject to deduction of income tax. This equity
dividend is subject to approval by shareholders at the Annual General Meeting and has not been included as a liability in these financial statements. The
total estimated equity dividend to be paid is ` 9.50 Lakhs (P.Y. 8.31 Lakhs).
Retained Earnings- It represents the cumulative profits of the Company. This Reserve can be utilized in accordance with the provisions of the Companies
Act, 2013
Subsidy Reserve- It represents Central Subsidy received from Andaman & Nicobar Administration.
General Reserve- This Reserve is created by an appropriation from one component of equity (generally retained earnings) to another, not being an item of
Other Comprehensive Income. The same can be utilized by the Company in accordance with the provisions of the Companies Act, 2013.
In terms of our report attached On Behalf of the Board
For S.B.DANDEKER & CO.
Chartered Accountants Ashish Thakar Samir MC
Firm Regn No.301009E Director Director
Kedarashish Bapat
Partner
M.No.- 057903
Place: Port Blair Place: Gurugram
Date: 17th April, 2023 Date: 15th April, 2023
NOTES TO THE FINANCIAL STATEMENTS
1. SIGNIFICANT ACCOUNTING POLICIES during the year. Actual results could differ from those estimates. The estimates
(i) Statement of Compliance and underlying assumptions are reviewed on an ongoing basis. Revisions to
accounting estimates are recognised in the period in which the estimate is revised
These financial statements have been prepared in accordance with Indian if the revision affects only that period; they are recognised in the period of the
Accounting Standards (Ind AS) notified under section 133 of the Companies Act, revision and future periods if the revision affects both current and future periods
2013. The financial statements have also been prepared in accordance with the
relevant presentation requirements of the Companies Act, 2013. The Company (iii) Operating Cycle
adopted Ind AS from 1st April, 2016. The date of transition to Ind AS is 1st April, All assets and liabilities have been classified as current or non-current as per the
2015. Company’s normal operating cycle and other criteria set out in the Schedule III to
(ii) Basis of Preparation the Companies Act, 2013 based on the nature of products and the time between
the acquisition of assets for processing and their realisation in cash and cash
The financial statements are prepared in accordance with the historical cost equivalents.
convention, except for certain items that are measured at fair values, as explained
in the accounting policies below. The financial statements are presented in Indian (iv) Property, Plant & Equipment – Tangible Assets
Rupees (INR) which is also the Company’s functional currency. Property, plant & equipment are stated at cost of acquisition or construction
Fair Value is the price that would be received to sell an asset or paid to transfer a less accumulated depreciation and impairment, if any. For this purpose, cost
liability in an orderly transaction between market participants at the measurement includes deemed cost which represents the carrying value of property, plant and
date, regardless of whether that price is directly observable or estimated using equipment recognised as at 1st April, 2015 measured as per the previous GAAP.
another valuation technique. In estimating the fair value of an asset or a liability, Cost is inclusive of inward freight, duties and taxes and incidental expenses
the Company takes into account the characteristics of the asset or liability if market related to acquisition. In respect of major projects involving construction, related
participants would take those characteristics into account when pricing the asset pre-operational expenses form part of the value of assets capitalised. Expenses
or liability at the measurement date. capitalised also include applicable borrowing costs for qualifying assets, if any. All
The preparation of financial statements in conformity with Ind AS requires upgradations / enhancements are charged off as revenue expenditure unless they
management to make judgements, estimates and assumptions that affect the bring similar significant additional benefits.
application of the accounting policies and the reported amounts of assets and An item of property, plant and equipment is derecognised upon disposal or when
liabilities, the disclosure of contingent assets and liabilities at the date of the no future economic benefits are expected to arise from the continued use of asset.
financial statements, and the reported amounts of revenues and expenses

419
 BAY ISLANDS HOTELS LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Contd.)

Any gain or loss arising on the disposal or retirement of an item of property, plant Income recognition: Interest income from financial assets is recognised in profit
and equipment is determined as the difference between the sales proceeds and the or loss using effective interest rate method, where applicable. Dividend income is
carrying amount of the asset and is recognised in the Statement of Profit and Loss. recognised in the Statement of Profit and Loss when the right to receive dividend
Depreciation of these assets commences when the assets are ready for their is established.
intended use which is generally on commissioning. Items of Property, Plant and b) Financial liabilities
Equipment are depreciated in a manner that amortises the cost of the assets after
Borrowings, trade payables and other financial liabilities are initially recognised
commissioning (or other amount substituted for cost), less its residual value,
at the value of the respective contractual obligations. They fair value and
over their useful lives as specified in Schedule II of the Companies Act, 2013 on a
are subsequently measured at amortised cost. Any discount or premium on
straight line basis.
redemption / settlement is recognised in the Statement of Profit and Loss as
The estimated useful lives of property, plant and equipment of the Company are as finance cost over the life of the liability using the effective interest method and
follows: adjusted to the liability figure disclosed in the Balance Sheet.
Financial liabilities are derecognised when the liability is extinguished, that is,
Buildings 60 years when the contractual obligation is discharged, cancelled and on expiry.
Land is not depreciated. Property, plant and equipments residual values and useful c) Offsetting Financial Instruments
lives are reviewed, and are treated as changes in accounting estimates, at each Financial assets and liabilities are offset and the net amount is included in the
balance sheet date. Balance Sheet where there is a legally enforceable right to offset the recognised
(v) Impairment of Assets amounts and there is an intention to settle on a net basis or realise the asset and
settle the liability simultaneously.
Impairment loss is provided, if any, to the extent, the carrying amount of assets
exceed their recoverable amount. d) Equity Instruments
Recoverable amount is higher of an asset’s net selling price and its value in use. Equity instruments are recognised at the value of the proceeds, net of direct costs
Value in use is the present value of estimated future cash flows expected to arise of the capital issue.
from the continuing use of an asset and from its disposal at the end of its useful life.
(vii) Revenue
Impairment losses recognised in prior years are reversed when there is an indication
that the impairment losses recognised no longer exist or have decreased. Such Revenue is measured at the fair value of the consideration the transaction price
reversals are recognised as an increase in carrying amounts of assets to the extent that the Company receives or expects to receive as consideration received or
that it does not exceed the carrying amounts that would have been determined receivable for goods supplied and services rendered, net of returns and discounts
(net of Depreciation) had no impairment loss been recognised in previous years. to customers. Revenue from the sale of goods is shown to include Excise Duties
and National Calamity Contingent Duty which are payable on manufacture of
(vi) Financial instruments, Financial assets, Financial liabilities and Equity goods but excludes taxes such as VAT and Goods and Services Tax which are
instruments payable in respect of sale of goods and services.
Financial assets and financial liabilities are recognized when the Company becomes Revenue from the sale of goods and services is recognised when the Company
a party to the contractual provisions of the relevant instrument and are initially performs its obligations to its customers and the amount of revenue can be
measured at fair value except for trade receivables that do not contain a significant measured reliably and recovery of the consideration is probable. The timing of
financing component, which are measured at transaction price. Transaction costs such recognition in case of sale of goods is when the control over the same is
that are directly attributable to the acquisition or issues of financial assets and transferred to the customer, which is mainly upon delivery and in case of services,
financial liabilities (other than financial assets and financial liabilities measured at
in the period in which such services are rendered.
fair value through profit or loss) are added to or deducted from the fair value
measured on initial recognition of financial assets or financial liabilities. Purchase (viii) Employee Benefits
or sale of financial assets that require delivery of assets within a time frame (i) Provident Fund: Contribution towards provident fund for employees is made to
established by regulation or convention in the market place (regular way trades) the regulatory authorities, where the Company has no further obligations. Such
are recognized on the trade date, i.e., the date when the Company commits to benefits are classified as Defined Contribution Schemes as the Company does not
purchase or sell the asset. carry any further obligations, apart from the contributions made on a monthly
a) Financial assets basis. The contributions are charged to the Statement of Profit and Loss of the year,
Recognition: Financial assets include Investments, Trade receivables, Advances, when the contributions to the respective funds are due.
Security Deposits, Cash and cash equivalents. Such assets are initially recognised at (ii) Gratuity: The Company has taken a Policy with Life Insurance Corporation of India
fair value or transaction price, as applicable, when the Company becomes party to (LIC) to cover the gratuity liability with respect to the employees and the premium
contractual obligations. The transaction price includes transaction costs unless the paid to LIC is charged to Statement of Profit & Loss.
asset is being fair valued through the Statement of Profit and Loss. (iii) Leave Encashment: Short term leave encashment and long term leave
Classification: Management determines the classification of an asset at initial encashment are provided for based on actuarial valuation at the year end. The
recognition depending on the purpose for which the assets were acquired. The actuarial valuation is done as per projected unit credit method and impact of such
subsequent measurement of financial assets depends on such classification. valuation is recognised in Profit and Loss account.
Financial assets are classified as those measured at: (ix) Claims
(a) Amortised cost, where the financial assets are held solely for collection of cash Claims against the Company not acknowledged as debts are disclosed after a
flows arising from payments of principal and/or interest. careful evaluation of the facts and legal aspects of the matter involved.
(b) Fair value through other comprehensive income (FVTOCI), where the financial (x) Provisions
assets are held not only for collection of cash flows arising from payments
of principal and interest but also from the sale of such assets. Such assets are Provisions are recognised when, as a result of a past event, the Company has a
subsequently measured at fair value, with unrealised gains and losses arising from legal or constructive obligation; it is probable that an outflow of resources will be
changes in the fair value being recognised in other comprehensive income. required to settle the obligation; and the amount can be reliably estimated. The
amount so recognised is a best estimate of the consideration required to settle the
(c) Fair value through profit or loss (FVTPL), where the assets are managed in obligation at the reporting date, taking into account the risks and uncertainties
accordance with an approved investment strategy that triggers purchase and surrounding the obligation. In an event when the time value of money is material,
sale decisions based on the fair value of such assets. Such assets are subsequently the provision is carried at the present value of the cash flows estimated to settle the
measured at fair value, with unrealised gains and losses arising from changes in obligation.
the fair value being recognised in the Statement of Profit and Loss in the period in
which they arise. (xi) Leases
Trade receivables, Advances, Security Deposits, Cash and cash equivalents etc. are The Company assesses at contract inception whether a contract is, or contains, a
classified for measurement at amortised cost while investments may fall under any lease. A contract is, or contains, a lease if it conveys the right to control the use of
of the aforesaid classes. However, in respect of particular investments in equity an identified asset for a period of time in exchange for consideration.
instruments that would otherwise be measured at fair value through profit or loss, Company as a Lessee
an irrevocable election at initial recognition may be made to present subsequent
changes in fair value through other comprehensive income Right – of – Use (ROU) assets are recognised at inception of a contract or
arrangement for significant lease components at cost less lease incentives, if any.
Impairment: The Company assesses at each reporting date whether a financial ROU assets are subsequently measured at cost less accumulated depreciation and
asset (or a group of financial assets) such as investments, trade receivables, impairment losses, if any. The cost of ROU assets includes the amount of lease
advances and security deposits held at amortised cost and financial assets that liabilities recognised, initial direct cost incurred and lease payments made at or
are measured at fair value through other comprehensive income are tested for before the lease commencement date. ROU assets are generally depreciated over
impairment based on evidence or information that is available without undue the shorter of the lease term and estimated useful lives of the underlying assets on
cost or effort. Expected credit losses are assessed and loss allowances recognised a straight line basis. Lease term is determined based on consideration of facts and
if the credit quality of the financial asset has deteriorated significantly since initial circumstances that create an economic incentive to exercise an extension option,
recognition. or not to exercise a termination option. Lease payments associated with short-term
Reclassification: When and only when the business model is changed, the leases and low value leases are charged to the Statement of Profit and Loss on a
Company shall reclassify all affected financial assets prospectively from the straight line basis over the term of the relevant lease.
reclassification date as subsequently measured at amortised cost, fair value through The Company recognises lease liabilities measured at the present value of lease
other comprehensive income, fair value through profit or loss without restating the payments to be made on the date of recognition of the lease. Such lease liabilities
previously recognised gains, losses or interest and in terms of the reclassification do not include variable lease payments (that do not depend on an index or a rate),
principles laid down in the Ind AS relating to Financial Instruments. which are recognised as expense in the periods in which they are incurred. Interest
De-recognition: Financial assets are derecognized when the rights to receive on lease liability is recognised using the effective interest method. Lease liabilities
benefits have expired or been transferred, and the Company has transferred are subsequently increased to reflect the accretion of interest and reduced for the
substantially all risks and rewards of ownership. Concomitantly, if the asset is one lease payments made. The carrying amount of lease liabilities is also remeasured
that is measured at: upon modification of lease arrangement or upon change in the assessment of the
(a) amortised cost, the gain or loss is recognised in the Statement of Profit and Loss; lease term. The effect of such remeasurements is adjusted to the value of the ROU
assets.
(b) fair value through other comprehensive income, the cumulative fair value
adjustments previously taken to reserves are reclassified to the Statement of Company as a Lessor
Profit and Loss unless the asset represents an equity investment in which case the Leases in which the Company does not transfer substantially all the risks and rewards
cumulative fair value adjustments previously taken to reserves is reclassified within of ownership of an asset are classified as operating leases. Where the Company is a
equity. lessor under an operating lease, the asset is capitalised within property, plant and

420
 BAY ISLANDS HOTELS LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Contd.)

equipment and depreciated over its useful economic life. Payments received under Current tax assets and tax liabilities are offset where the entity has a legally
operating leases are recognised in the Statement of Profit and Loss on a straight enforceable right to offset and intends either to settle on net basis, or to realize the
line basis over the term of the lease. asset and settle the liability simultaneously.
(xii) Taxes on Income (xiii)Dividend Distribution
Taxes on income comprises of current taxes and deferred taxes. Current tax in the
Dividends paid (including income tax thereon) are recognised in the period in
Statement of Profit and Loss is provided as the amount of tax payable in respect
of taxable income for the period using tax rates enacted or substantively enacted which the interim dividends are approved by the Board of Directors, or in respect
during the period, together with any adjustment to tax payable in respect of of the final dividend when approved by shareholders.
previous years. 2. Use of Estimates and Judgements
Deferred tax is recognised on temporary differences between the carrying amounts The preparation of financial statements in conformity with generally accepted
of assets and liabilities and the amounts used for taxation purposes (tax base), at accounting principles requires management to make estimates and assumptions
the tax rates and tax laws enacted or substantively enacted by the end of the that affect the reported amounts of assets and liabilities and disclosure of
reporting period. contingent liabilities at the date of the financial statements and the results of
Deferred tax assets are recognised for the future tax consequences to the extent it operations during the reporting period end. Although these estimates are based
is probable that future taxable profits will be available against which the deductible upon management’s best knowledge of current events and actions, actual results
temporary differences can be utilised. Income tax, in so far as it relates to items could differ from these estimates.
disclosed under other comprehensive income or equity, are disclosed separately
under other comprehensive income or equity, as applicable. The estimates and underlying assumptions are reviewed on an ongoing basis.
Revisions to accounting estimates are recognised in the period in which the
Deferred tax assets and liabilities are offset when there is legally enforceable right
to offset current tax assets and liabilities and when the deferred tax balances estimate is revised if the revision affects only that period, or in the period of the
related to the same taxation authority. revision and future periods if the revision affects both current and future periods.

3. Property, Plant and Equipment (`) in lakhs

Gross Block Depreciation and Amortization Net Book Value

Particulars As at Addi- Withdraw- As at Addi- Withdraw- As at Upto For the Withdraw- As at For the Withdraw- As at As at 31st As at
1st April, tions als and Ad- 31st March, tions als and 31st March, 1st April, year als and 31st year als and 31st March, 31st March,
2021 justments 2022 Adjust- 2023 2021 Adjust- March, Adjust- March, 2023 2022
ments ments 2022 ments 2023
Land 570.00 - - 570.00 - - 570.00 - - - - - - - 570.00 570.00
Buildings 105.26 - - 105.26 - - 105.26 18.75 3.10 - 21.85 3.10 - 24.95 80.31 83.42
TOTAL 675.26 - - 675.26 - - 675.26 18.75 3.10 - 21.85 3.10 - 24.95 650.31 653.42

Note :
All Assets mentioned above have been given under an operating license to the Holding Company.
As at As at As at As at
31st March, 2023 31st March, 2022 31st March, 2023 31st March, 2022
(` in lakhs) (` in lakhs) (` in lakhs) (` in lakhs)
4. Other Non-Current Assets 6. Trade Receivables
Advance Tax (net of provisions) 19.23 23.27 Secured, considered good – –
TOTAL 19.23 23.27 Unsecured, considered good 66.53 33.22
As at As at Which have significant increase in credit risk – –
31st March, 2023 31st March, 2022 Credit impaired – –
(` in lakhs) (` in lakhs) Less: Allowance for Credit impairment – –
5. Current Investments Unquoted Unquoted
(at fair value through profit or loss) TOTAL 66.53 33.22
Investment in Mutual Funds
ICICI Prudential Liquid Fund 203.62 192.66 Trade receivables are initially recognized at fair value plus any directly
61,111.663 (P.Y. 61,111.66) units of Rs. 100 each attributable transaction costs. The net carrying value of trade receivables is not
Aditya Birla Sun Life Liquid Fund – 52.68
Nil (P.Y. 15,353.74 ) units of Rs. 100 each significantly different from their carrying values due to the short - term duration
Nippon India Liquid Fund 157.45 148.91 of trade receivables. Further, there is no significant credit risk involved with
2,859.195 (P.Y. 2,859.195) units of Rs. 1000 each trade receivable since all the receivables are from Holding Company.
Aggregate amount of unquoted Investments 361.07 394.25

Ageing Schedule (` in lakhs)

Outstanding for following periods from due date
As at 31 March 2023 Not due Less than 6 6 months – 2-3 More than Total
1-2 years
months 1 year years 3 years
Undisputed Trade Receivables – considered good 66.53 - - - - - 66.53
Undisputed Trade Receivables – which have significant - - - - - - -
increase in credit risk
Undisputed Trade Receivable – credit impaired - - - - - - -
Disputed Trade Receivables - considered good - - - - - - -
Disputed Trade Receivables – which have significant - - - - - - -
increase in credit risk
Disputed Trade Receivables – credit impaired - - - - - - -
Total 66.53 - - - - - 66.53
Outstanding for following periods from due date
Not More
As at 31 March 2022 Less than 6 6 months – Total
due 1-2 years 2-3 years than 3
months 1 year
years
Undisputed Trade Receivables – considered good 33.22 - - - - - 33.22
Undisputed Trade Receivables – which have significant - - - - - - -
increase in credit risk
Undisputed Trade Receivable – credit impaired - - - - - - -
Disputed Trade Receivables - considered good - - - - - - -
Disputed Trade Receivables – which have significant in- - - - - - - -
crease in credit risk
Disputed Trade Receivables – credit impaired - - - - - - -
Total 33.22 - - - - - 33.22

421
 BAY ISLANDS HOTELS LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Contd.)

As at As at As at As at
31st March, 2023 31st March, 2022 31st March, 2023 31st March, 2022
(` in lakhs) (` in lakhs)
(` in lakhs) (` in lakhs)
7. Cash and Cash Equivalents @
Balances with Banks 9. Other Financial Assets
Current accounts 34.75 57.22 Unsecured
TOTAL 34.74 57.22 a) Interest accrued on Deposits with Bank 12.79 0.04
@ Cash and cash equivalents include cash at bank, cheques and deposits b) Others - Recoverable from Holding Company 4.17 14.09
with banks with original maturity of 3 months or less. TOTAL 16.96 14.13
As at As at
31st March, 2023 31st March, 2022 As at As at
(` in lakhs) (` in lakhs) 31st March, 2023 31st March, 2022
8. Other Bank Balances (` in lakhs) (` in lakhs)
In deposit accounts * 1,085.51 866.03
10. Other current assets
TOTAL 1,085.51 866.03
Deposits With Government and Public Bodies 2.67 –
* Represents deposits with original maturity of more than 3 months having TOTAL 2.67 –
remaining maturity of less than 12 months from Balance Sheet Date.

As at 31st As at 31st As at 31st As at 31st

March, 2023 March, 2023 March, 2022 March, 2022
No. of Shares (` in lakhs) No. of Shares (` in lakhs)
11. Share capital
Authorised
Equity Share of ` 100 each 90,000 90.00 90,000 90.00
13.5% Redeemable Cumulative Preference Shares of ` 100 each 30,000 30.00 30,000 30.00
Issued and Subscribed
Equity Shares of ` 100 each, fully paid 11,875 11.88 11,875 11.88
11,875 11.88 11,875 11.88

A) Reconciliation of number of Equity Shares

Shares Outstanding
As at beginning of the year 11,875 11.88 11,875 11.88
Add: Issued During the Period – – – –
As at end of the year 11,875 11.88 11,875 11.88

B) Shareholders holding more than 5% of the Shares in the Company

As at As at As at As at
31st March, 31st March, 31st March, 31st March,
2023 2023 2022 2022
(No. of Shares) % (No. of Shares) %
ITC Limited, the Holding Company, jointly with its nominees 11,875 100 11,875 100

C) Shares held by holding company and its nominees

As at As at As at As at
31st March, 31st March, 31st March, 31st March,
2023 2023 2022 2022
(No. of Shares) (` in lakhs) (No. of Shares) (` in lakhs)
ITC Limited, the Holding Company 11,869 11.87 11,869 11.87
ITC Limited, the Holding Company, jointly with its nominees 6 0.01 6 0.01
Terms/Rights Attached to Equity Shares
The equity shares of company, having par value of ` 100 per share, rank pari passu in all respects including entitlement to dividend.
D) Shares held by promoters

Particulars Promoter As at 31st March, 2023 As at 31st March, 2022

Name
No. of shares as at % of Total % change No. of shares as at % of Total % change
end of the year Shares during the year end of the year Shares during the year

Equity Shares of ` 100 each, fully paid ITC Limited 11875 100% – 11875 100% –

Total 11875 100% – 11875 100% –

As at As at
31st March, 2023 31st March, 2022
(` in lakhs) (` in lakhs)
12. Provisions Current Non- Current Current Non-Current
Provision for employee benefits
- Provision for Leave Encashment 3.72 4.57 0.54 4.68
- Provision for Grauity – – 0.70 –
TOTAL 3.72 4.57 1.24 4.68

422
 BAY ISLANDS HOTELS LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Contd.)

As at As at
31st March, 2023 31st March, 2022
(` in lakhs) (` in lakhs)
13. Deferred tax liabilities
Deferred tax liabilities (30.39) (26.92)
TOTAL (30.39) (26.92)

Movement in deferred tax (liabilities) / assets balances

Opening Recognized in Recognized Recognized Reclassified Closing

2022-23 (` in lakhs) Balance profit or (loss) in OCI directly in to Profit or Balance
Equity (loss)
Deferred Tax (liabilities) / assets in relation to:
On fiscal allowances on PPE (20.82) 0.77 – – – (20.05)
Other timing differences (6.10) (4.24) – – – (10.34)
Deferred tax liabilities (26.92) (3.47) – – – (30.39)

Opening Recognized in Recognized Recognized Reclassified Closing

2021-22 (` in lakhs) Balance profit or (loss) in OCI directly in to Profit or Balance
Equity (loss)
Deferred Tax assets/ (liabilities) in relation to:
On fiscal allowances on PPE (21.57) 0.75 – – – (20.82)
Other timing differences (2.77) (3.33) – – – (6.10)
Deferred tax liabilities (24.35) (2.57) – – – (26.92)

As at As at
31st March, 2023 31st March, 2022 For the year ended For the year ended
(` in lakhs) (` in lakhs) 31st March, 2023 31st March, 2022
14. Other Financial liabilities (` in lakhs) (` in lakhs)
Other Payables 6.67 4.75 19. Other Expenses
TOTAL 6.67 4.75
Travelling and conveyance 0.76 –
As at As at Miscellaneous expenses 2.11 0.83
31st March, 2023 31st March, 2022
(` in lakhs) (` in lakhs) TOTAL 2.87 0.83
15. Other Current liabilities Miscellaneous expenses include :
Statutory liabilities Auditors' remuneration and expenses*
- Taxes payable
Audit fees 0.19 0.19
(other than Income tax) 11.09 6.80
Tax audit fees 0.07 0.07
TOTAL 11.09 6.80
TOTAL 0.26 0.26
For the year ended For the year ended *Excluding taxes
31st March, 2023 31st March, 2022
(` in lakhs) (` in lakhs) For the year ended For the year ended
16. Revenue from operations 31st March, 2023 31st March, 2022
Operating Licence Fee 210.28 110.82 (` in lakhs) (` in lakhs)
TOTAL 210.28 110.82 20. Income Tax Expenses
For the year ended For the year ended A. Amount Recognized in profit and loss –
31st March, 2023 31st March, 2022 Current tax
(` in lakhs) (` in lakhs) Income tax for the year
17. Other income Current tax 61.01 35.92
Interest income - Deposits with Banks 42.30 36.58
Interest on Income Tax Refund 0.37 – Total Current Tax 61.01 35.92
Net Gain / (Loss) arising on financial Deferred tax
assets designated at FVTPL* 21.90 13.23 Deferred tax for the year 3.47 2.57
TOTAL 64.57 49.81 Total Deferred Tax 3.47 2.57
* Includes Rs. 5.08 Lakhs (P.Y. Nil) being net gain on sale on investment TOTAL 64.48 38.49
For the year ended For the year ended
31st March, 2023 31st March, 2022 B. Reconciliation of effective tax rate
(` in lakhs) (` in lakhs)
The income tax expense for the year can be reconciled to the
18. Employee Benefit Expenses
Salaries and Wages 171.22 121.06 accounting profit as follows:
Contribution to Provident
Profit before tax 256.21 152.94
and other funds 15.61 12.27
Staff welfare expenses 1.52 0.88 Income Tax expense calculated
188.35 134.21 at 25.168% (P.Y- 25.168%) 64.48 38.49
Less: Recoveries made / Income Tax recognised in
reimbursements received (175.68) (130.45) Statement of profit or loss 64.48 38.49
TOTAL 12.67 3.76

423
 BAY ISLANDS HOTELS LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Contd.)

21. Earnings per Share

For Year ended For Year ended
March 31st, 2023 March 31st, 2022
Earnings per share has been computed as under:

(a) Profit for the period ( ` in lakhs) 191.73 114.45

(b) Weighted average number of shares outstanding for the purpose of basic earnings per share 11,875 11,875
(c) Weighted average number of shares in computing diluted earnings per share 11,875 11,875
(d) Earnings per share on profit for the period (Face Value ` 100 per share)
- Basic [(a)/(b)] ` 1,615 ` 964
- Diluted [(a)/(c)] ` 1,615 ` 964

22. Additional Notes to the Financial Statements

(i) Bay Islands Hotels Limited, a wholly owned subsidiary of ITC Limited, owns a hotel in Port Blair known as “Welcomhotel Bay Island”. The hotel
operations are under an Operating License Agreement with ITC Limited.
(ii) Related Party Transactions
Holding Company- ITC Limited
Key Management Personnel - Board of Directors
Nakul Anand
GHC Jadwet
Samir MC
Ashish Thakar
Anil Chadha
Summary of Transactions during the period
(a) Transactions with Holding Company (` in lakhs)
S. No. Particulars For the Year For the year
2022-23 2021-22
1. Operating Licence Fee Received* 248.13 130.77
2. Expenses Reimbursed 13.31 10.56
3. Expenses Recovered** 175.68 130.45
4. Dividend Payment 8.31 8.31
5. Balance as at period end 70.70 47.31
a. Trade Receivables 66.53 33.22
b. Other Recoverables 4.17 14.09
*Includes Goods and Services Tax
** represents recovery of staff salaries
(b) Transaction with Key Management Personnel- NIL (PY- NIL)
(iii) There are no Micro, Small and Medium Enterprises, to whom the company owes dues, which are outstanding for more than 45 days during the year
and also as on March 31, 2023. This information which is required to be disclosed under the Micro, Small and Medium Enterprises Development
Act, 2006 has been determined to the extent such parties have been identified on the basis of information available with the Company.
(iv) The operating segment of the Company has been identified in a manner consistent with the internal reporting provided to the Board, who is the
Chief Operating Decision Maker, based on which there is only one operating segment in which the Company operates i.e. Leisure and Hospitality
within one geographical segment i.e. India.
(v) Claims against the Company not acknowledged as debts Rs. 105.08 Lakhs (P.Y-Rs. 5.86 Lakhs), including interest on claims, where applicable,
estimated to be Rs. 33.99 Lakhs (P.Y - Nil). These comprise:
• Service Tax claim disputed by the Company relating to issues of applicability aggregating Rs. 105.08 Lakhs (P.Y - Nil), including interest on
claims, where applicable, estimated to be 33.99 Lakhs (P.Y - Nil).
• Other matters Rs. Nil (P.Y 5.86 Lakhs).
It is not practicable for the Company to estimate the closure of these issues and the consequential timings of cash flows, if any, in respect of the
above
(vi) Provision for Leave Encashment - As per Actuarial Valuations as on March 31, 2023 and recognised in the financial statements under the head of
Employee benefits expense.
(vii) Company as a Lessor:
a) The Company’s leasing arrangements that existed during the period are in respect of agreement with Holding Company.
b) Such leasing arrangement is secured by agreements / contracts, which provide for adequate safeguards to mitigate any risk that may arise to
the underlying assets given out on lease.
c) Since the lease payments from the agreement with ITC Ltd is contingent on the future Net income likely to accrue to the Hotel, the Company
expects to receive a minimum of `25 lakhs for each of the next 5 financial years and beyond.
d) Items of property, plant and equipment disclosed under note 3 which are subject to an operating lease are mentioned below:
(` in lakhs)
Asset Class As on 31st March, 2023
Gross Block Net Block
Land 570.00 570.00
Building 105.26 83.41

424
 BAY ISLANDS HOTELS LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Contd.)

(viii) Ageing of Trade payables : (` in lakhs)

Unbilled Outstanding for following periods from due date of payment

As on 31st March, 2023 Not Due Total
Payable Less than 1 Year 1-2 years 2-3 years More than 3 years
MSME - - - - - - -
Others - 0.26 - - - - 0.26
Disputed Dues - MSME - - - - - - -
Disputed Dues - Others - - - - - - -
Total - 0.26 - - - - 0.26
(` in lakhs)

Unbilled Outstanding for following periods from due date of payment

As on 31st March, 2022 Not Due Total
Payable Less than 1 Year 1-2 years 2-3 years More than 3 years
MSME - - - - - - -
Others - 0.24 - - - - 0.24
Disputed Dues - MSME - - - - - - -
Disputed Dues - Others - - - - - - -
Total - 0.24 - - - - 0.24
(ix) Key Financial Ratios :

Ratio Numerator Denominator 2022-23 2021-22 Reasons for Variance

Current Ratio (in times) Current Assets Current 72 105 Due to increase in other Bank Balances in
Liabilities C.Y.

Return on Equity (in %) Profit for the Average 9% 6% Due to improvement in business
year Shareholder’s performance in C.Y.
Equity

Trade Receivables turnover Revenue From Average Trade 4 5

ratio (in times) Operations Receivables

Trade Payables turnover ratio Revenue From Average Trade 843 312 Small change in absolute amount and low
(in times) Operations Payables base in C.Y.

Net Capital turnover Ratio Revenue From Working Capital 0.1 0.1
(in times) Operations

Net Profit Ratio (in %) Profit for the Revenue from 91% 103%
year Operations

Return on Capital employed Profit before tax Average Capital 12% 8% Due to improvement in business
(in %) Employed performance in C.Y.

Return on Investment (in %) Income from Average 6% 3% Due to enhanced yield from investment
investment Investment in C.Y.

Debt-Equity Ratio, Debt Service Coverage Ratio and Inventory Turnover Ratio are not applicable to the Company.
(x) There are no transactions with companies struck off under section 248 of the Companies Act, 2013 or section 560 of the Companies Act,
1956 during the year.

(xi) The Ministry of Corporate Affairs (MCA) has issued the Companies (Indian Accounting Standards) (Amendment) Rules, 2023 on 31st March,
2023 amending:

• Ind AS 1, ‘Presentation of Financial Statements’ - The amendments require companies to disclose their material accounting policies rather
than their significant accounting policies.
• Ind AS 12 ‘Income Taxes’ - This amendment has narrowed the scope of the initial recognition exemption so that it does not apply to
transactions that give rise to equal and offsetting temporary differences. The amendments clarify how companies account for deferred
tax on transactions such as leases.
• Ind AS 8 ‘Accounting Policies, Changes in Accounting Estimates and Errors’ – This amendment has introduced a definition of ‘accounting
estimates’ and included amendments to help distinguish changes in accounting policies from changes in accounting estimates.
The same are applicable for financial statements pertaining to annual periods beginning on or after 1st April, 2023. The Company expects
that there will be no material impact on the financial statements resulting from the implementation of these amendments.
(xii) The financial statements were approved for issue by the Board of Directors on 15th April, 2023

23. Financial Instruments and Related Disclosures

1. Capital Management
The Company’s financial strategy aims to foster its strategic priorities and provide adequate capital to its business for growth and creation
of sustainable stakeholder value. The Company funds its operations mainly through internal accruals and has no borrowings. The Company
aims at maintaining adequate capital so as to maintain adequate supply of funds towards future growth of its business as a going concern.

425
 BAY ISLANDS HOTELS LIMITED

NOTES TO THE FINANCIAL STATEMENTS (Contd.)

2. Categories of Financial Instruments
As at 31st March 2023 As at 31st March 2022
Particulars Note (` in lakhs) (` in lakhs)
Carrying Value Fair Value Carrying Value Fair Value
A. Financial Assets
a) Measured at amortised cost
i) Trade Receivables 6 66.53 66.53 33.22 33.22
ii) Cash and cash Equivalents 7 34.74 34.74 57.22 57.22
iii) Other Bank Balances 8 1,085.51 1,085.51 866.03 866.03
vi) Other Financial Assets 9 16.96 16.96 14.13 14.13
Sub Total 1,203.74 1,203.74 970.60 970.60
b) Measured at Fair Value through
Profit & Loss
i) Investment in Mutual Fund 5 361.07 361.07 394.25 394.25
Total Financial Assets 1,564.81 1,564.81 1,364.85 1,364.85
B. Financial Liabilities
a) Measured at amortised cost
i) Trade Payables 0.26 0.26 0.24 0.24
ii) Others 14 6.67 6.67 4.75 4.75
Total Financial Liability 6.93 6.93 4.99 4.99

3. Financial risk management objectives

The Company’s activities expose it to financial risks such as market risk, credit risk and liquidity risk. Given the nature of its operation, the
Company’s exposure to financial risk is considered to be minimal as explained below.
a) Market risk
The Company’s business operations are limited to receipt of operating license fees and investment activities. These activities do not
expose significant risk to the Company except interest rate and price risk.
The Company invests its surplus funds in debt mutual funds and bank fixed deposits measured at fair value through profit/loss and at
amortized cost respectively. Aggregate value of such investments as at 31st March, 2023 is ` 1,446.58 Lakhs (P.Y. ` 1,260.28 Lakhs).
Investments in the mutual fund schemes which are current in nature have short tenor. Accordingly, these do not pose any significant
price risk.
Interest rate risk refers to the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in
market interest rates. As majority of the financial assets and liabilities of the Company are either non-interest bearing or fixed interest
bearing instruments, the Company’s net exposure to interest risk is negligible
b) Liquidity risk
Liquidity risk is defined as the risk that the Company will not be able to settle or meet its obligations as they become due. On account
of insignificant payables, the exposure to liquidity risk in negligible.
c) Credit risk
Credit risk is the risk that counterparty will not meet its obligations under a financial instrument which may lead to a financial loss to
the Company. Apart from its operating activities, the Company is also exposed to credit risk from its investing and financing activities.
Trade receivables are initially recognized at fair value plus any directly attributable transaction costs. The net carrying value of trade
receivables is not significantly different from their carrying values due to the short - term duration of trade receivables. Further, there is
no significant credit risk involved with trade receivable since all the receivables are from Holding Company.
Investment in debt mutual funds are made only with approved mutual funds and credit risk in such funds are limited because the
underlying investments are diversified and the Company’s investment framework considers the credit quality of the underlying
investments made by the fund house. There are limits for any exposure to financial institutions.
Company’s deployment in debt instruments are primarily in fixed deposits with highly rated banks that are held at amortised cost
amounting to ` 1,085.51 Lakhs (P.Y. ` 866.03 Lakhs). As these counter parties are public sector undertakings with investment grade
credit ratings and taking into account the experience of the Company over time, the counter party risk attached to such assets is
considered to be insignificant.
4. Fair value measurement
Fair value hierarchy
Fair value of the financial instruments is classified in various fair value hierarchies based on the following three levels:
Level 1: Quoted prices (unadjusted) in active market for identical assets or liabilities.
Level 2: Inputs other than quoted price included within level 1 that are observable for the asset or liability, either directly (i.e. as prices) or
indirectly (i.e. derived from prices).
The fair value of financial instruments that are not traded in an active market is determined using valuation techniques which maximize the
use of observable market data and rely as little as possible on entity-specific estimates. If significant inputs required to fair value an instrument
are observable, the instrument is included in Level 2.
Level 3: Inputs for the assets or liabilities that are not based on observable market data (unobservable inputs)
If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3.
The fair value of trade receivables and payables is considered to be equal to the carrying amounts of these items due to their short - term
nature. Further, debt mutual funds have been considered at Level 1 and there is no change in classification of instruments between periods
covered in the financial statements.
On behalf of the board

Place: Gurugram Ashish Thakar Samir MC

Date: 15th April, 2023 Director Director

426
 LANDBASE INDIA limited

REPORT OF THE BOARD OF DIRECTORS FOR THE FINANCIAL YEAR ENDED

31ST MARCH, 2023
1. Your Directors submit their Report for the financial year ended 31st March, Section 160 of the Act, proposing his appointment has also been
2023. received by the Company. Appropriate resolution seeking approval of
2. FINANCIAL PERFORMANCE the Members to the above is appearing in the Notice convening the
ensuing AGM of the Company.
During the year under review, your Company recorded Total Income of
` 3,721.27 lakhs (previous year: ` 2,945.51 lakhs), reflecting a growth of Mr. Rajat Sethi resigned as the Manager of your Company with effect
about 26% over the previous year. The Other Income of the Company was from close of work on 31st March, 2023.
` 260.17 lakhs (previous year: ` 190.48 lakhs) and profit for the year was The Board at its Meeting held on 19th April, 2023 appointed Mr. Rishi
` 968.46 lakhs (previous year: ` 284.82 lakhs). Mattu, subject to your approval, as the Manager of your Company
The financial results of your Company, summarised, are as under: with effect from 19th April, 2023, in accordance with Sections 196,
197 and 203 of the Act. Appropriate resolution seeking your approval
For the year ended For the year ended
to the above is appearing in the Notice convening the ensuing AGM
31st March, 2023 31st March, 2022
of the Company.
(` in lakhs) (` in lakhs)
There were no other changes in the composition of the Board or Key
Profits Managerial Personnel of the Company during the year under review.
a. Profit Before Tax 968.46 284.82 (b) Retirement by Rotation
b. Less : Tax Expense – – In accordance with the provisions of Section 152 of the Act read
c. Profit for the year 968.46 284.82 with Articles 106, 107 and 108 of the Articles of Association of the
d. Other Comprehensive Income (8.48) 3.41 Company, Mr. Nakul Anand (DIN: 00022279), Director, will retire
by rotation at the ensuing AGM of the Company and, being eligible,
e. Total Comprehensive Income 959.98 288.23
offers himself for re-election. Your Board has recommended his
Retained Earnings re-election.
a. At the beginning of the year (7,965.84) (8,254.07) (c) Board Evaluation
b. Add : Profit for the year 968.46 284.82 The Board carried out annual performance evaluation of its own
c. Add : Other Comprehensive Income (8.48) 3.41 performance and that of the individual Directors, as required under
d. At the end of the year (7,005.86) (7,965.84) Section 134(3)(p) of the Act, based on criteria approved by the Board.
5. BOARD AND BOARD COMMITTEES
3. OPERATIONAL PERFORMANCE
The present composition of your Board is as follows:
Your Company owns ‘ITC Grand Bharat’ – a 104-key all-suite luxury
Mr. N. Anand – Chairman and Non-Executive Director
retreat at Gurugram, which has been licensed to ITC Limited, the holding
Ms. R. Chadha – Non-Executive Director
company. The retreat, an oasis of unhurried luxury, is co-located with the
Company’s prestigious Classic Golf & Country Club (‘the Club’), a 27-hole Mr. J. Singh – Non-Executive Director
Jack Nicklaus Signature Golf Course. Mr. A. Thakar – Additional Non-Executive Director
During the year, the Club hosted various prestigious tournaments and Six meetings of the Board were held during the year ended 31st March,
sustained its leadership position in the corporate tournament segment. The 2023.
Club renewed its status as the member of ‘Asian Tour Destination’, which Your Board approved dissolution of the Audit Committee of the Company
is an exclusive network of world-class golf venues, with direct ties to the with effect from 3rd August, 2022.
Asian Tour. The Club joins the prestigious list of 12 Golf Courses in Asia and
6. DIRECTORS’ RESPONSIBILITY STATEMENT
is the only one in India to enjoy this status. Continuing with its endeavor to
promote Junior Golf / future generation of Golfers, the Club became first in As required under Section 134 of the Act, your Directors confirm having:
India to gain the status of becoming a ‘US Kids Destination Course’ during i) followed in the preparation of the Annual Accounts, the applicable
the financial year 2022-23. Accounting Standards with proper explanation relating to material
ITC Grand Bharat has received a range of prestigious awards that reflect departures, if any;
the industry’s acknowledgement of the exceptional hospitality offered by ii) selected such accounting policies and applied them consistently and
the Hotel. During the year 2022-23, the Retreat’s All Day Dining restaurant, made judgments and estimates that are reasonable and prudent so as
Aravali Pavilion was recognised as the Best All Day Dining Restaurant in a to give a true and fair view of the state of affairs of the Company at
5-star hotel category at ‘The Big Foodie Awards’. Additionally, Kaya Kalp - the end of the financial year and of the profit of the Company for that
The Royal Spa won the ‘Sattva Iconic Wellness Awards’ in the Wellness Spa period;
of the Year category. iii) taken proper and sufficient care for the maintenance of adequate
4. DIRECTORS AND KEY MANAGERIAL PERSONNEL accounting records in accordance with the provisions of the Act for
(a) Changes in Directors and Key Managerial Personnel safeguarding the assets of the Company and for preventing and
During the year under review, Mr. Rajiv Tandon (DIN: 00042227) detecting fraud and other irregularities;
stepped down as Director of your Company with effect from 22nd iv) prepared the Annual Accounts on a going concern basis; and
July, 2022. Your Directors place on record their appreciation for v) devised proper systems to ensure compliance with the provisions of
the contribution made by Mr. Tandon during his tenure with the all applicable laws and that such systems are adequate and operating
Company. effectively.
The Board of Directors of your Company (‘the Board’) at its meeting 7. SUBSIDIARIES, ASSOCIATES AND JOINT VENTURES
held on 3rd August, 2022 appointed Mr. Ashish Thakar (DIN:
The Company does not have any subsidiary, associate or joint venture.
09383474) as Additional Non-Executive Director of the Company
with effect from the said date. In accordance with Section 161 of 8. PARTICULARS OF EMPLOYEES
the Companies Act, 2013 (‘the Act’) and Article 92 of the Articles The details of employees of the Company as required under Rule 5(2) of
of Association of the Company, Mr. Thakar will vacate his office at the Companies (Appointment and Remuneration of Managerial Personnel)
the ensuing Annual General Meeting (‘AGM’) and is eligible for Rules, 2014, are provided in Annexure 1 to this Report.
appointment as Director of the Company. The Board at its meeting The Company seeks to enhance equal opportunities for men and women
held on 19th April, 2023 has recommended for the approval of the and is committed to a gender-friendly workplace. Your Company has
Members, the appointment of Mr. Thakar as Non-Executive Director an Internal Complaints Committee as per the provisions of the Sexual
of your Company, liable to retire by rotation. Harassment of Women at Workplace (Prevention, Prohibition and
Mr. Thakar, pursuant to Section 152 of the Act, has given his consent Redressal) Act, 2013 and the Rules thereunder.
to act as Director, of your Company. Requisite Notice, pursuant to During the year, no complaint for sexual harassment was received.

427
 LANDBASE INDIA limited

9. RISK MANAGEMENT 18. AUDITORS

The risk management framework of the Company is commensurate with its (a) Statutory Auditors
size and nature of business. Management of risks vests with the executive
Messrs. Deloitte Haskins & Sells LLP (‘DHS LLP’), Chartered
management which is responsible for the day-to-day conduct of the affairs
Accountants, were appointed as the Company’s Statutory Auditors
of the Company, within the overall framework approved by the Board.
for a period of five years from the conclusion of the Twenty Seventh
The Internal Audit Department of ITC Limited, the holding company, as the
Internal Auditor of your Company, periodically carries out, at the request AGM held in 2019 till the conclusion of the Thirty Second AGM of the
of the Company, risk focused audits with the objective of identification Company.
of areas where risk management processes could be strengthened. Pursuant to Section 142 of the Act, the Board has recommended for
As required under the Risk Management Policy of the Company, a Risk the approval of the Members, remuneration of DHS LLP to conduct
Mitigation Reportback is prepared on a half-yearly basis and reviewed by the statutory audit of the Company for the financial year 2023-24.
the Management Committee of the Company. Appropriate resolution seeking your approval to the above is appearing
Further, an annual update was provided to the Board for the year, on the in the Notice convening the ensuing AGM of the Company.
effectiveness of the Company’s risk management systems and policies.
There is no qualification, reservation, adverse remark or disclaimer
A combination of policies and processes as outlined above adequately given by the Auditors in their Report on the financial statements of the
addresses the various risks associated with the Company’s businesses. Company for the year ended 31st March, 2023.
10. INTERNAL FINANCIAL CONTROLS (b) Secretarial Auditor
Your Company has in place adequate internal financial controls with
Your Board appointed Mr. Amit Gupta, Company Secretary in Practice,
respect to the financial statements, commensurate with its size and scale of
Proprietor Messrs. Amit Gupta & Associates, as the Secretarial Auditor
operations. The Internal Auditor of the Company periodically evaluates the
of the Company for the financial year ended 31st March, 2023.
adequacy and effectiveness of such internal financial controls. The Board
The Report of the Secretarial Auditor, pursuant to Section 204 of the
provides guidance on internal controls, reviews internal audit findings and
Act, is enclosed as Annexure 4 to this Report.
implementation of internal audit recommendations.
During the year under review, the internal financial controls in the There is no qualification, reservation, adverse remark or disclaimer
Company with respect to the financial statements were tested and no given by the Secretarial Auditors in their Report.
material weakness in the design or operation of such controls was observed. 19. COMPLIANCE WITH SECRETARIAL STANDARDS
Nonetheless, your Company recognises that any internal financial control
The Company is in compliance with the applicable Secretarial Standards
framework, no matter how well designed, has inherent limitations and
issued by the Institute of Company Secretaries of India and approved by
accordingly, regular audit and review processes are undertaken to ensure
that such systems are reinforced on an ongoing basis. the Central Government under Section 118(10) of the Act.

11. CORPORATE SOCIAL RESPONSIBILITY (CSR) 20. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN
EXCHANGE EARNINGS AND OUTGO
Your Company’s CSR Policy outlines programmes, projects and activities
falling within the purview of Schedule VII and Section 135 of the Act and Conservation of Energy
the Rules made thereunder. The Company is committed to adopt eco-friendly and energy conservation
The Annual Report on CSR activities of the Company, as required under practices and has accordingly, initiated several eco-friendly processes for
Sections 134 and 135 of the Act read with Rule 8 of the Companies energy and water conservation, waste management disposal and measures
(Corporate Social Responsibility Policy) Rules, 2014 and Rule 9 of the to control water, noise and environmental pollution.
Companies (Accounts) Rules, 2014, is enclosed as Annexure 2 to this
The Company continued to make focused energy conservation efforts
Report.
throughout the year to improve its usage efficiencies. Energy conservation
12. PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS
measures viz. installing energy efficient lights, upgradation of air
During the year ended 31st March, 2023, the Company has neither given conditioning system with higher Energy Efficient Ratio components, etc.
any loan or guarantee nor has made any investment under Section 186 of are constantly undertaken by the Company. Routine maintenance is
the Act. performed to keep all equipment in the most efficient state of operations.
13. RELATED PARTY TRANSACTIONS
As a result of the aforesaid measures, optimum utilization of energy was
During the year under review, all contracts or arrangements entered into achieved in electrical units, and water consumption.
by your Company with its related parties were in the ordinary course of
Technology Absorption
business and on arm’s length basis and in accordance with the provisions
of the Act. The Company is in hotel and recreation business, which is a service
The details of material related party transaction of the Company in the industry and no specific knowhow or technology was imported by the
prescribed Form No. AOC-2 are provided in Annexure 3 to this Report. Company during the year. The Company has not carried out any activity
which can be construed as a research and development activity. However,
14. DEPOSITS
the Company continues to adopt and use the latest technologies to
Your Company has not accepted any deposit from the public / members improve the efficiency and effectiveness of its business operations leading
under Section 73 of the Act read with the Companies (Acceptance of
to product improvement, cost reduction, product development or import
Deposits) Rules, 2014.
substitution.
15. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS/
Foreign Exchange Earnings and Outgo
COURTS / TRIBUNALS
The foreign exchange earnings of your Company during the year
During the year under review, no significant or material order was passed
by any Regulator / Court / Tribunal impacting the going concern status of aggregated ` 93.97 lakhs (previous year: ` 50.06 lakhs), while the foreign
the Company or its future operations. exchange outflow was Nil (previous year: Nil).

16. ANNUAL RETURN 21. ACKNOWLEDGEMENT

The Annual Return of the Company is available on its website at https:// Your Directors acknowledge the assistance and support rendered by all the
cgronline.com/annual-return/ stakeholders and look forward to the future with confidence.
17. COST RECORDS On behalf of the Board
The Company is not required to maintain cost records in terms of Section Nakul Anand Ashish Thakar Rishi Mattu
148 of the Act read with the Companies (Cost Records and Audit) Rules, Dated : 19th April, 2023 Chairman Director Manager
2014. Place: Gurugram Gurugram Chennai

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 LANDBASE INDIA limited

Annexure1 to the Report of the Board of Directors for the financial year ended 31st March, 2023
[Information pursuant to Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial personnel) Rules, 2014]

Date of
Gross Net
Names of Experience commencement Previous Employment /
Age Designation Remuneration Remuneration Qualifications
employees (Years) of employment/ Position held
(`) (`)
deputation
1 2 3 4 5 6 7 8 9
Rajat Sethi*& 47 Manager 73,10,242 44,01,042 Bachelors in Hotel 24 11.12.2020 ITC Limited
Management, General Manager, ITC Mughal
Bachelors in Arts
Shikhar 33 Chief Financial 59,69,793 34,72,076 B.Com. (Hons), A.C.A 12 15.10.2021 ITC Limited – Hotels Division,
Maheshwari* Officer Financial Controller
Col. Rajesh 59 Manager 51,32,528 23,99,678 B.Sc., PG Degree in 39 01.04.2018 ITC Limited – Hotels Division,
Singh Bains* - Loss Defence Armament Manager - Loss Prevention
Prevention Technology
Alok Rastogi* 57 Executive 29,67,932 17,69,014 B. A, Diploma Holder 37 01.04.2019 ITC Limited – Hotels Division,
Chef Chef
Pradeep 58 Executive 28,61,890 22,35,894 B.Com., L.L.B., M.B.A. 34 10.11.2006 Amira Foods (India) Limited,
Singh Vice President- Sr. Manager-HR & IR
HR & Liaison
Keshav Kumar 46 D.G.M - Golf 16,73,537 13,81,138 B.Com. 15 17.04.2009 Golden Greens Golf & Resorts
Operations & Limited, Manager-Golf
Marketing Operations
Vikas Kumar 48 D.G.M 16,32,779 13,65,356 B.Sc., M.Sc., P.G.D in 21 05.10.2006 Soka Bodhi Tree Garden,
Maintenance Plantation Technology Horticulturist
Sameer 24 Finance 16,30,165 10,10,114 B.Com (Hons), A.C.A 1.5 01.07.2022 ITC Limited – Hotels Division,
Dhanuka*# Manager Finance Manager
Shiv Charan 51 Manager – 15,18,495 13,18,600 M.B.A, B.E. 33 16.05.2011 ITC Limited – Hotels Division,
Engineering Asst. Manager Engineering
Rajbir Singh 55 Assistant 12,90,690 11,47,990 Matriculation 31 01.04.2008 Central Park, Unitech, Land
Manager – Officer
Land & Legal

* On deputation from ITC Limited, the holding company (‘ITC’).

& Resigned from the Company with effect from close of work on 31st March, 2023.
# On deputation w.e.f. 01.07.2022.

Notes:
a. In respect of employees on deputation, gross remuneration disclosed as above is the deputation cost which is borne by the Company.
b. For the other employees, gross remuneration includes salary, variable pay / performance bonus, allowances & other benefits / applicable perquisites borne by the Company,
except provisions for gratuity and leave encashment which are actuarially determined on an overall Company basis. The term ‘remuneration’ has the meaning assigned to it
under the Companies Act, 2013.
c. Net remuneration comprises cash income less income tax, education cess deducted at source and employee’s own contribution to provident fund.
d. Certain employees may have been granted Stock Options by ITC under its Employee Stock Option Schemes at ‘market price’ [within the meaning of the Securities and
Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021]. Since these Stock Options are not tradeable, no perquisite or benefit is
immediately conferred upon the employees by grant of such Options, and accordingly the said grants have not been considered as remuneration.
e. All appointments (except deputed employees) are / were contractual in accordance with terms and conditions as per Company’s Rules.
f. The aforesaid employees are neither relative of any Director or Manager of the Company nor hold any equity share in the Company.

On behalf of the Board

Nakul Anand Ashish Thakar Rishi Mattu
Dated : 19th April, 2023 Chairman Director Manager
Place: Gurugram Gurugram Chennai

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 LANDBASE INDIA limited

Annexure 2 to the Report of the Board of Directors

Annual Report on Corporate Social Responsibility (CSR) Activities of the Company

for the financial year ended 31st March, 2023

1. Brief outline on CSR Policy of the Company:

The Company being a wholly owned subsidiary of ITC Limited (‘ITC’), discharges its responsibility by aligning itself with the CSR Policy of ITC and by undertaking CSR
activities in areas or subjects which are independent of the normal conduct of the Company’s business and are covered under the activities listed in Schedule VII read with
Section 135 of the Companies Act, 2013 (‘the Act’) and the Companies (Corporate Social Responsibility Policy) Rules, 2014.
The Company’s CSR Programmes are implemented (i) directly, or (ii) through a registered public trust or a registered society or foundation or a company under Section 8
of the Act, established by ITC (Collectively, ITC Entities), having track record of at least three years in undertaking similar activities, or (iii) through other eligible implement-
ing agencies.
The Company may also collaborate with ITC or other companies for undertaking CSR Programmes in such a manner that the respective companies are in a position to
report separately on the CSR activities being undertaken.
2. Composition of CSR Committee as on 31st March, 2023: Not Applicable
3. The web-link where composition of CSR Committee, CSR Policy and CSR projects approved by the Board are disclosed on the website of the Company: https://cgronline.
com/corporate-social-responsibility/
4. Executive Summary alongwith the web-link(s) of Impact Assessment of CSR projects carried out in pursuance of sub-rule (3) of Rule 8 of the Companies (Corporate Social
Responsibility Policy) Rules, 2014, if applicable: Not Applicable
5. Average net profits of the Company as per Section 135(5): ` 419.78 lakhs
a) Two percent of average net profits of the Company as per Section 135(5): ` 8.40 lakhs
b) Surplus arising out of the CSR projects or programmes or activities of the previous financial years: Nil
c) Amount required to be set off for the financial year, if any: Nil
d) Total CSR obligation for the financial year (5a+5b-5c): ` 8.40 lakhs*
* The Board has approved a contribution of ` 8.50 lakhs for CSR expenditure for the financial year 2022-23, as against the mandatory requirement of ` 8.40 lakhs.
6. a) Amount spent on CSR Projects (both Ongoing Project and other than Ongoing Project): ` 8.50 lakhs
b) Amount spent in Administrative Overheads: ` 0.06 lakhs
c) Amount spent on Impact Assessment, if applicable: Nil
d) Total amount spent for the Financial Year [6(a)+6(b)+6(c)]: ` 8.56 lakhs
e) CSR amount unspent for the financial year: Nil

Total Amount Spent for Amount Unspent (in `)

the Financial Year
(in Lakhs)
Total Amount transferred to Unspent CSR Account as Amount transferred to any fund specified under Schedule VII as per
per Section 135(6) second proviso to Section 135(5)
Amount (`) Date of transfer Name of the Fund Amount Date of transfer
(`)
8.56 Nil

f) Excess amount for set off, if any:

Sl. No. Particular Amount (in Lakhs)

(i) Two percent of average net profit of the Company as per Section 135(5) 8.40
(ii) Total amount spent for the Financial Year 8.56
(iii) Excess amount spent for the financial year [(ii)-(i)] 0.16
(iv) Surplus arising out of the CSR projects or programmes or activities of the previous financial years, if any Nil
(v) Amount available for set off in succeeding financial years [(iii)-(iv)] Nil

Note: The Company is not claiming any set-off against the excess amount of ` 0.16 Lakhs as spent in the Financial Year 2022-23.
7. (a) Details of Unspent CSR amount for the preceding three financial years:

Sl. Preceding Amount transferred Balance Amount Amount spent Amount transferred to any Amount Deficiency,
No. Financial Year to Unspent CSR in Unspent CSR in the reporting fund specified under Schedule remaining to be if any
Account under Account under Financial Year VII as per Section 135(6), if any spent in
Section 135 (6) subsection (6) of (in `) succeeding
(in `) Section 135 (in `) Amount (in `) Date of financial years
transfer (in `)
Not Applicable

8. Whether any capital assets have been created or acquired through Corporate Social Responsibility amount spent in the financial year:
Yes 3 No
If Yes, enter the number of Capital assets created / acquired:
Furnish the details relating to such asset(s) so created or acquired through Corporate Social Responsibility amount spent in the financial year:

Sl. No. Short particulars of the Pin code of the Date of Amount of CSR Details of entity/ Authority/ beneficiary of the registered
property or asset(s) [in- property or creation amount spent owner
cluding complete asset(s)
address and location of CSR Registration Number, Name Registered
the property] if applicable address

Not Applicable

9. Specify the reason(s), if the Company has failed to spend two per cent of the average net profit as per Section 135(5): Not Applicable

On behalf of the Board

Nakul Anand Ashish Thakar Rishi Mattu
Dated : 19th April, 2023 Chairman Director Manager
Place: Gurugram Gurugram Chennai

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 LANDBASE INDIA limited

Annexure 3 to the Report of the Board of Directors for the financial year ended 31st March, 2023
FORM NO. AOC-2
[Pursuant to Section 134(3)(h) of the Companies Act, 2013 and Rule 8(2) of the Companies (Accounts) Rules, 2014]
Form for disclosure of particulars of contracts / arrangements entered into by the Company with related parties referred to in sub-section (1) of Section 188
of the Companies Act, 2013 including certain arm’s length transactions under fourth proviso thereto
1. Details of contracts or arrangements or transactions not at arm’s length basis

a) Name(s) of the related party and nature of relationship

b) Nature of contracts / arrangements / transactions

c) Duration of the contracts / arrangements / transactions

d) Salient terms of the contracts or arrangements or transactions including the value, if any
NIL
e) Justification for entering into such contracts or arrangements or transactions

f) Date(s) of approval by the Board

g) Amount paid as advances, if any

h) Date on which the resolution was passed in general meeting as required under first proviso to Section 188

2. Details of material contracts or arrangements or transactions at arm’s length basis

a) Name(s) of the related party and nature of relationship ITC Limited, the holding company (‘ITC’)

b) Nature of contracts / arrangements / transactions License Agreement (‘Agreement’) with ITC for operating the
Company’s Hotel ‘ITC Grand Bharat (‘Hotel’).

c) Duration of the contracts / arrangements / transactions 99 years with effect from 14th November, 2014

d) Salient terms of the contracts or arrangements or transactions including the value, if any ITC pays an annual license fee at 7% of Annual Net Operating
Income of the Hotel or `4.50 crores, whichever is higher, to the
Company.
Total license fees received from ITC vide this Agreement, during
the year was ` 6,86,63,300/- (including applicable taxes).

e) Date(s) of approval by the Board, if any –

f) Amount paid as advances, if any Nil

On behalf of the Board

Nakul Anand Ashish Thakar Rishi Mattu
Dated : 19th April, 2023 Chairman Director Manager
Place: Gurugram Gurugram Chennai

FORM NO. MR – 3
SECRETARIAL AUDIT REPORT
FOR THE FINANCIAL YEAR ENDED 31st MARCH, 2023

[Pursuant to Section 204(1) of the Companies Act, 2013 and Rule No. 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014]
To
The Members,
Landbase India Limited,
CIN: U74899HR1992PLC052412
Regd. office address: ITC Green Centre, 10 Institutional Area, Sector 32, Gurugram, HR 122001
Corporate office: Classic Golf & Country Club, Hasanpur, Tauru, Mewat District, HR 122105

We have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate practices by Landbase India Limited
(hereinafter called ‘the Company’). Secretarial Audit was conducted in a manner that provided us a reasonable basis for evaluating the corporate conducts/ statutory
compliances and expressing my opinion thereon.
Based on our verification of the Company’s books, papers, minute books, forms and returns filed and other records maintained by the Company and also the
information provided by the Company, its officers, agents and authorized representatives during the conduct of secretarial audit,
We hereby report that in our opinion that:
i. the Company has, during the audit period covering the financial year ended on 31st March, 2023 (‘Audit Period’) complied with the statutory provisions listed
hereunder; and also
ii. the Company has proper Board-processes and compliance-mechanism in place to the extent, in the manner and subject to the reporting made hereinafter.
We have examined the books, papers, minute books, forms and returns filed and other records maintained by the Company for the financial year ended on 31st March,
2023 according to the provisions of:
i. The Companies Act, 2013 (‘the Act’) and the rules made there under;
ii. The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) and the rules made there under (Not Applicable to the Company during the Audit Period);
iii. The Depositories Act, 1996 and the Regulations and Bye-laws framed there under;
iv. Foreign Exchange Management Act, 1999 and the rules and regulations made there under to the extent of Foreign Direct Investment, Overseas Direct Investment
and External Commercial Borrowings;(No FDI and ECB was taken and No ODI was made by the Company during the Audit Period)

431
 LANDBASE INDIA limited

v. The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992 (‘SEBI Act’) (Not applicable to the Company
during the Audit Period);
a. The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011;
b. The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015;
c. The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018;
d. The Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations 2021;
e. The Securities and Exchange Board of India (Issue and Listing of Non-Convertible Securities) Regulations, 2021;
f. The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993 regarding the Companies Act and dealing
with client;
g. The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2021;
h. The Securities and Exchange Board of India (Buy-back of Securities) Regulations, 2018.

We have also examined compliance with the applicable clauses of the following:
i. Secretarial Standards (SS-1 and SS-2) issued by The Institute of Company Secretaries of India; and
ii. Listing Agreements entered into by the Company with the Stock Exchange(s), if applicable (Not applicable to the Company during the Audit Period).

During the Audit period, the Company has complied with the provisions of the Act, Rules, Regulations, Guidelines, and Standards, as mentioned above:
1. The statutory forms and returns, which were required to be submitted under the Act, were filed by the company within the time prescribed under the Act.
2. Notices, forms, returns, registers and other document(s) required to be maintained either in physical form or in electronic form in accordance with the Act,
are properly maintained in the prescribed manner.
We further report that during the Audit Period:
The Board of Directors of the Company is duly constituted in compliance of the provisions of the Act. The changes in the composition of the Board of Directors that
took place during the period under review were carried out in compliance with provisions of the Act.
Adequate notice was given to all directors to schedule the Board Meetings and a system exists for seeking and obtaining further information and clarifications on the
agenda items before the meeting and for meaningful participation at the meeting.
All decisions at Board Meetings were carried out with requisite majority as recorded in the minutes of the meetings of the Board of Directors.
We further report that based on compliance mechanism established by the Company, we are of the opinion that there are adequate systems and processes in the
Company commensurate with the size and operations of the company to monitor and ensure compliance with applicable laws, rules, regulations and guidelines.

For Amit Gupta & Associates

Company Secretaries

Amit Gupta
Practising Company Secretary
Membership No. : F5478
C.P. No. 4682
UDIN - F005478E000137335
Date: April 19, 2023
Place: Lucknow
Note: This report should be read with the letter of even date by the Secretarial Auditors.

To,
The Members,
Landbase India Limited,
CIN: U74899HR1992PLC052412
Regd. office address: ITC Green Centre, 10 Institutional Area, Sector 32, Gurugram, HR 122001
Corporate office: Classic Golf & Country Club, Hasanpur, Tauru, Mewat District, HR 122105

Our Report of even date is to be read along with this letter.

1. Maintenance of secretarial record is the responsibility of the management of the Company. Our responsibility is to express an opinion on these secretarial records based on our
audit.
2. We have followed the audit practices and process as were appropriate to obtain reasonable assurance about the correctness of the contents of the secretarial records. The verification
was done on test basis to ensure that correct facts are reflected in secretarial records. We believe that the processes and practices, we followed provide a reasonable basis for our
opinion.
3. We have not verified the correctness and appropriateness of financial records and books of account of the Company.
4. We have obtained the management representation, where ever required, about the compliance of laws, rules and regulations and happening of events etc.
5. The Compliance of the provisions of Corporate and other applicable laws, rules, regulations, standards is the responsibility of management. Our examination was limited to the
verification of procedure on test basis.
6. The Secretarial Audit Report is neither an assurance as to the future viability of the Company nor of the efficacy or effectiveness with which the management has conducted the
affairs of the Company.

For Amit Gupta & Associates

Company Secretaries

Amit Gupta
Practising Company Secretary
Membership No. : F5478
C.P. No. 4682
UDIN - F005478E000137335
Date: April 19, 2023
Place: Lucknow

432
 LANDBASE INDIA limited

INDEPENDENT AUDITOR’S REPORT

TO THE MEMBERS OF LANDBASE INDIA LIMITED
Report on the Audit of the Financial Statements As part of an audit in accordance with SAs, we exercise professional judgement
Opinion and maintain professional skepticism throughout the audit. We also:
We have audited the accompanying financial statements of Landbase India • Identify and assess the risks of material misstatement of the financial
Limited (“the Company”), which comprise the Balance Sheet as at March 31, statements, whether due to fraud or error, design and perform audit
2023, and the Statement of Profit and Loss (including Other Comprehensive procedures responsive to those risks, and obtain audit evidence that is
Income), the Statement of Cash Flows and the Statement of Changes in Equity sufficient and appropriate to provide a basis for our opinion. The risk of not
for the year then ended, and a summary of significant accounting policies and detecting a material misstatement resulting from fraud is higher than for
other explanatory information. one resulting from error, as fraud may involve collusion, forgery, intentional
In our opinion and to the best of our information and according to the omissions, misrepresentations, or the override of internal control.
explanations given to us, the aforesaid financial statements give the information • Obtain an understanding of internal financial control relevant to the
required by the Companies Act, 2013 (“the Act”) in the manner so required audit in order to design audit procedures that are appropriate in the
and give a true and fair view in conformity with the Indian Accounting circumstances. Under section 143(3)(i) of the Act, we are also responsible
Standards prescribed under section 133 of the Act read with the Companies for expressing our opinion on whether the Company has adequate internal
(Indian Accounting Standards) Rules, 2015, as amended, (“Ind AS”) and other financial controls system in place and the operating effectiveness of such
accounting principles generally accepted in India, of the state of affairs of the controls.
Company as at March 31, 2023, and its profit, total comprehensive income, its • Evaluate the appropriateness of accounting policies used and the
cash flows and the changes in equity for the year ended on that date. reasonableness of accounting estimates and related disclosures made by
Basis for Opinion the management.
We conducted our audit of the financial statements in accordance with the • Conclude on the appropriateness of management’s use of the going
Standards on Auditing specified under section 143(10) of the Act (SAs). Our concern basis of accounting and, based on the audit evidence obtained,
responsibilities under those Standards are further described in the Auditor’s whether a material uncertainty exists related to events or conditions that
Responsibility for the Audit of the Financial Statements section of our report. We may cast significant doubt on the Company’s ability to continue as a going
are independent of the Company in accordance with the Code of Ethics issued concern. If we conclude that a material uncertainty exists, we are required
by the Institute of Chartered Accountants of India (ICAI) together with the to draw attention in our auditor’s report to the related disclosures in the
ethical requirements that are relevant to our audit of the financial statements financial statements or, if such disclosures are inadequate, to modify our
under the provisions of the Act and the Rules made thereunder, and we have opinion. Our conclusions are based on the audit evidence obtained up to
fulfilled our other ethical responsibilities in accordance with these requirements the date of our auditor’s report. However, future events or conditions may
and the ICAI’s Code of Ethics. We believe that the audit evidence obtained by cause the Company to cease to continue as a going concern.
us is sufficient and appropriate to provide a basis for our audit opinion on the • Evaluate the overall presentation, structure and content of the financial
financial statements. statements, including the disclosures, and whether the financial statements
Information Other than the Financial Statements and Auditor’s Report represent the underlying transactions and events in a manner that achieves
Thereon fair presentation.
• The Company’s Board of Directors is responsible for the other information. • Materiality is the magnitude of misstatements in the financial statements
The other information comprises the information included in the Board that, individually or in aggregate, makes it probable that the economic
of Directors report but does not include the financial statements and our decisions of a reasonably knowledgeable user of the financial statements
auditor’s report thereon. may be influenced. We consider quantitative materiality and qualitative
• Our opinion on the financial statements does not cover the other factors in (i) planning the scope of our audit work and in evaluating
information and we do not express any form of assurance conclusion the results of our work; and (ii) to evaluate the effect of any identified
thereon. misstatements in the financial statements.
• In connection with our audit of the financial statements, our responsibility We communicate with those charged with governance regarding, among
is to read the other information and, in doing so, consider whether the other matters, the planned scope and timing of the audit and significant
other information is materially inconsistent with the financial statements audit findings, including any significant deficiencies in internal control that we
or our knowledge obtained during the course of our audit or otherwise identify during our audit.
appears to be materially misstated. We also provide those charged with governance with a statement that we
• If, based on the work we have performed, we conclude that there is a have complied with relevant ethical requirements regarding independence,
material misstatement of this other information, we are required to report and to communicate with them all relationships and other matters that may
that fact. We have nothing to report in this regard. reasonably be thought to bear on our independence, and where applicable,
related safeguards.
Management’s Responsibility for the Financial Statements
Report on Other Legal and Regulatory Requirements
The Company’s Board of Directors is responsible for the matters stated in section
1. As required by Section 143(3) of the Act, based on our audit, we report
134(5) of the Act with respect to the preparation of these financial statements
that:
that give a true and fair view of the financial position, financial performance
including other comprehensive income, cash flows and changes in equity of a) We have sought and obtained all the information and explanations
the Company in accordance with the Ind AS and other accounting principles which to the best of our knowledge and belief were necessary for the
generally accepted in India. This responsibility also includes maintenance of purposes of our audit.
adequate accounting records in accordance with the provisions of the Act for b) In our opinion, proper books of account as required by law have been
safeguarding the assets of the Company and for preventing and detecting frauds kept by the Company so far as it appears from our examination of
and other irregularities; selection and application of appropriate accounting those books.
policies; making judgments and estimates that are reasonable and c) The Balance Sheet, the Statement of Profit and Loss including Other
prudent; and design, implementation and maintenance of adequate internal Comprehensive Income, the Statement of Cash Flows and Statement
financial controls, that were operating effectively for ensuring the accuracy of Changes in Equity dealt with by this Report are in agreement with
and completeness of the accounting records, relevant to the preparation and the relevant books of account.
presentation of the financial statement that give a true and fair view and are free d) In our opinion, the aforesaid financial statements comply with the Ind
from material misstatement, whether due to fraud or error. AS specified under Section 133 of the Act.
In preparing the financial statements, management is responsible for assessing e) On the basis of the written representations received from the directors
the Company’s ability to continue as a going concern, disclosing, as applicable, as on March 31, 2023 taken on record by the Board of Directors,
matters related to going concern and using the going concern basis of none of the directors is disqualified as on March 31, 2023 from being
accounting unless management either intends to liquidate the Company or to appointed as a director in terms of Section 164(2) of the Act.
cease operations, or has no realistic alternative but to do so. f) With respect to the adequacy of the internal financial controls with
Those Board of Directors are also responsible for overseeing the Company’s reference to financial statements of the Company and the operating
financial reporting process. effectiveness of such controls, refer to our separate Report in “Annexure
A”. Our report expresses an unmodified opinion on the adequacy and
Auditor’s Responsibility for the Audit of the Financial Statements
operating effectiveness of the Company’s internal financial controls
Our objectives are to obtain reasonable assurance about whether the financial with reference to financial statements of the Company.
statements as a whole are free from material misstatement, whether due to fraud g) With respect to other matters to be included in the Auditor’s Report
or error, and to issue an auditor’s report that includes our opinion. Reasonable in accordance with the requirements of section 197(16) of the Act, as
assurance is a high level of assurance, but is not a guarantee that an audit amended.
conducted in accordance with SAs will always detect a material misstatement
In our opinion and to the best of our information and according to
when it exists. Misstatements can arise from fraud or error and are considered
the explanations given to us, the remuneration paid by the Company
material if, individually or in the aggregate, they could reasonably be expected
to its directors during the year is in accordance with the provisions of
to influence the economic decisions of users taken on the basis of these financial
section 197 of the Act.
statements.

433
 LANDBASE INDIA limited

h) With respect to the other matters to be included in the Auditor’s shall, directly or indirectly, lend or invest in other persons or
Report in accordance with Rule 11 of the Companies (Audit and entities identified in any manner whatsoever by or on behalf
Auditors) Rules, 2014, as amended in our opinion and to the best of of the Funding Party (“Ultimate Beneficiaries”) or provide
our information and according to the explanations given to us: any guarantee, security or the like on behalf of the Ultimate
i. The Company has disclosed the impact of pending litigations on Beneficiaries.
its financial position in its financial statements- Refer Note 21 of (c) Based on the audit procedures that has been considered
the financial statements; reasonable and appropriate in the circumstances, nothing
ii. The Company did not have any long-term contracts including has come to our notice that has caused us to believe that the
derivative contracts for which there were any material foreseeable representations under sub-clause (i) and (ii) of Rule 11(e),
losses- Refer Note 30 to the financials statements. as provided under (a) and (b) above, contain any material
misstatement.
iii. There were no amounts which were required to be transferred
to the Investor Education and Protection Fund by the Company. v. The Company has not declared or paid any dividend during the
Refer Note 31 to the financials statements. year and has not proposed final dividend for the year.

iv. (a) The Management has represented that, to the best of it’s vi. Proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 for
knowledge and belief, as disclosed in the notes 35 to the maintaining books of account using accounting software which
financial statements, no funds have been advanced or loaned has a feature of recording audit trail (edit log) facility is applicable
or invested either from borrowed funds or share premium or to the Company w.e.f. April 1, 2023, and accordingly, reporting
any other sources or kind of funds by the Company to or in under Rule 11(g) of Companies (Audit and Auditors) Rules, 2014
any other person(s) or entity(ies), including foreign entities is not applicable for the financial year ended March 31, 2023.
(“Intermediaries”), with the understanding, whether 2. As required by the Companies (Auditor’s Report) Order, 2020 (“the
recorded in writing or otherwise, that the Intermediary Order”) issued by the Central Government in terms of Section 143(11) of
shall, directly or indirectly lend or invest in other persons the Act, we give in “Annexure B” a statement on the matters specified in
or entities identified in any manner whatsoever by or on paragraphs 3 and 4 of the Order.
behalf of the Company (“Ultimate Beneficiaries”) or provide
any guarantee, security or the like on behalf of the Ultimate For Deloitte Haskins & Sells LLP
Beneficiaries. Chartered Accountants
(b) The Management has represented, that, to the best of it’s (Firm’s Registration No.117366W/W-100018)
knowledge and belief, as disclosed in the notes 35 to the
financial statements, no funds have been received by the Vikas Khurana
Company from any person(s) or entity(ies), including Partner
foreign entities (“Funding Parties”), with the understanding, Place : Gurugram (Membership No.: 503760)
whether recorded in writing or otherwise, that the Company Dated : April 19, 2023 (UDIN - 23503760BGYDPU6269)

ANNEXURE “A” TO THE INDEPENDENT AUDITOR’S REPORT appropriate to provide a basis for our audit opinion on the Company’s internal
(Referred to in paragraph (f) under ‘Report on Other Legal and Regulatory financial controls with reference to financial statements.
Requirements’ section of our report of even date) Meaning of Internal Financial Controls with reference to standalone
Report on the Internal Financial Controls with Reference to the financial financial statements
Statement under Clause (i) of Sub-section 3 of Section 143 of the A Company’s internal financial control with reference to financial statements
Companies Act, 2013 (“the Act”) is a process designed to provide reasonable assurance regarding the reliability
We have audited the internal financial controls with reference to the financial of financial reporting and the preparation of financial statements for external
statements of Landbase India Limited (“the Company”) as of March 31, 2023 purposes in accordance with generally accepted accounting principles. A
in conjunction with our audit of the Ind AS financial statements of the Company company’s internal financial control with reference to financial statements
for the year ended on that date. includes those policies and procedures that (1) pertain to the maintenance of
records that, in reasonable detail, accurately and fairly reflect the transactions
Management’s Responsibility for Internal Financial Controls
and dispositions of the assets of the company; (2) provide reasonable assurance
The Company’s management is responsible for establishing and maintaining that transactions are recorded as necessary to permit preparation of financial
internal financial controls based on the internal control with reference to statements in accordance with generally accepted accounting principles,
financial statements criteria established by the Company considering the and that receipts and expenditures of the company are being made only in
essential components of internal control stated in the Guidance Note on Audit accordance with authorisations of management and directors of the company;
of Internal Financial Controls Over Financial Reporting issued by the Institute and (3) provide reasonable assurance regarding prevention or timely detection
of Chartered Accountants of India. These responsibilities include the design, of unauthorised acquisition, use, or disposition of the company’s assets that
implementation and maintenance of adequate internal financial controls that could have a material effect on the financial statements.
were operating effectively for ensuring the orderly and efficient conduct of its
Inherent Limitations of Internal Financial Controls with reference to
business, including adherence to company’s policies, the safeguarding of its
financial statements
assets, the prevention and detection of frauds and errors, the accuracy and
completeness of the accounting records, and the timely preparation of reliable Because of the inherent limitations of internal financial controls with reference
financial information, as required under the Companies Act, 2013. to financial statements, including the possibility of collusion or improper
management override of controls, material misstatements due to error or
Auditor’s Responsibility
fraud may occur and not be detected. Also, projections of any evaluation of
Our responsibility is to express an opinion on the Company’s internal financial the internal financial controls with reference to financial statements to future
controls with reference to financial statements of the Company based on our periods are subject to the risk that the internal financial control with reference
audit. We conducted our audit in accordance with the Guidance Note on Audit to financial statements may become inadequate because of changes in
of Internal Financial Controls Over Financial Reporting (the “Guidance Note”) conditions, or that the degree of compliance with the policies or procedures
issued by the Institute of Chartered Accountants of India and the Standards on may deteriorate.
Auditing prescribed under Section 143(10) of the Companies Act, 2013, to the
Opinion
extent applicable to an audit of internal financial controls. Those Standards and
the Guidance Note require that we comply with ethical requirements and plan In our opinion, to the best of our information and according to the explanations
and perform the audit to obtain reasonable assurance about whether adequate given to us, the Company has, in all material respects, an adequate internal
internal financial controls with reference to financial statements was established financial controls with reference to financial statements and such internal
and maintained and if such controls operated effectively in all material respects. financial controls with reference to financial statements were operating
Our audit involves performing procedures to obtain audit evidence about the effectively as at March 31, 2023, based on the criteria for internal financial
adequacy of the internal financial controls with reference to financial statements control with reference to financial statements established by the Company
and their operating effectiveness. Our audit of internal financial controls with considering the essential components of internal control stated in the Guidance
reference to financial statements included obtaining an understanding of Note on Audit of Internal Financial Controls Over Financial Reporting issued by
internal financial controls with reference to financial statements, assessing the Institute of Chartered Accountants of India.
the risk that a material weakness exists, and testing and evaluating the design For Deloitte Haskins & Sells LLP
and operating effectiveness of internal control based on the assessed risk. Chartered Accountants
The procedures selected depend on the auditor’s judgement, including the (Firm’s Registration No.117366W/W-100018)
assessment of the risks of material misstatement of the financial statements, Vikas Khurana
whether due to fraud or error. Partner
Place : Gurugram (Membership No.: 503760)
We believe that the audit evidence we have obtained is sufficient and Dated : April 19, 2023 (UDIN - 23503760BGYDPU6269)

434
 LANDBASE INDIA limited

ANNEXURE “B” TO THE INDEPENDENT AUDITORS’ REPORT

(Referred to in paragraph 2 under ‘Report on Other Legal and Regulatory (c) The Company has not taken any term loan during the year and there are
Requirements’ section of our report of even date) no unutilized term loans at the beginning of the year and hence, reporting
In terms of the information and explanations sought by us and given by the Company under clause (ix)(c) of the Order is not applicable.
and the books of account and records examined by us in the normal course of audit and (d) As informed to us, the Company has not raised any money as short-term
to the best of our knowledge and belief, we state that: fund. Hence, reporting under clause (ix)(d) of the Order is not applicable.
(i) (a) A. The Company has maintained proper records showing full particulars, (e) The Company did not have any subsidiary or associate or joint venture
including quantitative details and situation of Property, Plant and during the year and hence, reporting under clause (ix)(e) of the Order is
Equipment and capital work-in-progress. not applicable.
B. The Company has maintained proper records showing full particulars (f) The Company has not raised any loans during the year and hence
of intangible assets. reporting on clause (ix)(f) of the Order is not applicable.
(b) The Property, Plant and Equipment and capital work-in-progress were (x) (a) The Company has not issued any of its securities (including debt
physically verified during the year by the Management which, in our instruments) during the year and hence reporting under clause (x)(a) of
opinion, provides for physical verification at reasonable intervals. No the Order is not applicable.
material discrepancies were noticed on such verification.
(b) During the year, the Company has not made any preferential allotment
(c) Based on our examination of the registered sale deed provided to us, we
or private placement of shares or convertible debentures (fully or partly
report that, the title deeds of all the immovable properties disclosed in the
or optionally) and hence reporting under clause (x)(b) of the Order is not
financial statements included in property, plant and equipment are held applicable to the Company.
in the name of the Company as at the balance sheet date.
(xi) (a) To the best of our knowledge, no fraud by the Company and no material
(d) The Company has not revalued any of its property, plant and equipment
fraud on the Company has been noticed or reported during the year.
and intangible assets during the year.
(e) No proceedings have been initiated during the year or are pending against (b) To the best of our knowledge, no report under sub-section (12) of section
143 of the Companies Act has been filed in Form ADT-4 as prescribed
the Company as at March 31, 2023 for holding any benami property
under rule 13 of Companies (Audit and Auditors) Rules, 2014 with the
under the Benami Transactions (Prohibition) Act, 1988 (as amended in
Central Government, during the year and upto the date of this report.
2016) and rules made thereunder.
(ii) (a) The inventories were physically verified during the year by the (c) As represented to us by the Management, there were no whistle blower
Management at reasonable intervals. In our opinion and according to the complaints received by the Company during the year
information and explanations given to us, the coverage and procedure of (xii) The Company is not a Nidhi Company and hence reporting under clause (xii) of
such verification by the Management is appropriate having regard to the the Order is not applicable.
size of the Company and the nature of its operations. No discrepancies of (xiii) In our opinion, the Company is in compliance with Section 188 of the Companies
10% or more in the aggregate for each class of inventories were noticed Act, where applicable, for all transactions with the related parties and the details
on such physical verification of inventories when compared with books of of related party transactions have been disclosed in the financial statements etc.
account. as required by the applicable accounting standards. The provision of Section 177
(b) According to the information and explanations given to us, the Company is not applicable to the Company and hence, the reporting requirement under
has not been sanctioned working capital limits in excess of Rs. 5 Crores, clause (xiii) in relation to section 177 of the Companies Act is not applicable to
in aggregate, at any point of time during the year, from banks or financial the Company.
institutions on the basis of security of current assets, hence reporting on (xiv) (a) In our opinion, the Company has an adequate internal audit system
the quarterly returns or statement filed by the Company with such banks commensurate with the size and the nature of its business.
or financial institutions is not applicable.
(b) We have considered, the internal audit reports for the year under audit,
(iii) According to the information and explanations given to us, the Company has not issued to the Company during the year and till date, in determining the
made any investments in, provided any guarantee or security, and granted any nature, timing and extent of our audit procedures.
loans or advances in the nature of loans, secured or unsecured, to companies,
(xv) In our opinion during the year the Company has not entered into any non-
firms, Limited Liability Partnerships or any other parties during the year, and
cash transactions with any of its directors or directors of it’s holding company,
hence reporting under clause (iii) of the Order is not applicable.
subsidiary company, associate company or persons connected with such
(iv) According to information and explanation given to us, the Company has not directors and hence provisions of section 192 of the Companies Act, 2013 are
granted any loans, made investments or provided guarantees or securities and not applicable to the Company.
hence reporting under clause (iv) of the Order is not applicable.
(xvi) The Company is not required to be registered under section 45-IA of the Reserve
(v) The Company has not accepted any deposit or amounts which are deemed to be Bank of India Act, 1934. Hence, reporting under clause (xvi)(a), (b) and (c) of the
deposits. Hence, reporting under clause (v) of the Order is not applicable. Order is not applicable.
(vi) The maintenance of cost records has not been specified for the activities of the The Company does not have any Core Investment Company (CIC) as part of
Company by the Central Government under section 148(1) of the Companies the group and accordingly reporting under clause (xvi)(d) of the Order is not
Act, 2013, reporting under clause (vi) of the Order is not applicable. applicable.
(vii) In respect of statutory dues:
(xvii) The Company has not incurred cash losses during the financial year covered by
(a) Undisputed statutory dues, including Goods and Service tax, Provident our audit and the immediately preceding financial year.
Fund, Employees’ State Insurance, Income-tax, Sales Tax, duty of Custom,
(xviii) There has been no resignation of the statutory auditors of the Company during
duty of Excise, Value Added Tax, cess and other material statutory dues
the year.
applicable to the Company have been regularly deposited by it with the
appropriate authorities in all the cases during the year. (xix) On the basis of the financial ratios, ageing and expected dates of realization
of financial assets and payment of financial liabilities, other information
There were no undisputed amounts payable in respect of Goods and
accompanying the financial statements and our knowledge of the Board of
Service tax, Provident Fund, Employees’ State Insurance, Income-tax, cess
Directors and Management plans and based on our examination of the evidence
and other material statutory dues in arrears as at March 31, 2023 for a
supporting the assumptions, nothing has come to our attention, which causes us
period of more than six months from the date they became payable.
to believe that any material uncertainty exists as on the date of the audit report
(b) Details of statutory dues referred to in sub-clause (a) above which have indicating that Company is not capable of meeting its liabilities existing at the
not been deposited as on March 31, 2023, on account of disputes are date of balance sheet as and when they fall due within a period of one year from
given below: the balance sheet date. We, however, state that this is not an assurance as to the
future viability of the Company. We further state that our reporting is based on
Name of the Nature of Forum where Period to Amount Amount the facts up to the date of the audit report and we neither give any guarantee
Statute Dues Dispute is Pending which the Involved Disputed (Net nor any assurance that all liabilities falling due within a period of one year from
Amount (In Lacs) of Payment the balance sheet date, will get discharged by the Company as and when they
Relates under Protest) fall due.
(FY) (In Lacs) (xx) The Company has fully spent the required amount towards Corporate Social
The Punjab Entertainment Hon’ble Supreme 2003-04 to 552.62 275.62* Responsibility (CSR) and there is no unspent CSR amount for the current year
2009-10 requiring a transfer to a Fund specified in Schedule VII to the Companies Act or
Entertainment Duty Court of India
special account in compliance with the provision of sub-section (6) of section
Duty Act, 1955
135 of the said Act. Accordingly, reporting under clause (xx) of the Order is not
*Total disputed dues aggregating ` 275.62 Lacs as mentioned above, pertain to matters applicable for the current year.
which have been stayed for recovery by the relevant authorities. (xxi) The Company did not have any subsidiary or associate or joint venture during the
(viii) There were no transactions relating to previously unrecorded income that were year and hence, reporting under (xxi) of the Order is not applicable.
surrendered or disclosed as income in the tax assessments under the Income Tax For Deloitte Haskins & Sells LLP
Act, 1961 (43 of 1961) during the year. Chartered Accountants
(ix) (a) The Company has not taken any loans or other borrowings from any (Firm’s Registration No.117366W/W-100018)
lender. Hence reporting under clause (ix)(a) of the Order is not applicable Vikas Khurana
to the Company. Partner
(b) The Company has not been declared wilful defaulter by any bank or Place : Gurugram (Membership No.: 503760)
financial institution or government or any government authority. Dated : April 19, 2023 (UDIN - 23503760BGYDPU6269)

435
 LANDBASE INDIA limited

Balance Sheet as at 31st March, 2023

As at As at
Particulars Note 31st March, 31st March,
2023 2022
(` in lakhs ) (` in lakhs )
ASSETS
1Non-current assets
(a) Property, plant and equipment 3A 23,636.88 23,867.66
(b) Capital work-in-progress 3B 45.50 0.93
(c) Intangible assets 3C 7.96 4.57
(d) Financial assets
(i) Investments 4 0.00 * 0.00 *
(ii) Other financial assets 5 2,956.36 2,956.36 733.39 733.39
(e)  Other non-current assets 6 475.21 454.21
Total Non - Current Assets 27,121.91 25,060.76
2 Current assets
(a) Inventories 7 99.47 92.63
(b) Financial assets
(i)  Investments 8 174.96 693.16
(ii) Trade receivables 9 65.05 133.05
(iii) Cash and cash equivalents 10 26.24 18.95
(iv) Other bank balances 11 2,238.65 2,394.95
(v) Other financial assets 5 64.95 2,569.85 135.66 3,375.77
(c) Other current assets 6 48.96 62.46
Total Current Assets 2,718.28 3,530.86
TOTAL ASSETS (1+2) 29,840.19 28,591.62
EQUITY AND LIABILITIES
1 Equity
(a) Equity share capital 12 31,700.00 31,700.00
(b) Other equity (6,394.24 ) (7,354.22 )
Total equity 25,305.76 24,345.78

Liabilities
2 Non-current liabilities
(a) Financial Liabilities
- Other financial liabilities 13 3,119.49 3,089.58
(b) Provisions 14 131.55 120.53
(c) Other non-current liabilities 15 482.19 365.67
Total Non - Current Liabilities 3,733.23 3,575.78
3 Current liabilities
(a) Financial liabilities
(i) Trade payables
(a) Total outstanding dues of micro enterprises and
small enterprises; and – –
(b) Total outstanding dues of creditors other than
micro enterprises and small enterprises 22 303.96 182.40
(ii) Other financial liabilities 13 94.66 398.62 102.47 284.87
(b) Other current liabilities 15 375.66 372.59
(c) Provisions 14 26.92 12.60
Total Current Liabilities 801.20 670.06
TOTAL EQUITY AND LIABILITIES (1+2+3) 29,840.19 28,591.62
* Represents ` 150
The accompanying notes 1 to 38 are an integral part of the Financial Statements.
In terms of our report attached
For Deloitte Haskins & Sells LLP
Chartered Accountants On behalf of the Board
Vikas Khurana Nakul Anand Ashish Thakar
Partner Chairman Director
DIN : 00022279 DIN : 09383474
Gurugram Gurugram

Place : Gurugram Rishi Mattu Shikhar Maheshwari

Date: April 19, 2023 Manager Chief Financial Officer
Chennai Gurugram
Rucche Siingh
Company Secretary
Gurugram

436
 LANDBASE INDIA limited

Statement of Profit and Loss for the year ended 31st March, 2023
Particulars Note For the year ended For the year ended
31st March, 2023 31st March, 2022
(` in lakhs ) (` in lakhs)

I Revenue from operations 16 3,461.10 2,755.03

II Other income 17 260.17 190.48
III Total Income (I+II) 3,721.27 2,945.51
IV EXPENSES
(a) Cost of materials consumed 117.91 78.27
(b) Purchase of Stock in Trade 2.37 2.57
(c) Changes in inventories of Stock in Trade 0.25 0.19
(d) Employee benefit expenses 18 785.61 704.75
(e) Depreciation and amortization expenses 3 520.34 521.67
(f) Other expenses 19 1,326.33 1,353.24
Total Expenses (IV) 2,752.81 2,660.69
V Profit before tax (III - IV) 968.46 284.82
VI Tax Expense – –
VII Profit for the year (V-VI) 968.46 284.82
VIII Other comprehensive income
Items that will not be reclassified to profit or loss”
– Remeasurements gains/ (losses) on defined benefit plans (8.48 ) 3.41
– Income tax expense on remeasurement of defined benefit plans – -
IX Total Comprehensive Income for the year (VII+VIII) 959.98 288.23
X Earnings per equity share (Face Value ` 10.00 each)
Basic/ Diluted(in `) 20 0.31 0.09
The accompanying notes 1 to 38 are an integral part of the Financial Statements.
In terms of our report attached
For Deloitte Haskins & Sells LLP
Chartered Accountants On behalf of the Board
Vikas Khurana Nakul Anand Ashish Thakar
Partner Chairman Director
DIN : 00022279 DIN : 09383474
Gurugram Gurugram

Place : Gurugram Rishi Mattu Shikhar Maheshwari

Date: April 19, 2023 Manager Chief Financial Officer
Chennai Gurugram
Rucche Siingh
Company Secretary
Gurugram

437
 LANDBASE INDIA limited

Cash Flow Statement for the year ended 31st March, 2023
For the year ended For the year ended
Particulars 31st March, 2023 31st March, 2022
(` in lakhs) (` in lakhs)

A Cash Flow from Operating Activities

Profit before tax 968.46 284.82
Adjustments for:
Depreciation and amortization expenses 520.34 521.67
Interest Income (208.59 ) (170.63 )
Net (gain)/ loss on sale and write off of property, plant and equipment (Including CWIP) 20.52 303.51
Net (gain)/ loss arising on financial assets mandatorily measured at Fair value through profit and loss (35.69 ) (10.13 )
Bad debts & Advances written off 0.62 -

Operating Profit Before Working Capital Changes 1,265.66 929.24

Adjustment in working capital:
(Increase) / Decrease in trade receivables 67.38 (94.63 )
(Increase) / Decrease in Inventories (6.84 ) 10.36
(Increase) / Decrease in other assets 10.21 28.06
(Increase) / Decrease in other financial assets 0.74 (1.24 )
Increase / (Decrease) in trade payables 121.57 (95.08 )
Increase / (Decrease) in other financial liabilities 21.22 (8.28 )
Increase / (Decrease) in Provisions 16.86 15.11
Increase / (Decrease) in other liabilities 119.59 141.96
Cash flow generated from operations 1,616.39 925.50
Income taxes refund/ (paid) (17.01 ) (26.22 )
Net Cash from Operating Activities 1,599.38 899.28
B Cash Flow from Investing Activities
Purchase of property, plant and equipment (443.89 ) (253.07 )
Sales of property, plant and equipment 86.02 4.99
Purchase of current investments (3,245.00 ) (2,045.00 )
Sale / redemption of current investments 3,798.89 1,527.08
Interest received 275.59 89.93
Investment in bank deposits (original maturity more than 3 months) (6,237.93 ) (940.97 )
Redemption/maturity of bank deposits (original maturity more than 3 months) 4,174.23 611.47
Net Cash used in Investing Activities (1,592.09 ) (1,005.57 )
C Cash Flow from Financing Activities – –
Net increase/ (decrease) in Cash and cash equivalents 7.29 (106.29 )
Opening Cash and cash equivalents 18.95 125.24
Closing Cash and cash equivalents (Refer note 10) 26.24 18.95

Note:
The above Cash Flow Statement has been prepared under the ‘Indirect Method’ as set out in the Ind AS - 7 on Statement of Cash Flows.
The accompanying notes 1 to 38 are an integral part of the Financial Statements.
In terms of our report attached
For Deloitte Haskins & Sells LLP
Chartered Accountants On behalf of the Board
Vikas Khurana Nakul Anand Ashish Thakar
Partner Chairman Director
DIN : 00022279 DIN : 09383474
Gurugram Gurugram

Place : Gurugram Rishi Mattu Shikhar Maheshwari

Date: April 19, 2023 Manager Chief Financial Officer
Chennai Gurugram
Rucche Siingh
Company Secretary
Gurugram

438
 LANDBASE INDIA limited

Statement of Changes in Equity for the year ended 31st March, 2023

A. Equity Share capital (` in lakhs)

Particulars Balance at the beginning of the Changes in equity share capital Balance at the end of the reporting
reporting year during the year year
For the year ended 31st March 2023 31,700.00 – 31,700.00
For the year ended 31st March 2022 31,700.00 – 31,700.00

B. Other Equity (` in lakhs)

Reserves and Surplus

Particulars Total
General Reserve Retained earnings
Balance as at 1st April, 2022 611.62 (7,965.84) (7,354.22)
Profit for the year ended 31st March, 2023 - 968.46 968.46
Other Comprehensive Income - (8.48) (8.48)
Total Comprehensive Income for the year - 959.98 959.98
Balance as at 31st March, 2023 611.62 (7,005.86) (6,394.24)

Reserves and Surplus

Particulars Total
General Reserve Retained earnings
Balance as at 1st April, 2021 611.62 (8,254.07) (7,642.45)
Profit for the year ended 31st March, 2022 - 284.82 284.82
Other Comprehensive Income - 3.41 3.41
Total Comprehensive income for the year - 288.23 288.23
Balance as at 31st March, 2022 611.62 (7,965.84) (7,354.22)

General Reserve: This Reserve is created by an appropriation from one component of equity (generally retained earnings) to another, not being an item of Other Comprehensive
Income. The same can be utilized by the Company in accordance with the provisions of the Companies Act, 2013.
Retained Earnings: This Reserve represents the cumulative profits/ (losses) of the Company and effects of remeasurement of defined benefit obligations.

The accompanying notes 1 to 38 are an integral part of the Financial Statements.

In terms of our report attached
For Deloitte Haskins & Sells LLP
Chartered Accountants On behalf of the Board
Vikas Khurana Nakul Anand Ashish Thakar
Partner Chairman Director
DIN : 00022279 DIN : 09383474
Gurugram Gurugram

Place : Gurugram Rishi Mattu Shikhar Maheshwari

Date: April 19, 2023 Manager Chief Financial Officer
Chennai Gurugram
Rucche Siingh
Company Secretary
Gurugram

439
 LANDBASE INDIA limited

Notes to the Financial statements

The Company owns the Classic Golf & Country Club, a 27-hole Jack Nicklaus Signature Golf Course. It also owns a 104 key all suite luxury
retreat “ITC Grand Bharat” which is licensed to and operated by ITC Limited. The company is registered under Companies Act, 2013 bearing
CIN No. U74899HR1992PLC052412.
1. SIGNIFICANT ACCOUNTING POLICIES
i. Statement of Compliance
These financial statements have been prepared as a going concern in accordance with Indian Accounting Standards (Ind AS) notified under Section
133 of the Companies Act, 2013. The financial statements have also been prepared in accordance with the relevant presentation requirements of
the Companies Act, 2013. The company adopted Ind AS from 1st April 2016.
ii. Basis of Preparation
The financial statements are prepared in accordance with the historical cost convention, except for certain items that are measured at fair values, as
explained in the accounting policies. The financial statements are presented in Indian Rupees which is also the Company’s functional currency.
Fair Value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at
the measurement date, regardless of whether that price is directly observable or estimated using another valuation technique. In estimating the
fair value of an asset or a liability, the Company takes into account the characteristics of the asset or liability if market participants would take those
characteristics into account when pricing the asset or liability at the measurement date.
The preparation of financial statements in conformity with Ind AS requires management to make judgements, estimates and assumptions that
affect the application of the accounting policies and the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities
at the date of the financial statements, and the reported amounts of revenues and expenses during the year. Actual results could differ from those
estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the
period in which the estimate is revised if the revision affects only that period; they are recognised in the period of the revision and future periods if
the revision affects both current and future periods.
All assets and liabilities have been classified as current or non-current as per the Company’s normal operating cycle and other criteria set out in the
Schedule III to the Companies Act, 2013 based on the nature of products and the time between the acquisition of assets for processing and their
realisation in cash and cash equivalents.
iii. Property, Plant & Equipment – Tangible Assets
Property, plant & equipment are stated at cost of acquisition or construction less accumulated depreciation and impairment, if any. For this
purpose, cost includes deemed cost which represents the carrying value of property, plant and equipment recognised as at 1st April, 2015
measured as per the previous GAAP.
Cost is inclusive of inward freight, duties and taxes and incidental expenses related to acquisition. In respect of major projects involving construction,
related pre-operational expenses form part of the value of assets capitalised. Expenses capitalised also include applicable borrowing costs for
qualifying assets, if any. All upgradation / enhancements are charged off as revenue expenditure unless they bring similar significant additional
benefits.
An item of property, plant and equipment is derecognised upon disposal or when no future economic benefits are expected to arise from the
continued use of asset. Any gain or loss arising on the disposal or retirement of an item of property, plant and equipment is determined as the
difference between the sales proceeds and the carrying amount of the asset and is recognised in the Statement of Profit and Loss.
Depreciation of these assets commences when the assets are ready for their intended use which is generally on commissioning. Items of Property,
Plant and Equipment are depreciated in a manner that amortises the cost of the assets after commissioning (or other amount substituted for cost),
less its residual value, over their useful lives as specified in Schedule II of the Companies Act, 2013 on a straight line basis. Land is not depreciated.
Property, plant and equipment’s residual values and useful lives are reviewed at each Balance Sheet date and changes, if any, are treated as changes
in accounting estimate.
The estimated useful lives of property, plant and equipment of the Company are as follows:

Building 3 - 60 years
Plant & Machinery/ Golf Course 3 - 15 years
Office & Other Equipment 5 years
Furniture & Fixtures 8 - 10 years
Computers 3 - 6 years
Vehicles 8 - 10 years
Golf Carts 8 years
iv. Intangible Assets
Software is capitalised where it is expected to provide future enduring economic benefits. Capitalisation costs include licence fees and costs of
implementation/system integration services. The costs are capitalised in the year in which the relevant software is implemented for use and is
amortised across a period not exceeding 5 years. Useful lives are periodically reviewed and are treated as changes in accounting estimates, at each
balance sheet date.
v. Impairment of Assets
Impairment loss, if any, is provided to the extent, the carrying amount of assets exceed their recoverable amount. Recoverable amount is higher of
an asset’s net selling price and its value in use. Value in use is the present value of estimated future cash flows expected to arise from the continuing
use of an asset and from its disposal at the end of its useful life.
Impairment losses recognised in prior years are reversed when there is an indication that the impairment losses recognised no longer exist or have
decreased. Such reversals are recognised as an increase in carrying amounts of assets to the extent that it does not exceed the carrying amounts
that would have been determined (net of amortisation or depreciation) had no impairment loss been recognised in previous years.

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Notes to the Financial statements (Contd.)

vi. Inventories
Inventories are stated at lower of cost and net realisable value. The cost is calculated on weighted average method. Cost comprises expenditure
incurred in the normal course of business in bringing such inventories to its present location and condition and includes, where applicable,
appropriate overheads based on normal level of activity. Net realisable value is the estimated selling price less estimated costs for completion and
sale.
Obsolete, slow moving and defective inventories are identified at the time of periodic physical verification of inventories and, where necessary, a
markdown is made for such inventories.
vii. Foreign Currency Transactions and derivatives
The Company accounts for transactions in foreign currency at the exchange rate prevailing on the date of transactions. The date of the transaction
for the purpose of determining the exchange rate on initial of recognition of the asset, expense or income is the date on which an entity initially
recognises the related non – monetary asset or non – monetary liability on the payment or receipt of the advance consideration. Gains/Losses
arising on settlement of transactions as also the translation of monetary items at period ends due to fluctuations in the exchange rates are
recognized in the Statement of Profit and Loss.
Derivatives are initially recognised at fair value and are subsequently remeasured to their fair value at the end of each reporting period. The resulting
gains / losses is recognised in the Statement of Profit and Loss.
viii. Financial instruments, Financial assets, Financial liabilities and Equity instruments
Financial assets and financial liabilities are recognised when the Company becomes a party to the contractual provisions of the relevant instrument
and are initially measured at fair value except for trade receivables that do not contain a significant financing component, which are measured
at transaction price. Transaction costs that are directly attributable to the acquisition or issue of financial assets and financial liabilities (other
than financial assets and financial liabilities measured at fair value through profit or loss) are added to or deducted from the fair value on initial
recognition of financial assets or financial liabilities. Purchase or sale of financial assets that require delivery of assets within a time frame established
by regulation or convention in the market place (regular way trades) are recognised on the trade date, i.e., the date when the Company commits
to purchase or sell the asset.
Financial assets
Recognition: Financial assets include Investments, Trade receivables, Advances, Security Deposits, Cash and cash equivalents. Such assets are
initially recognised at fair value or transaction price, as applicable, when the Company becomes party to contractual obligations. The transaction
price includes transaction costs unless the asset is being fair valued through the Statement of Profit and Loss.
Classification: Management determines the classification of an asset at initial recognition depending on the purpose for which the assets were
acquired. The subsequent measurement of financial assets depends on such classification. Financial assets are classified as those measured at:
(a) amortised cost, where the financial assets are held solely for collection of cash flows arising from payments of principal and/or interest.
(b) fair value through other comprehensive income (FVTOCI), where the financial assets are held not only for collection of cash flows arising from
payments of principal and interest but also from the sale of such assets. Such assets are subsequently measured at fair value, with unrealised
gains and losses arising from changes in the fair value being recognised in other comprehensive income.
(c) fair value through profit or loss (FVTPL), where the assets are managed in accordance with an approved investment strategy that triggers
purchase and sale decisions based on the fair value of such assets. Such assets are subsequently measured at fair value, with unrealised gains
and losses arising from changes in the fair value being recognised in the Statement of Profit and Loss in the period in which they arise.
Trade receivables, Advances, Security Deposits, Cash and cash equivalents etc. are classified for measurement at amortised cost while investments
may fall under any of the aforesaid classes. However, in respect of particular investments in equity instruments that would otherwise be measured
at fair value through profit or loss, an irrevocable election at initial recognition may be made to present subsequent changes in fair value through
other comprehensive income.
Impairment: The Company assesses at each reporting date whether a financial asset (or a group of financial assets) such as investments, trade
receivables, advances and security deposits held at amortised cost and financial assets that are measured at fair value through other comprehensive
income are tested for impairment based on evidence or information that is available without undue cost or effort. Expected credit losses are
assessed and loss allowances recognised if the credit quality of the financial asset has deteriorated significantly since initial recognition.
Reclassification: When and only when the business model is changed, the Company shall reclassify all affected financial assets prospectively from
the reclassification date as subsequently measured at amortised cost, fair value through other comprehensive income, fair value through profit
or loss without restating the previously recognised gains, losses or interest and in terms of the reclassification principles laid down in the Ind AS
relating to Financial Instruments.
De-recognition: Financial assets are derecognised when the right to receive cash flows from the assets has expired, or has been transferred, and
the Company has transferred substantially all of the risks and rewards of ownership. Concomitantly, if the asset is one that is measured at:
(a) amortised cost, the gain or loss is recognised in the Statement of Profit and Loss;
(b) fair value through other comprehensive income, the cumulative fair value adjustments previously taken to reserves are reclassified to the
Statement of Profit and Loss unless the asset represents an equity investment in which case the cumulative fair value adjustments previously
taken to reserves is reclassified within equity.
Income Recognition: Interest income is recognised in the Statement of Profit and Loss using the effective interest method. Dividend income is
recognised in the Statement of Profit and Loss when the right to receive dividend is established.
Financial liability
Borrowings, trade payables and other financial liabilities are initially recognised at fair value and are subsequently measured at
amortised cost. Any discount or premium on redemption / settlement is recognised in the Statement of Profit and Loss as finance

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Notes to the Financial statements (Contd.)

cost over the life of the liability using the effective interest method and adjusted to the liability figure disclosed in the Balance Sheet.
Financial liabilities are derecognised when the liability is extinguished, that is, when the contractual obligation is discharged, cancelled and on
expiry.
Offsetting financial instruments
Financial assets and liabilities are offset and the net amount is included in the Balance Sheet where there is a legally enforceable right to offset the
recognised amounts and there is an intention to settle on a net basis or realise the asset and settle the liability simultaneously.
Equity Instruments
Equity instruments are recognised at the value of the proceeds, net of direct costs of the capital issue.
ix. Revenue from sale of products and services
Revenue is measured at the transaction price that the Company receives or expects to receive as consideration for services rendered, net of
discounts to customers. Revenue does not include VAT and Goods and Services Tax (GST).
Revenue from the sale of products and services is recognised when the Company performs its obligations to its customers, the amount of revenue
can be measured reliably and recovery of the consideration is probable. The timing of such recognition is the periods during which such services
are rendered.
Revenue is recognised over a period of time or at a point in time depending on the manner in which the performance obligation associated with
each contract with customer is satisfied as under:
i) Membership Income:
a) Revenue from membership fee is accounted for over a period of time.
b) Entrance fees and transfer / re-nomination fees is recognized at a point in time.
c) Interest charged on delayed receipt of Subscription is accounted when it is probable that the entity shall collect the consideration.
ii) Green Fee Income, Caddie fee, Golf Set Rental, Cart Rental, Guest Entry Fees, etc. is recognized at a point in time.
iii) License Fees income is recognised as per the terms of the agreement.
x. Employee Benefits
Regular contributions made to State plan namely Employee Provident Fund and Employee’s State Insurance Fund are charged to revenue every
year.
Company has Gratuity (Unfunded Plan) which are in the nature of defined benefit scheme. The liabilities towards such schemes, as applicable, is
calculated by an independent actuarial valuation using the projected unit credit method as per the requirements of Indian Accounting Standard
– 19 on “Employee Benefits”. Gain or Loss on account of remeasurements are recognised through Other Comprehensive Income in the period in
which they occur.
The employees of the Company are entitled to compensated leave for which the Company records the liability based on actuarial valuation
computed using projected unit credit method. These benefits are unfunded. These compensated absences are recognized in the Statement of Profit
& Loss as income or expense, being long-term employee benefit.
xi. Employee Share Based Compensation
The cost of stock options and stock appreciation units granted by ITC Limited, the Holding Company, to its eligible employees deputed to the
Company is recognized at fair value. These Schemes are in the nature of equity settled / cash settled share based compensation and are assessed,
managed / administered by the Holding Company.
In case of stock options, the fair value of stock options at the grant date is amortised on a straight line basis over the vesting period and cost
recognized as an employee benefits expenses in the Statement of Profit and Loss with a corresponding credit in equity, net of reimbursements, if
any.
In case of stock appreciation units, the fair value of stock appreciation units at the grant date is initially recognised and remeasured at each reporting
date, until settled, and cost recognized as an employee benefits expenses in the Statement of Profit and Loss with a corresponding increase in other
financial liabilities.
xii. Taxes on Income
Taxes on income comprises of current taxes and deferred taxes. Current tax in the Statement of Profit and Loss is provided as the amount of
tax payable in respect of taxable income for the period using tax rates enacted or substantively enacted during the period, together with any
adjustment to tax payable in respect of previous years. Income tax, in so far as it relates to items disclosed under Other Comprehensive Income,
are disclosed separately under Other Comprehensive Income, as applicable.
Deferred tax is recognized on temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the
amounts used for taxation purposes (Tax base).
Deferred tax assets are recognized for the future tax consequences to the extent it is probable that future taxable profits will be available against
which the deductible temporary differences can be utilized.
Deferred tax assets and liabilities are offset when there is legally enforceable right to offset current tax assets and liabilities and when the deferred
tax balances related to the same taxation authority. Current tax assets and tax liabilities are offset where the entity has a legally enforceable right
to offset and intends either to settle on net basis, or to realize the asset and settle the liability simultaneously.
xiii. Provisions
A provision is recognised when there is a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of
resources will be required to settle the obligation and in respect of which reliable estimate can be made. A disclosure for a contingent liability is
made when there is a possible obligation or a present obligation that may, but probably will not, require an outflow of resources. Where there is a
possible obligation or a present obligation in respect of which the likelihood of outflow of resources is remote, no provision or disclosure is made.

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Notes to the Financial statements (Contd.)

xiv. Leases
Leases are recognised as a finance lease whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee.
All other leases are classified as operating leases.
Company as a Lessee
Right – of – Use (ROU) assets are recognised at inception of a contract or arrangement for significant lease components at cost less lease incentives,
if any. ROU assets are subsequently measured at cost less accumulated depreciation and accumulated impairment losses. The cost of ROU assets
includes the amount of lease liabilities recognised, initial direct cost incurred and lease payments made at or before the lease commencement date.
ROU assets are generally depreciated over the shorter of the lease term and estimated useful lives of the underlying assets on a straight line basis.
Lease term is determined based on consideration of facts and circumstances that create an economic incentive to exercise an extension option, or
not to exercise a termination option. Lease payments associated with short-term leases and low value leases are charged to the Statement of Profit
and Loss on a straight line basis over the term of the relevant lease.
The Company recognises lease liabilities measured at the present value of lease payments to be made on the date of recognition of the lease. Such
lease liabilities do not include variable lease payments (that do not depend on an index or a rate), which are recognised as expense in the periods
in which they are incurred. Interest on lease liability is recognised using the effective interest method. Lease liabilities are subsequently increased
to reflect the accretion of interest and reduced for the lease payments made. The carrying amount of lease liabilities are also remeasured upon
modification of lease arrangement or upon change in the assessment of the lease term. The effect of such remeasurements is adjusted to the value
of the ROU assets.
Company as a Lessor
Leases in which the Company does not transfer substantially all the risks and rewards of ownership of an asset are classified as operating leases.
Where the Company is a lessor under an operating lease, the asset is capitalised within property, plant and equipment and depreciated over its
useful economic life. Payments received under operating leases are recognised in the Statement of Profit and Loss on a straight line basis over the
term of the lease.
xv. Government Grants
The Company may receive government grants that require compliance with certain conditions related to the Company’s operating activities or
are provided to the Company by way of financial assistance on the basis of certain qualifying criteria. Government grants are recognised when
there is reasonable assurance that the grant will be received, and the Company will comply with the conditions attached to the grant. Accordingly,
government grants:
(a) related to or used for assets are deducted from the carrying amount of the asset.
(b) related to incurring specific expenditures are taken to the Statement of Profit and Loss on the same basis and in the same periods as the
expenditures incurred.
(c) by way of financial assistance on the basis of certain qualifying criteria are recognised as they become receivable.
In the unlikely event that a grant previously recognised is ultimately not received, it is treated as a change in estimate and the amount
cumulatively recognised is expensed in the Statement of Profit and Loss.
2. Use of Estimates and Judgements
Use of estimates and judgements
The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and
the results of operations during the reporting period end. Although these estimates are based upon management’s best knowledge of current events
and actions, actual results could differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which
the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and
future periods.
Key sources of estimation uncertainty
- Claims, Provisions and Contingent Liabilities
The Company has third party claims and ongoing litigations with Income Tax Department and Excise & Taxation Department. Where an outflow of
funds is believed to be probable and a reliable estimate of the outcome of the dispute can be made based on management’s assessment of specific
circumstances of each dispute and relevant external advice, management provides for its best estimate of the liability. Such accruals are by nature
complex and can take number of years to resolve and can involve estimation uncertainty. Information about such litigations is provided in notes
to the financial statements.
- Actuarial Valuation
The determination of Company’s liability towards defined benefit obligation to employees is made through independent actuarial valuation
including determination of amounts to be recognized in the Statement of Profit and Loss and in other comprehensive income. Such valuation
depends upon assumptions determined after taking into account inflation, seniority, promotion and other relevant factors such as supply and
demand factors in the employment market. Information about such valuation is provided in notes to the financial statements.
- Deferred Taxation
The Company has significant carry forward income tax losses (business and depreciation) for which deferred tax asset has not being recognized
since there is no reasonable certainty of significant profits in the near future.
- Useful lives of property, plant and equipment and intangible assets
As described in the significant accounting policies, the Company reviews the estimated useful lives of property, plant and equipment and intangible
assets at the end of each reporting period.
Estimation of uncertainties relating to the global pandemic COVID-19:
The Company has considered the possible effects that may arise out of the still unfolding COVID-19 pandemic on the carrying amounts of its assets.
For this purpose, the Company has considered internal and external sources of information up to the date of approval of these financial statements,
including economic forecasts, market value of investments, etc. The impact of COVID-19 on the Company’s financial statements may differ from
that estimated as at the date of approval of these financial statements.

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 Note - 3
A. Property, Plant and Equipment (` in lakhs)

444
Gross Block Depreciation and Amortization Net Block
Particulars As at Additions Withdrawals As at As at Additions Withdrawals As at As at For the Withdrawals Upto As at For the Withdrawals Upto As at As at
1st April, and 31st March, 1st April, and 31st March, 1st April, year and 31st March, 1st April, year and 31st March, 31st March, 31st March,
2021 adjustments 2022 2022 adjustments 2023 2021 adjustments 2022 2022 adjustments 2023 2023 2022
Land (Freehold)* 7,528.73 - - 7,528.73 7,528.73 - 5.37 7,523.36 - - - - - - - - 7,523.36 7,528.73
Building* 16,569.24 37.83 - 16,607.07 16,607.07 75.06 44.95 16,637.18 1,662.56 281.87 - 1,944.43 1,944.43 283.49 5.55 2,222.37 14,414.81 14,662.64
Plant & Machinery* 1,549.80 134.11 39.06 1,644.85 1,644.85 116.22 43.13 1,717.94 459.83 109.22 23.01 546.04 546.04 112.93 31.49 627.48 1,090.46 1,098.81
Office & Other Equipment 0.27 - - 0.27 0.27 - - 0.27 0.20 - - 0.20 0.20 - - 0.20 0.07 0.07
Golf Course 127.38 - - 127.38 127.38 - - 127.38 14.49 - - 14.49 14.49 - - 14.49 112.89 112.89
Furniture & Fixtures* 362.55 0.90 2.23 361.22 361.22 9.20 0.37 370.05 229.28 43.18 1.87 270.59 270.59 39.15 0.36 309.38 60.67 90.63
Computers 44.93 3.64 - 48.57 48.57 2.92 4.79 46.70 27.83 7.36 - 35.19 35.19 8.47 4.58 39.08 7.62 13.38
Vehicles 107.51 - 0.40 107.11 107.11 47.75 27.60 127.26 49.35 10.89 0.34 59.90 59.90 11.80 20.25 51.45 75.81 47.21
Notes to the Financial statements (Contd.)

Golf Carts 537.67 67.08 - 604.75 604.75 102.60 31.47 675.88 224.91 66.54 - 291.45 291.45 62.21 28.97 324.69 351.19 313.30
Total (A) 26,828.08 243.56 41.69 27,029.95 27,029.95 353.75 157.68 27,226.02 2,668.45 519.06 25.22 3,162.29 3,162.29 518.05 91.20 3,589.14 23,636.88 23,867.66
B. Capital work in progress (B) 293.57 - 292.64 0.93 0.93 85.57 41.01 45.50 - - - - - - - - 45.50 0.93
C. Intangible Assets
Computer Software 15.72 - - 15.72 15.72 5.67 - 21.39 8.54 2.61 - 11.15 11.15 2.28 - 13.43 7.96 4.57
Total (C ) 15.72 - - 15.72 15.72 5.67 - 21.39 8.54 2.61 - 11.15 11.15 2.28 - 13.43 7.96 4.57
Grand Total (A+B+C) 27,137.37 243.56 334.33 27,046.60 27,046.60 444.99 198.69 27,292.91 2,676.99 521.67 25.22 3,173.44 3,173.44 520.33 91.20 3,602.57 23,690.34 23,873.16

The amortization expense of intangible assets has been included under ‘Depreciation and amortisation expense’ in the Statement of Profit and Loss.

3B.1 Capital Work in Progress (CWIP) Ageing Schedule

(` in lakhs)
As at 31st March, 2023 Amount in CWIP for a period of Total
Less than 1 year 1-2 years 2-3 years More than 3 years
Project in Progress 45.50 - - - 45.50
Total 45.50 - - - 45.50

As at 31st March, 2022 Amount in CWIP for a period of Total

Less than 1 year 1-2 years 2-3 years More than 3 years
Project in Progress - 0.93 - - 0.93
Total - 0.93 - - 0.93
LANDBASE INDIA limited
 LANDBASE INDIA limited

Notes to the Financial statements (Contd.)

( ` in lakhs)
As at As at
31st March, 2023 31st March, 2022
4. Non Current Investments Unquoted Unquoted
Investment in Equity Instruments (at fair value through other comprehensive income)

- Jupiter Township Limited* 0.00 0.00

Total 0.00 0.00

*Represents investment of ` 150 in 1 equity share.
( ` in lakhs)
As at As at
31st March, 2023 31st March, 2022
Current Non-Current Current Non-Current
5. Other Financial Assets
Security Deposits 1.91 – 2.65 –
Bank deposits with more than 12 months maturity – 2,937.00 – 717.00

Advances – 7.60 – 7.60

Less : advances-credit impaired (7.60 ) – (7.60 )

Interest accrued on fixed and other deposits 63.04 19.36 133.01 16.39

Total 64.95 2.956.36 135.66 733.39

( ` in lakhs)
As at As at
31st March, 2023 31st March, 2022
Current Non-Current Current Non-Current
6. Other assets

A. Capital advances
– For Capital work in progress – 0.71 – –
B. Advances other than capital advances
(i) Security Deposits
- Utility deposits – 16.07 – 9.52
- With Statutory Authorities – 7.00 – 7.00
(ii) Advance Tax – 173.25 – 156.24
(iii) Other Advances
- With Statutory Authorities* 4.90 277.00 2.99 277.00
- Others (Prepaid expenses, advances, etc.,) 44.06 1.18 58.47 4.45
(iv) Other Receivables – – 1.00 –
Total 48.96 475.21 62.46 454.21
* Non-current other advances with Statutory Authorities include

( ` in lakhs)
Particulars As at As at
31st March, 2023 31st March, 2022

Entertainment Tax paid under protest considered good 277.00 277.00

Entertainment Tax paid under protest considered doubtful 6.50 6.50
Less: Provision for doubtful advances (6.50 ) (6.50 )
Total
277.00 277.00

( ` in lakhs)
As at As at
31st March, 2023 31st March, 2022
7. Inventories
(At lower of cost and net realisable value)
Tobacco Stock 0.01 0.26
Food & Beverages 18.04 13.19
Stock of Parking Slot/ Servant quarters 13.20 13.20
Stores and spares 81.42 79.18
Less : Provision for obsolete Stock (13.20 ) (13.20 )
Total 99.47 92.63

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 LANDBASE INDIA limited

Notes to the Financial statements (Contd.)

( ` in lakhs)
As at As at
31st March, 2023 31st March, 2022
8. Current investments Unquoted Unquoted
Investment in Mutual Funds (at fair value through profit or loss, unless stated otherwise)
Kotak Liquid Fund
Nil, (2022 - 1550.766) Units of `1,000.00 each. – 66.73
Axis Liquid Fund
6995.740, (2022 - 18453.663) Units of Rs.1,000.00 each. 174.96 436.26
Nippon India Liquid Fund
Nil, (2022 - 3651.505) Units of Rs.1,000.00 each. – 190.17
Total 174.96 693.16

( ` in lakhs)
As at As at
31st March, 2023 31st March, 2022
9. Trade receivables (Current)
(a) Secured, considered good 1.67 3.25
(b) Unsecured, considered good 63.38 129.80
(c) Which have significant increase in credit risk – –
(d) Credit impaired – 2.18
Less : Allowance for Credit impaired – (2.18 )
Total 65.05 133.05

Trade Receivable Ageing Schedule ( ` in lakhs)

Outstanding for following periods from due date
As at 31st March, 2023 Not Due Less than More than 3 Total
6 months -1 year 1-2 years 2-3 years
6 months years
Undisputed Trade Receivables - considered good 45.05 19.72 0.28 - - - 65.05
Undisputed Trade Receivables - which have - - - - - - -
significant increase in credit risk
Undisputed Trade Receivables - credit impaired - - - - - - -
Disputed Trade Receivables - considered good - - - - - - -
Disputed Trade Receivables - which have - - - - - - -
significant increase in credit risk
Disputed Trade Receivables -credit impaired - - - - - - -
Sub total 45.05 19.72 0.28 - - - 65.05
Less : Allowance for credit impairment - - - - - - -
Total 45.05 19.72 0.28 - - - 65.05

( ` in lakhs)
Outstanding for following periods from due date
As at 31st March, 2022 Not Due Less than More than 3 Total
6 months -1 year 1-2 years 2-3 years
6 months years
Undisputed Trade Receivables - considered good 114.22 17.28 0.59 0.67 0.29 - 133.05
Undisputed Trade Receivables - which have - - - - - - -
significant increase in credit risk
Undisputed Trade Receivables - credit impaired - - - 0.01 - 0.33 0.34
Disputed Trade Receivables - considered good - - - - - - -
Disputed Trade Receivables - which have - - - - - - -
significant increase in credit risk
Disputed Trade Receivables -credit impaired - - - - - 1.85 1.85
Sub total 114.22 17.28 0.59 0.68 0.29 2.18 135.24
Less : Allowance for credit impairment - - - 0.01 - 2.18 2.19
Total 114.22 17.28 0.59 0.67 0.29 - 133.05

( ` in lakhs)
As at As at
31st March, 2023 31st March, 2022
10. Cash and cash equivalents
Balances with Banks
- Current accounts 23.41 17.29
Cheques in hand 1.58 –
Cash on hand 1.25 1.66
Total 26.24 18.95

( ` in lakhs)
As at As at
31st March, 2023 31st March, 2022
11.Other bank balances
In Deposit accounts * 2,238.65 2,394.95
Total 2,238.65 2,394.95
*Represents deposits with original maturity of more than 12 months and remaining maturity of less than 12 months.

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Notes to the Financial statements (Contd.)

As at As at
31st March, 2023 31st March, 2022
No. of Shares (` in Lakhs) No. of Shares (` in Lakhs)
12. Equity Share Capital
Authorised
Equity shares of ` 10 each 31,70,00,000 31,700 31,70,00,000 31,700
Redeemable, Non-convertible Preference Shares of ` 100 each 1,87,00,000 18,700 1,87,00,000 18,700
Issued and Subscribed
Equity shares of ` 10 each, fully paid 31,70,00,000 31,700 31,70,00,000 31,700

a) Reconciliation of number of Shares

Equity shares
As at beginning of the year 31,70,00,000 31,700 31,70,00,000 31,700
Add: Issue of Shares – – – –
As at end of the year 31,70,00,000 31,700 31,70,00,000 31,700

b) The equity shares are issued by the Company at par value of ` 10 per share.
c) Rights, preferences and restrictions attached to Equity shares
The company has one class of equity shares having par value of ` 10 per share. Each holder of Equity shares is entitled to one vote per share. In the event of
liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in proportion to
their shareholding.
As at As at
31st March, 2023 31st March, 2022
No. of Shares % No. of Shares %
d) Shareholders holding more than 5% of the aggregate Shares in the Company
Equity shares
ITC Limited, the Holding Company, jointly with its nominees 31,70,00,000 100% 31,70,00,000 100%

As at As at
31st March, 2023 31st March, 2022
No. of Shares (` in Lakhs) No. of Shares (` in Lakhs)
e) Shares held by holding company and its nominees
Equity Shares
ITC Limited, the Holding Company 31,69,99,994 31,700 31,69,99,994 31,700
ITC Limited, the Holding Company jointly with its nominees* 6 0.00 * 6 0.00*
*Represents ` 60.

f) Shares held by promoters

As at 31st March, 2023 As at 31st March, 2022

Particulars Promoter Name No of Shares as at % of total % Change No of Shares as at % Of total % Change during
end of the year shares during the year end of the year shares the year
Equity shares of ` 10 ITC Limited, the Holding 31,69,99,994 100% – 31,69,99,994 100% –
each fully paid Company
Equity shares of ` 10 ITC Limited, the Holding 6 0% – 6 0% –
each fully paid Company jointly with its
nominees
Total 31,70,00,000 100% – 31,70,00,000 100% –
( ` in lakhs)
As at 31st March, 2023 As at 31st March, 2022
13. Other financial liabilities
Non-Current
Deposits received from Members
Security deposits received 3,172.05 3,149.23
Less: Subscription fees receivable (54.80) 3,117.25 (62.66 ) 3,086.57
ITC ESARs compensation payable 2.24 3.01

Total 3,119.49 3,089.58

Current
Deposits received from Members
Security deposits received 58.93 77.76
Less: Subscription fees receivable (2.35) 56.58 (3.17 ) 74.59
Other deposits received 3.25 3.25
Others
- Retention money payable on purchase of property, plant and equipments 1.20 0.32
- Employee benefits payable 26.52 23.11
- ITC ESARs compensation payable 7.11 1.20

Total 94.66 102.47

447
 LANDBASE INDIA limited

Notes to the Financial statements (Contd.)

As at 31st March, 2023 As at 31st March, 2022

Current Non- Current Current Non- Current
( ` in lakhs) ( ` in lakhs)
14. Provisions
Provision for employee benefits (Refer Note 24)
Retirement benefits 10.07 95.52 8.09 79.02
Other benefits 16.85 36.03 4.51 41.51
Total 26.92 131.55 12.60 120.53

As at 31st March, 2023 As at 31st March, 2022

Current Non- Current Current Non- Current
( ` in lakhs) ( ` in lakhs)
15. Other Liabilities
Advances received from customers 30.35 – 18.01 –
Revenue received in advance 318.00 482.19 315.45 365.67
Statutory liabilities 27.31 – 39.13 –
Total 375.66 482.19 372.59 365.67
For the year ended For the year ended
31st March, 2023 31st March, 2022
(` in Lakhs) (` in Lakhs)
16. Revenue from Operations
(A) Sale of services and products
Sale of services
Membership income* 1,194.95 1,018.45
Green fees 565.06 403.80
Caddie fees 264.41 157.27
Cart rental 317.25 295.61
Guest Entry Fees, Golf Set Rental & Range Income 83.71 71.50
Advertisement income 71.91 37.15
License fees 598.49 550.20
Food & Beverages 351.72 193.50
3,447.50 2,727.48
Sale of products 2.92 3.09
Total (A) 3,450.42 2,730.57

(B) Other Operating Revenues

Service Export from India Scheme income – 1.00
Insurance claim received 0.41 1.99
Liabilities Written Back 3.14 15.65
Others including scrap sales 7.13 5.82
Total (B)
10.68 24.46
Revenue from operations (A+B) 3,461.10 2,755.03

*Includes amortisation of New Individual, Corporate and Tenure membership fees of ` 347.67 lakhs (2022: ` 294.56 lakhs).
For the year ended For the year ended
31st March, 2023 31st March, 2022
17. Other Income (` in Lakhs) (` in Lakhs)
Interest Income
- Deposits with banks etc. - carried at amortized cost 208.59 170.63
- Interest on refund of Income Tax 5.03 5.52
- From members on delayed payments 6.83 2.20
- Others (from statutory authorities etc.) 1.04 0.54
Other gains and losses
- Net gain arising on financial assets mandatorily measured at FVTPL* 35.69 10.13
Others 2.99 1.46
Total 260.17 190.48
* Includes ` 34.37 lakhs (Previous Year ` 8.16 lakhs) being net gain on sale of investments.
For the year ended For the year ended
31st March, 2023 31st March, 2022
(` in Lakhs) (` in Lakhs)
18. Employee benefit expenses
Salaries and wages, including bonus 468.54 417.71
Contribution to Provident and other funds 33.68 30.70
Staff welfare expenses 60.57 46.73
Reimbursement of manager’s salary on deputation 217.68 208.99
Share based payments to employees (Refer note 25) 5.14 0.62

Total 785.61 704.75

448
 LANDBASE INDIA limited

Notes to the Financial statements (Contd.)

( ` in lakhs)
For the year ended For the year ended
31st March, 2023 31st March, 2022
19. Other expenses
Power & Fuel 195.57 171.31
Consumption of Stores and Spare parts 164.90 139.22
Rent including lease rentals 23.82 11.74
Contracted Manpower and Services 358.54 282.14
Rates and taxes 54.39 52.84
Insurance 18.99 22.02
Repairs and maintenance - Buildings 27.15 22.26
Repairs and maintenance - Machinery 44.47 41.49
Repairs and maintenance - Others 76.07 63.96
Maintenance and upkeep 54.65 56.44
Advertising / Sales promotion 55.37 14.20
Travelling and Conveyance Expenses 33.90 26.32
Hire Charges 9.41 6.08
Legal Expenses 32.84 16.95
Consultancy / Professional fees 30.55 29.04
Bank and credit card charges 25.55 18.13
Postage, telephone etc. 3.85 4.00
Printing and Stationery 8.80 6.99
Information Technology Services 42.34 38.80
Bad debts & Advance written off 0.62 -
Net loss on property, plant and equipment sold and written off
(including Capital Work-in-Progress-Project) 20.52 303.51
Auditors remuneration and expenses* 17.47 17.26
Expenditure on Corporate Social Responsibility (CSR) activities (Refer Note 26) 8.56 -
Miscellaneous expenses 18.00 8.54
Total 1326.33 1353.24

* Auditors remuneration and expenses (excluding taxes):

- Audit fees 14.50 14.50
- Tax audit fees 2.00 2.00
- Fees for other services# – 0.36
- Reimbursement of expenses 0.97 0.40
17.47 17.26
# Excludes ` 2.20 lakhs (Previous Year - ` NIL) , capitalised under Intangible Assets.
For the year ended For the year ended
31st March, 2023 31st March, 2022
20. Earnings per share
Earnings per share has been computed as under:
(a) Profit for the year (` in lakhs) 968.46 284.82
(b) Weighted average number of Equity shares outstanding for the purpose of basic earnings per share 31,70,00,000 31,70,00,000
Basic/ Diluted Earnings per share on profit for the year(Face Value `10 per share) [(a)/(b)](in `) 0.31 0.09
( ` in lakhs)
As at As at
31st March, 2023 31st March, 2022
21. Contingent liabilities and commitments :
(a) Claims against the Company not acknowledged as debts:
(i) Legal cases – 15.00
(ii) Entertainment duty 552.62 552.62
All the above matters are subject to legal proceedings in the ordinary course of business. In the opinion of management the legal proceedings, when ultimately
concluded, will not have a material effect on results of operations or financial position of the Company.
( ` in lakhs)
As at As at
31st March, 2023 31st March, 2022
(b) Outstanding capital commitments:
Estimated value of contracts in capital account remaining to 241.69 79.02
be executed on Property, plant and equipment.
(` in lakhs)
As at As at
31st March, 2023 31st March, 2022
22. Micro, Small and Medium Enterprises
Details relating to micro, small and medium enterprises is disclosed below:
(a) The principal amount and the interest due thereon remaining unpaid to any supplier;* – –
(b) The amount of interest paid in terms of section 16 of the Micro, Small and Medium – –
Enterprises Development Act, 2006 (27 of 2006), along with the amount of
the payment made to the supplier beyond the appointed day;
(c) The amount of interest due and payable for the period of delay in making payment but – –
without adding the interest specified under the Micro, Small and Medium Enterprises
Development Act, 2006;
(d) The amount of interest accrued and remaining unpaid; and – –
(e) The amount of further interest remaining due and payable even in the succeeding – –
years, until such date when the interest dues above are actually paid to the small
enterprise, for the purpose of disallowance of a deductible expenditure under section
23 of the Micro, Small and Medium Enterprises Development Act, 2006.
*The Company does not have any interest due which is remaining unpaid to any supplier at the end of the accounting year. This information as required to be
disclosed under the Micro, Small and Medium Enterprises Development Act, 2006 has been determined to the extent such parties have been identified on the basis
of information available with the Company.

449
 LANDBASE INDIA limited

Notes to the Financial statements (Contd.)

Ageing of Trade Payable ( ` in lakhs)

Outstanding for following periods from date of transaction

As at 31st March, 2023 Not Due Unbilled Payable Total
Less than 1 Year 1-2 years 2-3 years More than 3 years
MSME - - - - - - -
Others 159.23 144.73 - - - - 303.96
Disputed Dues - MSME - - - - - - -
Disputed Dues - Others - - - - - - -
Total 159.23 144.73 - - - - 303.96

Outstanding for following periods from date of transaction

As at 31st March, 2022 Not Due Unbilled Payable Total
Less than 1 Year 1-2 years 2-3 years More than 3 years
MSME - - - - - - -
Others 30.82 147.01 4.57 - - - 182.40
Disputed Dues - MSME - - - - - - -
Disputed Dues - Others - - - - - - -
Total 30.82 147.01 4.57 - - - 182.40

23. Disclosures in respect of leases

Company as Lessee:
The Company’s leasing arrangement is in respect of residential accommodation taken on rent for staff and certain equipment obtained on hire for the operations
of the Company. These leases have been classified as Short term leases in accordance with “Ind AS 116 Leases” and the exemption available under Para 5 of Ind AS
116 Leases has been availed. Accordingly, the lease payments are recognised as an expense on straight-line basis over the lease term in accordance with respective
agreements.

With regard to above leases:

Particulars As at 31st March, 2023 As at 31st March, 2022

(` in Lakhs) (` in Lakhs)
Expense relating to short-term leases 12.40 10.12
Expense relating to leases of low-value assets – –
Total cash outflow for leases 12.40 10.12
Lease liabilities payable - Not later than a year 5.01 8.00

23.A. Licensing Arrangement:

i) Licensing arrangements that existed during the year are in respect of agreement with ITC Limited (w.e.f. March’2011), for hotel property owned by the
Company and rental of spaces within the premises given on license to certain third parties to carry out commercial activities.
ii) Such licensing arrangements are secured by agreements / contracts, which provide for adequate safeguards to mitigate any risk that may arise to the
underlying assets given out on lease.
iii) Since the license payments from the agreement with ITC Limited is contingent on the future Net income likely to accrue to the Hotel, the Company expects
to receive a minimum of ` 450 lakhs for each of the next 5 financial years and beyond.
iv) Items of property, plant and equipment disclosed under note 3 which are subject to an operating lease are mentioned below:
( ` in lakhs)
Asset Class As at 31st March 2023 As at 31st March 2022
Gross Block Net Block Gross Block Net Block
Land 100.00 100.00 100.00 100.00
Building 13,272.06 11,580.37 13,317.01 11,831.77
Plant & Machinery 152.02 73.69 152.02 83.48
Furniture and Fixtures 19.42 1.00 19.42 2.80

24. Disclosure required under Indian Accounting Standard (Ind AS) 19

a)
Defined Benefit Plans - As per actuarial Valuations as on 31st March 2023 and recognised in the financial statements in respect of Employee Benefit
Schemes:
Retirement benefit costs and termination benefits

Payments to defined contribution retirement benefit plans are recognised as an expense when employees have rendered service entitling them to the
contributions.
For defined benefit retirement benefit plans, the cost of providing benefits is determined using the projected unit credit method, with actuarial valuations
being carried out at the end of each annual reporting period. Remeasurement, comprising actuarial gains and losses is reflected immediately in the
balance sheet with a charge or credit recognised in other comprehensive income in the period in which they occur. Remeasurement recognised in other
comprehensive income is reflected immediately in retained earnings and is not reclassified to profit or loss.

Risk Management

As the plans are unfunded, the defined benefit plans expose the Company to actuarial deficit arising out of interest rate risk and salary cost inflation risk. The
Management, considering cost benefit analysis, is of the view that Company need not fund its defined benefit obligation. Further, the Company maintains
adequate liquidity to ensure that funds are available for satisfying such obligations. These plans are not exposed to any unusual, entity specific or scheme
specific risks but there are general risks.

450
 LANDBASE INDIA limited

Notes to the Financial statements (Contd.)

( ` in lakhs)
For the year ended For the year ended
31st March, 2023 31st March, 2022
Gratuity Gratuity
I Components of Employer Expense Unfunded Unfunded
Recognised in Profit or Loss
1 Current Service Cost 9.32 9.30
2 Net Interest Cost 5.71 4.85
3 Total expense recognised in the Statement of Profit and Loss 15.03 14.15
Re-measurements recognised in Other Comprehensive Income
4 Effect of changes in demographic assumptions (0.10) –
5 Effect of changes in financial assumptions (4.22) (2.44)
6 Effect of experience adjustments 12.80 (0.96)
7 Total re-measurements included in Other Comprehensive Income 8.48 (3.40)
8 Total defined benefit cost recognised in Profit and Loss and Other Comprehensive Income (3+7) 23.51 10.75

The current service cost and net interest expense for the year pertaining to Gratuity expenses have been recognised in “Salaries and wages, including bonus” in
“Employee benefit expenses” under Note 18. The remeasurements of the net defined benefit liability are included in Other Comprehensive Income.
( ` in lakhs)
As at As at
31st March, 2023 31st March, 2022
Gratuity Gratuity
II Net Asset/(Liability) recognised in Balance Sheet
1 Present Value of Defined Benefit Obligation (DBO) 105.59 87.11
2 Fair value of plan assets – –
3 Net defined benefit liability (asset) 105.59 87.11
- Current 10.07 8.09
- Non current 95.52 79.02
For the year ended For the year ended
31st March, 2023 31st March, 2022
Gratuity Gratuity
III Change in Defined Benefit Obligation (DBO)
1 Present Value of DBO at the beginning of the year 87.11 78.76
2 Current Service Cost 9.32 9.30
3 Interest Cost 5.71 4.85
Remeasurement gains / (losses):
4 Effect of changes in demographic assumptions (0.10) –
5 Effect of changes in financial assumptions (4.22) (2.44)
6 Effect of experience adjustments 12.80 (0.96)
7 Benefits Paid (5.03) (2.40)
8 Present Value of DBO at the end of the year 105.59 87.11
IV Actuarial Assumptions Gratuity Gratuity
1 Discount Rate (%) 7.50% 6.75%
2 Pre-retirement mortality Indian Assured Lives Indian Assured Lives
Mortality (2012-14) Mortality (2012-14)
Ultimate Ultimate
3 Salary increase rate 7.50% 7.50%
4 Attrition Rate 10% 10%
5 Retirement Age 58 58
6 Disability Nil Nil
The estimates of future salary increases, considered in actuarial valuations take account of inflation, seniority, promotion and other relevant factors such as supply
and demand factors in the employment market.
As at As at
31st March, 2023 31st March, 2022
Gratuity Gratuity
V Net Asset / (Liability) recognised in Balance Sheet
(including experience adjustment impact)
1 Present Value of Defined Benefit Obligation (105.59) (87.11)
2 Status [Surplus/(Deficit)] – –
3 Experience Adjustment of obligation [ (Gain)/ Loss ] – –
(b) Amounts towards Defined Contribution Plans have been recognised under “Contribution to Provident and other funds” in Note 18: ` 33.68 lakhs
(2022 - ` 30.70 lakhs).
VI Sensitivity Analysis
The sensitivity analysis below has been determined based on reasonably possible change of the respective assumptions occurring at the end of the reporting
period, while holding all other assumptions constant. These sensitivities show the hypothetical impact of a change in each of the listed assumptions in isolation.
While each of these sensitivities hold all other assumptions constant, in practice such assumptions rarely change in isolation and the asset value changes may offset
the impact to some extent. For presenting the sensitivities, the present value of the defined benefit obligation has been calculated using the projected unit credit
method at the end of the reporting period, which is the same as that applied in calculating the Defined Benefit Obligation presented above. There was no change
in the methods and assumptions used in the preparation of sensitivity analysis from previous year.
( ` in lakhs)
Sensitivity analysis - Gratuity
VII Sensitivity analysis - DBO end of year DBO as at DBO as at 31st
31st March, 2023 March, 2022
1 Discount Rate + 100 basis points 100.42 82.38
2 Discount Rate - 100 basis points 111.28 92.35
3 Salary Increase Rate + 1% 110.92 91.84
4 Salary Increase Rate – 1% 100.65 82.76
5 Attrition Rate + 1% 105.38 86.72
6 Attrition Rate - 1% 105.78 87.51

451
 LANDBASE INDIA limited

Notes to the Financial statements (Contd.)

25. Information in respect of Options granted under ITC Limited’s Employee Stock Option Schemes (‘Schemes’):
(i) The eligible employees of ITC Limited (ITC), who are deputed to the Company at its request, are covered under the ITC Employee Stock Option Schemes (ITC ESOS) and the
ITC Employee Cash Settled Stock Appreciation Linked Reward Plan (ITC ESAR Plan) in accordance with the terms and conditions of such schemes, details of which are as under:
ITC ESOS:
Each Option entitles the holder thereof to apply for and be allotted ten ordinary shares of ` 1.00 each of ITC upon payment of the exercise price during the ex-
ercise period. These options vest over a period of three years from the date of grant and are exercisable within a period of five years from the date of vesting.
The options have been granted at the ‘market price’ as defined under the Securities and Exchange Board of India (Share Based Employee Benefits sweat equity) Regulations
2021.
ITC ESAR:
Under the ITC ESAR Plan, eligible employees would receive cash linked to appreciation in the value of the shares of ITC in accordance with the terms and conditions of this
Plan. The stock appreciation units (SARs) vest over a period of five years from the date of grant and entitles each ESAR grantee to the appreciation for the total number of ESAR
Units vested.
(ii) The cost of stock options granted under ITC ESOS / SARs granted under ITC ESAR have been recognized as equity settled / cash settled share based payments respectively
in accordance with Ind AS 102 – Share Based Payment. In terms of said deputation arrangement, the Company has accounted for the cost of the fair value of options / stock
appreciation units granted to the deputed employees on-charge by ITC. The fair value of the options / SARs granted is determined, using the Black Scholes Option Pricing
model, by ITC for all the grantees covered under ITC ESOS / ITC ESAR as a whole.
(iii) In accordance with Ind AS 102, an amount of ` NIL (2022: Nil) towards ITC ESOS and ` 5.14 lakhs (2022: ` 0.62 lakhs) towards ITC ESAR has been recognised as employee
benefits expense (Refer Note 18). Such charge has been recognised as employee benefits expense with corresponding credit to current / non – current financial liabilities, as
applicable.
Out of the above, ` 1.82 lakhs (2022: ` 0.47 lakhs) is attributable to key management personnel for ITC ESAR [Mr. Shikhar Maheshwari ` 1.82 lakhs (2022: ` 0.19 lakhs) and
Mr. Ravi Khyani ` NIL (2022 : ` 0.28 lakhs )].
The summary of movement of such options granted by ITC (ITC ESOS) and status of the outstanding options is as under:
As at As at
Particulars 31st March, 2023 31st March, 2022
No. of Options No. of Options
No. of Options Outstanding at the beginning of the year 7,745 18,748
Options Granted during the year – –
Effects of Corporate Action (Bonus) – –
Options Forfeited / Surrendered during the year – 2,615
Options due to transfer in and transfer out – -8,388
Options Exercised during the year 4,425 –
Number of options Outstanding at the end of the year 3,320 7,745
Number of Options exercisable at the end of the year 3,320 7,745
Options Vested and Exercisable during the year – –
Note: The weighted average exercise price of the options granted to all Optionees under the ITC ESOS is computed by ITC as a whole.
26. Corporate Social Responsibility (CSR): (` in lakhs)
As at As at
Particulars 31st March, 2023 31st March, 2022

(i) Amount required to be spent by the company during the year 8.40 –
(ii) Amount of expenditure incurred 8.56 –
(iii) Shortfall at the end of the year – –
(iv) Total of previous years shortfall – –
(v) Reason for shortfall Not Applicable –
(vi) Nature of CSR activities Improve quality of education and –
government school infrastructure
(vii) Details of related party transactions Not Applicable –
(viii) Movement of provision during the year w.r.t. liability towards contractual obligation. Not Applicable –
27. Segment Reporting
The operating segment of the Company has been identified in a manner consistent with the internal reporting provided to the Management Committee, who is the Chief Operating
Decision Maker, based on which there is only one operating segment in which the Company operates i.e. Leisure and Hospitality within one geographical segment i.e. India.
The total revenue of the company includes transaction with its Holding company on account of operating license fees and other services which is more than 10% of the total
revenue. The Non current assets are located within India.
28. Other Financial non-current Liabilities include ` 2,992.55 lakhs (Previous year ` 2,997.73 lakhs) as deposits received from individuals towards golf memberships and ` 179.50 lakhs
(Previous year ` 151.50 lakhs)received from Corporates towards Golf Memberships. The individual memberships are long term tradable memberships which are to be refunded at
the time of termination or surrender of the membership. The tenure of the individual membership plan is a lifetime membership and after the demise of a member, the membership
is transferred to the nominee, and the nominee holds it for his/ her lifetime, therefore it has been classified as non-current, given the nature of its business and presenting the true
economic position of the Company.
Other Financial current liabilities ` 58.93 lakhs (Previous year ` 77.76 lakhs ) represent deposits received from Corporates towards Golf Memberships.
29. Accounting for Taxes on Income:

Components of deferred tax asset / liability are: (` in lakhs)
Particulars As at As at
31st March, 2023 31st March, 2022
Deferred tax assets

On Unabsorbed depreciation 2,463.93 2,531.32
On Unabsorbed business loss – –
Other timing differences 62.78 57.31
Deferred tax liabilities

Depreciation (2,029.38 ) (1,924.34 )
Net Deferred Tax Asset
497.33 664.29
In view of the significant carry forward income tax losses (unabsorbed depreciation) and there being no reasonable/ virtual certainty of significant profits in the near future, net
deferred tax asset as at 31st March 2023 has not been recognized in the books of accounts.
30. The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses.
31. There are no amounts that are due to be transferred to Investor Education and Protection Fund in accordance with the relevant provisions of the Companies Act, 2013 and rules
made thereunder.

452
 LANDBASE INDIA limited

Notes to the Financial statements (Contd.)

32. Related Party Transactions

(i) Names of related parties and nature of relationship
Holding Company ITC Limited
(ii) Key Management Personnel (KMP)
Mr. Nakul Anand Chairman & Non-Executive Director
Mr. Rajiv Tandon Non-Executive Director (up to 21st July, 2022)
Mr. Jagdish Singh Non-Executive Director
Mr. Ashish Thakar Non-Executive Director (From 3rd August, 2022)
Ms. Ratna Chadha Non-Executive Director
Mr. Rajat Sethi Manager (up to 31st March, 2023)
Mr. Shikhar Maheshwari Chief Financial Officer
Ms. Rucche Siingh Company Secretary
(iii) Other Related Parties with whom the Company had transactions :
Fellow Subsidiaries Srinivasa Resorts Limited
Associate of Holding Company International Travel House Limited
Key Management Personnel of the Holding Company Mr. Anil Rajput
Mr. Hemant Malik
Mr. Sanjiv Rangrass (up to 3rd June, 2022)
Relatives of Key Management Personnel of Company Mr. Varun Chadha ( Son of Ms. Ratna Chadha)
(iv) Disclosure of Transactions between the Company and related parties ( ` in Lakhs)

Key Management
Personnel of the
Associate of
RELATED PARTY TRANSACTIONS Holding Company Fellow Subsidiaries Company, Holding Total
Holding Company
SUMMARY Company and their
relatives

2023 2022 2023 2022 2023 2022 2023 2022 2023 2022

1 Sale of Services# 114.92 97.66 - - - - 2.66 2.28 117.58 99.94

2 Purchase of Goods# 0.63 - - - - - - - 0.63 -

3 Purchase of Services# 99.46 78.26 - - 3.50 0.60 - - 102.96 78.86

4 Recovery of Contractual Remuneration - 0.18 - - - - - - - 0.18

5 Expenses Recovered 0.84 0.85 - - - - - - 0.84 0.85

6 License Fees Received# 686.63 634.80 - - - - - - 686.63 634.80

7 Expenses Reimbursed

- Remuneration of managers on 245.82 217.95 - - - - 3.78 4.46 249.60 222.41

deputation reimbursed**

- Cash Settled Share Based Payments** 5.14 0.62 - - - - - - 5.14 0.62

- Others 25.62 31.19 - 0.38 - - 0.20 1.50 25.82 33.07

8 Remuneration to KMP - Short term - - - - - - 17.11 13.44 17.11 13.44

benefits*

9 Director Sitting Fee - - - - - - 1.25 1.20 1.25 1.20

* Post employment benefits are actuarially determined on overall basis and hence not separately provided.
** This includes reimbursement towards remuneration (including perquisites) of Key management personnel - ` 143.43 lakhs (Previous year ` 130.63 lakhs),
including cash settled share based payments of ` 1.82 lakhs (Previous year ` 0.47 lakhs)
# Includes GST

(v) DISCLOSURE OF THE STATUS OF OUTSTANDING BALANCES

( ` in Lakhs)

Related party Transactions Holding Company Fellow Subsidiaries Associate of Key Management
Summary Holding Company Personnel of the Company,
Holding Company and their
relatives

2023 2022 2023 2022 2023 2022 2023 2022

1 Payables 40.43 24.67 - - - 0.16 - -

2 Receivables 34.76 99.04 - - - - - 0.04

453
 LANDBASE INDIA limited

Notes to the Financial statements (Contd.)

33. Ratio Disclosures

Particulars Numerator Denominator As at 31st As at 31st % Variance Reasons for

March, 2023 March, 2022 Variance

Current Ratio Current Assets Current Liabilities 3.39 5.27 -35.61% Refer Note 1.
(in times)

Return on Equity Ratio Profit for the year Average 3.90% 1.18% 2.73%
(in %) Shareholder’s Equity

Inventory turnover ratio Gross Revenue from Average Inventory 35.92 27.92 28.68% Refer Note 2.
(in times) sale of products and
services

Trade Receivables turnover Gross Revenue from Average Trade 34.84 31.85 9.38%
ratio (in times) sale of products and Receivables
services

Trade payables turnover ratio COGS + Other Average Trade 5.59 4.55 22.91%
(in times) Expenses – Non-cash Payables
Expenditure

Net capital turnover ratio Gross Revenue from Working Capital 1.80 0.95 88.57% Refer Note 3.
(in times) sale of products and (Current Assets –
services Current Liabilities)

Net profit ratio Profit for the year Gross Revenue from 28.07% 10.43% 17.64%
(in %) sale of products and
services

Return on Capital employed Profit before interest Average 3.90% 1.18% 2.73%
(in %) and taxes Capital Employed

Return on investment Income from Time Weighted 5.76% 3.55% 2.19%

(in %) investment Average Investments

Note 1 - Decrease in Current Assets due to reduction in current investments and trade receivables.
Note 2 - Increase in Gross Revenue from sale of products and services.
Note 3 - Increase in Gross Revenue from sale of products and services coupled with reduction in working capital.
Note 4 - Debt-Equity Ratio and Debt Service Coverage Ratio are not applicable to the Company.
34. Other Disclosures in respect of Revenue from sale of services:
a) In respect of advance membership fees collected from members:

i) The performance obligation is usage of the services of the club and its facilities. The Company adopts the output method and recognises revenue over
a period of time. For the nature of services provided by the club, this method provides the most faithful depiction of the transfer of services to the
customer.
ii) the aggregate amount of the transaction price allocated to the performance obligations that are unsatisfied as of the end of the reporting period and is
expected to be recognised in the statement of profit and loss as mentioned below:
( ` in Lakhs)

Particulars As at 31st March, 2023 As at 31st March, 2022

0 to 1 years 318.00 315.45
1 to 3 years 321.12 256.97
3 to 10 years 161.07 108.70

35. The Company has not advanced or loaned or invested funds either from borrowed funds or share premium or any other sources or kind of funds 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, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (“Ultimate Beneficiaries”)
or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

The Company has not received any funds from any person(s) or entity(ies), including foreign entities (“Funding Parties”), with the understanding, whether
recorded in writing or otherwise, that the Company shall, directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by
or on behalf of the Funding Party (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

454
 LANDBASE INDIA limited

Notes to the Financial statements (Contd.)

36. Financial Instruments and Related Disclosures

1. Capital Management
The Company’s financial strategy aims to support its strategic priorities and provide adequate capital to its businesses for growth and creation of sustained
stakeholder value. The Company funds its operations through internal accruals. The Company aims at maintaining adequate supply of funds towards future
growth of its businesses as a going concern.

2. Categories of Financial Instruments ( ` in Lakhs)

Particulars Note As at 31st March, 2023 As at 31st March, 2022

Carrying Value Fair Value Carrying Value Fair Value
A. Financial assets
a) Measured at amortised cost
i) Cash and cash equivalents 10 26.24 26.24 18.95 18.95
ii) Other bank balances 11 2,238.65 2,238.65 2,394.95 2,394.95
iii) Trade receivables 9 65.05 65.05 133.05 133.05
iv) Other financial assets 5 3,021.31 3,021.31 869.05 869.05
Sub - total 5,351.25 5,351.25 3,416.00 3,416.00
b) Measured at Fair value through Profit & Loss
- Investments in Mutual Funds 8 174.96 174.96 693.16 693.16
Sub - total 174.96 174.96 693.16 693.16
c) Measured at Fair value through Other Compre
hensive Income
- Equity shares* 4 0 0.00 0.00 0.00
Sub - total 0.00 0.00 0.00 0.00
Total financial assets 5,526.21 5,526.21 4,109.16 4,109.16
B. Financial liabilities
a) Measured at amortised cost
(i) Trade Payables 303.96 303.96 182.40 182.40
(ii) Other financial liabilities 13 3,214.15 3,214.15 3,192.05 3,192.05
Total financial liabilities 3,518.11 3,518.11 3,374.45 3,374.45

*Represents ` 150.

3. Financial risk management objectives
The Company’s activities covers operation of a golf course and licensing arrangement for a hotel property with the holding company. The Company has
a system-based approach to risk management, anchored to policies and procedures and internal financial controls aimed at ensuring early identification,
evaluation and management of key financial risks (such as market risk, credit risk and liquidity risk) that may arise as a consequence of its business operations
as well as its investing and financing activities. Accordingly, the Company’s risk management framework has the objective of ensuring that such risks are
managed within acceptable and approved risk parameters in a disciplined and consistent manner and in compliance with applicable regulation. It also
seeks to drive accountability in this regard. The Company rarely undertakes any transaction denominated in foreign currency which results in exchange rate
fluctuations thereby leading to insignificant foreign exchange currency risk.
a)    Liquidity risk
The Company’s Current assets aggregate to ` 2,718.28 lakhs (2022 - ` 3,530.86 lakhs) including Current investments, Cash and cash equivalents and
Other bank balances of ` 2,439.85 lakhs (2022 - ` 3,107.06 lakhs) against an aggregate Current liability of ` 801.18 lakhs (2022 - ` 670.06 lakhs); Non-
current liabilities due between one year to three years amounting to ` 69.31 lakhs (2022 - ` 81.37 lakhs) and Non-current liability due after three years
amounting to ` 107.02 lakhs (2022 - ` 70.75 lakhs) on the reporting date.
Further, the Company’s total equity stands at ` 25,305.76 lakhs (2022 - ` 24,345.78 lakhs), and it has no borrowings. In such circumstances,
liquidity risk or the risk that the Company may not be able to settle or meet its obligations as they become due does not exist.
Security deposits from individual members have not been included above since these are long term tradeable memberships which are to be refunded at
the time of termination or surrender of the membership. Since these memberships are long term in nature, their expiry is not ascertainable. Accordingly,
their fair value has been considered to be same as carrying value.
b)    Credit risk
Company’s deployment in debt instruments are primarily in fixed deposits with highly rated banks. Fixed deposits with banks that are held at amortised
cost stood at ` 5,175.65 lakhs (2022 - ` 3,111.95 lakhs). Thus, counter party risk attached to such assets is considered to be insignificant. Similarly,
investment in debt mutual funds are made only with approved mutual funds and credit risk in such funds are limited because the underlying investments
are diversified and the Company’s investment framework considers the credit quality of the underlying investments made by the fund house. There are
limits for any exposure to financial institutions.
Company’s customer base is diverse. The Company’s historical experience of collecting receivables, and by the level of default, is that credit risk is low.
Individual customer credit limits are sanctioned based on relevant factors such as market feedback, business potential and past records on selective basis.
The Company’s exposure to trade receivables on the reporting date, net of expected loss provisions, stood at ` 65.05 lakhs (2022 – ` 133.05 lakhs).
All overdue customer balances are evaluated taking into account the age of the dues, specific credit circumstances, the track record of the counterparty
etc. Loss allowances and impairment is recognised, where considered appropriate by the responsible management. Accordingly, allowance for doubtful
assets has been recognised based on the review of the Management Committee, where applicable.
c) Market risk
The Company’s investments are predominantly held in fixed deposits, liquid mutual funds and overnight debt fund schemes. Fixed deposits are held with
highly rated banks and are not subject to interest rate volatility. The Company also invests in mutual fund schemes and overnight debt fund schemes of
leading fund houses. Such investments are susceptible to market price risk that arises mainly from changes in interest rate which may impact the return
and value of such investments. However, given the relatively short tenure of underlying portfolio of the schemes in which the Company has invested,
such price risk is not significant.

455
 LANDBASE INDIA limited

Notes to the Financial statements (Contd.)

4. Fair value measurement

Fair value hierarchy
Fair value of the financial instruments is classified in various fair value hierarchies based on the following three levels:

Level 1: Quoted prices (unadjusted) in active market for identical assets or liabilities

Level 2: Inputs other than quoted price included within level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e.
derived from prices).

The fair value of financial instruments that are not traded in an active market is determined using valuation techniques which maximize the use of observable
market data and rely as little as possible on entity-specific estimates. If significant inputs required to fair value an instrument are observable, the instrument is
included in Level 2.

Derivatives are valued using valuation techniques with market observable inputs such as foreign exchange spot rates and forward rates at the end of the
reporting period, yield curves, risk free rate of returns, volatility etc., as applicable.

Level 3: Inputs for the assets or liabilities that are not based on observable market data (unobservable inputs)

If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3. This is the case with listed instruments
where market is not liquid and for unlisted instruments.

The fair value of trade receivables, trade payables and other Current financial assets and liabilities is considered to be equal to the carrying amounts of these
items due to their short-term nature. Similarly, unquoted equity instruments where most recent information to measure fair value is insufficient, or if there is a
wide range of possible fair value measurements, cost has been considered as the best estimate of fair value.

There has been no change in the valuation methodology for Level 3 inputs during the year.

The following table presents the fair value hierarchy of assets and liabilities measured at fair value on a recurring basis
( ` in Lakhs)

Fair Value
Particulars Fair Value Hierarchy
As at 31st March, 2023 As at 31st March, 2022
(Level)
A. Financial assets
a) Measured at amortised cost
- Others financial assets 3 2,956.36 733.39
b) Measured at Fair value through Profit & Loss
- Investments in Mutual Funds 1 174.96 693.16
c) Measured at Fair value through Other Comprehensive Income
- Equity shares* 3 0.00 0.00
(designated upon initial recognition)
Total financial assets (a+b+c) 3,131.32 1,426.55
B. Financial liabilities
a) Measured at amortised cost
- Other financial liabilities 3 3,119.49 3,089.58
Total financial liabilities 3,119.49 3,089.58
*Represents ` 150.

37. The Ministry of Corporate Affairs (MCA) has issued the Companies (Indian Accounting Standards) (Amendment) Rules, 2023 on 31st March, 2023 amending:
- Ind AS 1, ‘Presentation of Financial Statements’ - The amendments require companies to disclose their material accounting policies rather than their significant
accounting policies.
- Ind AS 12 ‘Income Taxes’ - This amendment has narrowed the scope of the initial recognition exemption so that it does not apply to transactions that give
rise to equal and offsetting temporary differences. The amendments clarify how companies account for deferred tax on transactions such as leases.
- Ind AS 8 ‘Accounting Policies, Changes in Accounting Estimates and Errors’ – This amendment has introduced a definition of ‘accounting estimates’ and
included amendments to help distinguish changes in accounting policies from changes in accounting estimates.
The same are applicable for financial statements pertaining to annual periods beginning on or after 1st April, 2023. The Company expects that there will be no
material impact on the financial statements resulting from the implementation of these amendments.”

38. The financial statements were approved for issue by the Board of Directors on April 19, 2023.

On behalf of the Board

Nakul Anand Ashish Thakar
Chairman Director
DIN : 00022279 DIN : 09383474
Gurugram Gurugram

Rishi Mattu Shikhar Maheshwari

Manager Chief Financial Officer
Chennai Gurugram
Rucche Siingh
Company Secretary
Date: April 19, 2023 Gurugram

456
 wimco limited

REPORT OF THE BOARD OF DIRECTORS

TO THE MEMBERS OF WIMCO LIMITED
1. Your Directors submit their Report for the financial year ended 31st March, made judgements and estimates that are reasonable and prudent so
2023. as to give a true and fair view of the state of affairs of the Company at
2. COMPANY PERFORMANCE the end of the financial year and of the profit of the Company for that
period;
The Company’s business activities comprise fabrication and assembly of
machinery for tube filling, cartoning, wrapping, material handling including (iii) taken proper and sufficient care for the maintenance of adequate
conveyor solutions, and engineering services, inter alia, for the FMCG and accounting records in accordance with the provisions of the Act for
Pharmaceutical industries. safeguarding the assets of the Company and for preventing and
detecting fraud and other irregularities;
Your Company’s order book for machines, during the year, remained muted
due to adverse operating environment. The Revenue from Operations (iv) prepared the Annual Accounts on a going concern basis; and
of your Company for the year stood at ` 1,146.39 lakhs (previous year: (v) devised proper systems to ensure compliance with the provisions of
` 1,161.92 lakhs), with Net Profit of ` 16.49 lakhs (previous year: Loss of ` all applicable laws and that such systems are adequate and operating
42.48 lakhs). effectively.
The Company continues to focus on developing superior solutions towards 8. SUBSIDIARIES, ASSOCIATES AND JOINT VENTURES
addressing customer requirements. The Company does not have any subsidiary, associate or joint venture.
3. DIVIDEND 9. PARTICULARS OF EMPLOYEES
In view of the accumulated losses, your Directors are unable to recommend The relations between your Company and its employees continued to remain
any dividend for the year under review. cordial during the year under review. The details of top ten employees of the
4. DIRECTORS AND KEY MANAGERIAL PERSONNEL Company in terms of remuneration drawn, as required under Rule 5(2) of
(a) Changes in Directors and Key Managerial Personnel the Companies (Appointment and Remuneration of Managerial Personnel)
Rules, 2014, are provided in Annexure 1 to this Report.
Mr. Dharmarajan Ashok (DIN: 02009735) was appointed, with your
approval, as a Non-Executive Director of the Company, liable to retire The Company seeks to enhance equal opportunities for men and women
by rotation. Mr. Ashok was also appointed by the Board of Directors as and is committed to a gender-friendly workplace. Your Company has
the Chairman of your Company with effect from 22nd July, 2022. constituted an Internal Complaints Committee in compliance with the
applicable provisions of the Sexual Harassment of Women at Workplace
Mr. Samir Vijay Limaye (DIN: 01757813) will complete his present term
(Prevention, Prohibition and Redressal) Act, 2013. During the year under
as the Wholetime Director of your Company on 6th June, 2023. The
review, no complaint for sexual harassment was received.
Board of Directors of your Company (‘the Board’) at the meeting held
on 28th April, 2023 appointed Mr. Limaye as an Additional Director 10. RISK MANAGEMENT
and, subject to the approval of the Members, also as the Wholetime The Company’s risk management framework addresses risks intrinsic to
Director of the Company with effect from 7th June, 2023, in terms of operations, financials and compliances arising out of the overall strategy of
the provisions of Sections 196, 197 and 203 of the Companies Act, the Company.
2013 (‘the Act’). By virtue of the provisions of the Articles of Association Management of risks vests with the executive management which is
of your Company and Section 161 of the Act, Mr. Limaye will vacate responsible for the day-to-day conduct of the affairs of the Company, within
office at the ensuing Annual General Meeting (‘AGM’) of the Company. the overall framework approved by the Board. The Internal Auditors of the
The Board at the aforesaid meeting recommended for the approval Company, appointed by the Board, periodically carry out risk focused audits
of the Members, appointment of Mr. Limaye as a Director, liable to with the objective of identifying areas where risk management processes
retire by rotation, and also as the Wholetime Director of your Company could be further strengthened. The Board annually reviews the effectiveness
for a period of two years with effect from 7th June, 2023, or upon of the Company’s risk management systems and policies.
completion of his period of deputation from ITC Limited, the Holding A combination of policies and processes, as outlined above, adequately
Company (‘ITC’), whichever is earlier. Notice under Section 160 of the addresses the various risks associated with the Company’s business.
Act has been received by the Company for the appointment of Mr. 11. INTERNAL FINANCIAL CONTROLS
Limaye, who has filed his consent to act as a Director of your Company,
Your Company has in place adequate internal financial controls with
if appointed.
respect to the financial statements, commensurate with its size and scale of
Appropriate resolution seeking your approval to Mr. Limaye’s operations. The Internal Auditors of the Company periodically evaluate the
appointment, as stated above, is appearing in the Notice convening the adequacy and effectiveness of such internal financial controls. The Board
ensuing AGM of the Company. The appointment of Mr. Limaye is and provides guidance on internal controls, and also reviews internal audit
will continue to be governed by the resolutions passed by the Board findings and implementation of internal audit recommendations.
and the Members of the Company. The statutory provisions apply with
During the year, the internal financial controls in the Company with respect
respect to notice period and severance fee.
to the financial statements were tested and no material weakness in the
Mr. Rajiv Tandon (DIN: 00042227), consequent to his retirement design or operation of such controls was observed. Nonetheless, your
from the services of ITC, stepped down as the Chairman and Non- Company recognises that any internal financial control framework, no
Executive Director of your Company with effect from 22nd July, 2022. matter how well designed, has inherent limitations and accordingly, regular
Your Directors place on record their appreciation for the valuable audit and review processes are undertaken to ensure that such systems are
contribution made by Mr. Tandon during his tenure with the Company. reinforced on an ongoing basis.
There were no other changes in the Directors or Key Managerial 12. PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS
Personnel of your Company during the year.
During the year ended 31st March, 2023, the Company has neither given
(b) Retirement by Rotation any loan or guarantee nor has made any investment under Section 186 of
In accordance with the provisions of Section 152 of the Act read with the Act.
the Articles of Association of the Company, Mr. Samir Vijay Limaye (DIN: 13. RELATED PARTY TRANSACTIONS
01757813) and Ms. Nidhi Bajaj (DIN: 02171721), Directors, will retire
During the year under review, all the related party transactions entered
by rotation at the ensuing AGM of the Company, and being eligible,
into by the Company were in the ordinary course of business and at arm’s
offer themselves for re-election. Your Board has recommended their re-
length. The details of material related party transaction entered into by the
election.
Company during the year ended 31st March, 2023 in the prescribed Form
5. SHIFTING OF REGISTERED OFFICE No. AOC-2 are enclosed under Annexure 2 to this Report.
The Company, pursuant to your approval at the Extraordinary General 14. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS /
Meeting held on 16th September, 2022, filed application with the Regional COURTS / TRIBUNALS
Director - Western Region, Ministry of Corporate Affairs, Government of
During the year under review, no significant or material orders were passed
India, for shifting of the Registered Office of the Company from the ‘State
by the Regulators / Courts / Tribunals impacting the going concern status of
of Maharashtra’ to the ‘State of West Bengal’, in terms of the provisions of
the Company and its future operations.
Sections 12 and 13(4) of the Act read with the Companies (Incorporation)
Rules, 2014. Final order from the Regional Director in this connection is 15. COST RECORDS
awaited. The Company is not required to maintain cost records in terms of Section
6. BOARD MEETINGS 148 of the Act read with the Companies (Cost Records and Audit) Rules,
2014.
Four meetings of the Board were held during the year ended 31st March,
2023. 16. STATUTORY AUDITORS
7. DIRECTORS’ RESPONSIBILITY STATEMENT Messrs. Deloitte Haskins & Sells, Chartered Accountants (‘DHS’), were re-
appointed as the Statutory Auditors of your Company at the 96th AGM held
As required under Section 134 of the Act, your Directors confirm having:
on 9th August, 2019 to hold such office till the conclusion of the 101st AGM
(i) followed in the preparation of the Annual Accounts for the financial (up to financial year 2023-24). Pursuant to Section 142 of the Act, the Board
year ended 31st March, 2023, the applicable Accounting Standards has recommended for the approval of the Members, remuneration of DHS
with proper explanation relating to material departures, if any; for the financial year 2023-24. Appropriate resolution in respect of the same
(ii) selected such accounting policies and applied them consistently and is being placed for your approval at the ensuing AGM of the Company.

457
 WIMCO LIMITED

17. COMPLIANCE WITH SECRETARIAL STANDARDS No new technology was adopted by the Company during the year. The
The Company is in compliance with the applicable Secretarial Standards Company earned foreign exchange of ` 58.08 lakhs during the year under
issued by the Institute of Company Secretaries of India and approved by the the review, while there was no outflow of foreign exchange.
Central Government under Section 118 of the Act. 19. ACKNOWLEDGEMENT
18. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN The Board acknowledges the support of the Government, shareholders,
EXCHANGE EARNINGS AND OUTGO banks, customers, suppliers and business associates, and the dedication and
The Company’s operations do not involve substantial consumption of hard work of its employees.
power in comparison to the costs of production. However, the Company On behalf of the Board
takes due care to efficiently utilise and manage energy resources resulting D. Ashok S. V. Limaye
in cost savings. The Company also continuously works on productivity Chairman Wholetime Director
improvements during fabrication and assembly of machinery for various DIN: 02009735) (DIN: 01757813)
customers.
Date: 28th April, 2023

Annexure 1 to the Report of the Board of Directors for the financial year ended 31st March, 2023
[Information pursuant to Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014]

Names Age Designation Gross Net Qualifications Experience Date of Previous

of Remuneration Remuneration (Years) commencement Employment / Position
Employees (`) (`) of employment / held
deputation
1 2 3 4 5 6 7 8 9

S. Mundra * 37 Chief Financial 87,58,522/- 49,47,299/- B.Com, A.C.A. 13 01.07.2017 Assistant Manager
Officer (Finance) - ITC Limited

S. V. Limaye * 57 Wholetime 42,05,592/- 24,87,270/- B.E. (Prodn.), 30 11.01.2021 Vice President - Wimco
Director P.G.P.M. Limited

Y. V. Potdar 45 Manager - 9,08,301/- 8,58,851/- Diploma in 24 13.08.2018 Factory Head - Wraptech

Purchase Mechanical Private Limited
Engineering

A. G. Gaikar 34 Manager – Sales 8,04,061/- 7,78,656/- B.E. (Mechanical) 12 16.08.2019 Deputy Manager - FBF
Homogenizers India
Private Limited

V. S. Jadhav 48 Manager - 6,85,728/- 6,48,472/- B.Com 27 05.02.2006 Accounts Assistant - Fud-

Accounts kor India Private Limited

G. S. Patil 36 Manager – 6,38,457/- 5,96,351/- B.E. (Instruments) 14 17.07.2017 Service Engineer - Sipa
Service India Private Limited

R. S. Reddy 28 Manager – Sales 5,27,861/- 5,03,750/- B.Tech. 9 14.11.2018 Service Engineer -

(Mechanical) Chamunda Pharma
Machinery Private
Limited

L. G. Patil 44 Asst. Manager - 4,94,097/- 4,69,992/- HSC, ITI 23 24.09.2007 Maintenance Foremen -
Service Global Healthcare

P. D. Medidar 56 Technician 4,85,984/- 4,63,120/- SSC, NCVT ITI 36 01.12.1986 Nil

K. Sudhansu 36 Sales Manager 4,80,988/- 4,56,882/- B.Tech, P.G.D.M 11 14.04.2015 Sales Engineer - Memory
Repo System Private
Limited

* On deputation from ITC Limited, the Holding Company (‘ITC’).

Notes:
(a) Gross remuneration includes salary, variable pay / performance bonus, long-term incentives, allowances & other benefits / applicable perquisites borne by the Company,
except provisions for gratuity and leave encashment which are actuarially determined on an overall Company basis. The term ‘remuneration’ has the meaning assigned to it
under the Companies Act, 2013.
(b) Net remuneration comprises cash income less tax deducted at source and employee’s own contribution to provident fund.
(c) Certain employees of the Company have been granted Stock Options by ITC under its Employee Stock Option Schemes at ‘market price’ [within the meaning of the Securities
and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021]. Since such Stock Options are not tradeable, no perquisite or benefit is
immediately conferred upon the employee by grant of such Options, and accordingly the said grant has not been considered as remuneration.
(d) All appointments (except deputed employees) are contractual in accordance with terms and conditions as per the Company’s rules.
(e) The aforesaid employees are neither relative of any Director of the Company nor hold any equity share in the Company.
On behalf of the Board

D. Ashok S. V. Limaye
Chairman Wholetime Director
(DIN: 02009735) (DIN: 01757813)
Dated : 28th April, 2023

458
 WIMCO LIMITED

Annexure 2 to the Report of the Board of Directors for the financial year ended 31st March, 2023
FORM NO. AOC-2
[Pursuant to Section 134(3)(h) of the Companies Act, 2013 and Rule 8(2) of the Companies (Accounts) Rules, 2014]

Form for disclosure of particulars of contracts/arrangements entered into by the Company with related parties referred to in sub-section (1) of
Section 188 of the Companies Act, 2013 including certain arm’s length transactions under third proviso thereto
1. Details of contracts or arrangements or transactions not at arm’s length basis

a) Name(s) of the related party and nature of relationship

b) Nature of contracts / arrangements / transactions

c) Duration of the contracts / arrangements / transactions

d) Salient terms of the contracts or arrangements or transactions including the value, NIL
if any

e) Justification for entering into such contracts or arrangements or transactions

f) Date of approval by the Board

g) Amount paid as advances, if any

h) Date on which the resolution was passed in general meeting as required under first
proviso to Section 188.

2. Details of material contracts or arrangements or transactions at arm’s length basis

a) Name(s) of the related party and nature of relationship ITC Limited, the Holding Company

b) Nature of contracts / arrangements / transactions Sale of machineries and related spares /

services related to machine maintenance, installation, repairs, etc.

c) Duration of the contracts / arrangements / transactions Ongoing

d) Salient terms of the contracts or arrangements or transactions Value of transaction during the year - ` 406 lakhs
including the value, if any

e) Date of approval by the Board, if any –

f) Amount paid as advances, if any Nil

On behalf of the Board

D. Ashok S. V. Limaye
Chairman Wholetime Director
(DIN: 02009735) (DIN: 01757813)
Dated : 28th April, 2023

459
 wimco limited

INDEPENDENT AUDITOR’S REPORT

To the Members of WIMCO Limited
statements, including the disclosures, and whether the financial statements
Report on the Audit of the Financial Statements represent the underlying transactions and events in a manner that achieves fair
Opinion presentation.
We have audited the accompanying financial statements of WIMCO Limited (“the Materiality is the magnitude of misstatements in the financial statements that,
Company”), which comprise the Balance Sheet as at 31st March 2023, and the individually or in aggregate, makes it probable that the economic decisions of a
Statement of Profit and Loss (including Other Comprehensive Income), the Cash Flow reasonably knowledgeable user of the financial statements may be influenced.
Statement and the Statement of Changes in Equity for the year then ended, and a We consider quantitative materiality and qualitative factors in (i) planning the
summary of significant accounting policies and other explanatory information. scope of our audit work and in evaluating the results of our work; and (ii) to
In our opinion and to the best of our information and according to the explanations evaluate the effect of any identified misstatements in the financial statements.
given to us, the aforesaid financial statements give the information required by the We communicate with those charged with governance regarding, among other
Companies Act, 2013 (“the Act”) in the manner so required and give a true and fair matters, the planned scope and timing of the audit and significant audit findings,
view in conformity with the Indian Accounting Standards prescribed under section including any significant deficiencies in internal control that we identify during
133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, our audit.
as amended, (“Ind AS”) and other accounting principles generally accepted in India, We also provide those charged with governance with a statement that we have
of the state of affairs of the Company as at 31 March 2023, and its profit, total complied with relevant ethical requirements regarding independence, and to
comprehensive income, its cash flows and the changes in equity for the year ended communicate with them all relationships and other matters that may reasonably
on that date. be thought to bear on our independence, and where applicable, related
Basis for Opinion safeguards.
We conducted our audit of the financial statements in accordance with the Standards Report on Other Legal and Regulatory Requirements
on Auditing (SAs) specified under section 143(10) of the Act. Our responsibilities 1. As required by Section 143(3) of the Act, based on our audit we report that:
under those Standards are further described in the Auditor’s Responsibility for the
Audit of the Financial Statements section of our report. We are independent of the a) We have sought and obtained all the information and explanations which
Company in accordance with the Code of Ethics issued by the Institute of Chartered to the best of our knowledge and belief were necessary for the purposes of
Accountants of India (ICAI) together with the ethical requirements that are relevant our audit.
to our audit of the financial statements under the provisions of the Act and the Rules b) In our opinion, proper books of account as required by law have been kept
made thereunder, and we have fulfilled our other ethical responsibilities in accordance by the Company.
with these requirements and the ICAI’s Code of Ethics. We believe that the audit c) The Balance Sheet, the Statement of Profit and Loss including Other
evidence obtained by us is sufficient and appropriate to provide a basis for our audit Comprehensive Income, the Cash Flow Statement and Statement of
opinion on the financial statements. Changes in Equity dealt with by this Report are in agreement with the books
Information Other than the Financial Statements and Auditor’s Report Thereon of account.
• The Company’s Board of Directors is responsible for the other information. The d) In our opinion, the aforesaid financial statements comply with the Ind AS
other information comprises information included in the Board’s report but does specified under Section 133 of the Act.
not include the financial statements and our auditor’s report thereon. e) On the basis of the written representations received from the directors as
• Our opinion on the financial statements does not cover the other information on 31st March, 2023 taken on record by the Board of Directors, none of the
and we do not express any form of assurance conclusion thereon. directors is disqualified as on 31st March, 2023 from being appointed as a
• In connection with our audit of the financial statements, our responsibility is director in terms of Section 164(2) of the Act.
to read the other information and, in doing so, consider whether the other f) With respect to the adequacy of the internal financial controls with reference
information is materially inconsistent with the financial statements or our to financial statements of the Company and the operating effectiveness
knowledge obtained during the course of our audit or otherwise appears to be of such controls, refer to our separate Report in “Annexure A”. Our
materially misstated. report expresses an unmodified opinion on the adequacy and operating
• If, based on the work we have performed, we conclude that there is a material effectiveness of the Company’s internal financial controls with reference to
misstatement of this other information, we are required to report that fact. We financial statements.
have nothing to report in this regard. g) With respect to the other matters to be included in the Auditor’s Report
Responsibilities of Management and Those Charged with Governance for the in accordance with the requirements of section 197(16) of the Act, as
Financial Statements amended, In our opinion and to the best of our information and according
to the explanations given to us, the remuneration paid by the Company to
The Company’s Board of Directors is responsible for the matters stated in section its director during the year is in accordance with the provisions of section
134(5) of the Act with respect to the preparation of these financial statements 197 of the Act.
that give a true and fair view of the financial position, financial performance including
other comprehensive income, cash flows and changes in equity of the Company in h) With respect to the other matters to be included in the Auditor’s Report
accordance with the Ind AS and other accounting principles generally accepted in in accordance with Rule 11 of the Companies (Audit and Auditors) Rules,
India. This responsibility also includes maintenance of adequate accounting records in 2014, as amended in our opinion and to the best of our information and
accordance with the provisions of the Act for safeguarding the assets of the Company according to the explanations given to us:
and for preventing and detecting frauds and other irregularities; selection and i. The Company does not have any pending litigations which would
application of appropriate accounting policies; making judgments and estimates impact its financial position.
that are reasonable and prudent; and design, implementation and maintenance of ii. The Company did not have any long-term contracts including
adequate internal financial controls, that were operating effectively for ensuring the derivative contracts for which there were any material foreseeable
accuracy and completeness of the accounting records, relevant to the preparation losses.
and presentation of the financial statement that give a true and fair view and are free iii. There has been no delay in transferring amounts, required to be
from material misstatement, whether due to fraud or error. transferred, to the Investor Education and Protection Fund by the
In preparing the financial statements, management is responsible for assessing the Company.
Company’s ability to continue as a going concern, disclosing, as applicable, matters iv. a. The Management has represented that, to the best of it’s knowledge
related to going concern and using the going concern basis of accounting unless the and belief, no funds have been advanced or loaned or invested (either
Board of Directors either intends to liquidate the Company or to cease operations, or from borrowed funds or share premium or any other sources or kind
has no realistic alternative but to do so. of funds) by the Company to or in any other person(s) or entity(ies),
The Company’s Board of Directors are also responsible for overseeing the Company’s including foreign entities (“Intermediaries”), with the understanding,
financial reporting process. whether recorded in writing or otherwise, that the Intermediary
Auditor’s Responsibility for the Audit of the Financial Statements shall, directly or indirectly lend or invest in other persons or entities
Our objectives are to obtain reasonable assurance about whether the financial identified in any manner whatsoever by or on behalf of the Company
statements as a whole are free from material misstatement, whether due to fraud (“Ultimate Beneficiaries”) or provide any guarantee, security or the like
or error, and to issue an auditor’s report that includes our opinion. Reasonable on behalf of the Ultimate Beneficiaries.
assurance is a high level of assurance, but is not a guarantee that an audit conducted b. The Management has represented, that, to the best of it’s knowledge
in accordance with SAs will always detect a material misstatement when it exists. and belief, no funds have been received by the Company from any
Misstatements can arise from fraud or error and are considered material if, individually person(s) or entity(ies), including foreign entities (“Funding Parties”),
or in the aggregate, they could reasonably be expected to influence the economic with the understanding, whether recorded in writing or otherwise,
decisions of users taken on the basis of these financial statements. that the Company shall, directly or indirectly, lend or invest in other
As part of an audit in accordance with SAs, we exercise professional judgment and persons or entities identified in any manner whatsoever by or on
maintain professional skepticism throughout the audit. We also: behalf of the Funding Party (“Ultimate Beneficiaries”) or provide any
guarantee, security or the like on behalf of the Ultimate Beneficiaries.
• Identify and assess the risks of material misstatement of the financial statements,
whether due to fraud or error, design and perform audit procedures responsive c Based on the audit procedures performed that have been considered
to those risks, and obtain audit evidence that is sufficient and appropriate to reasonable and appropriate in the circumstances, nothing has come
provide a basis for our opinion. The risk of not detecting a material misstatement to our notice that has caused us to believe that the representations
resulting from fraud is higher than for one resulting from error, as fraud may under sub-clause (i) and (ii) of Rule 11(e), as provided under (a) and
involve collusion, forgery, intentional omissions, misrepresentations, or the (b) above, contain any material misstatement.
override of internal control. v. The company has not declared or paid any dividend during the year and has not
• Obtain an understanding of internal financial control relevant to the audit in proposed final dividend for the year.
order to design audit procedures that are appropriate in the circumstances. vi. Proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 for maintaining
Under section 143(3)(i) of the Act, we are also responsible for expressing our books of account using accounting software which has a feature of recording
opinion on whether the Company has adequate internal financial controls with audit trail (edit log) facility is applicable to the Company w.e.f. April 1, 2023,
reference to financial statements in place and the operating effectiveness of such and accordingly, reporting under Rule 11(g) of Companies (Audit and Auditors)
controls. Rules, 2014 is not applicable for the financial year ended March 31, 2023.
• Evaluate the appropriateness of accounting policies used and the reasonableness 2. As required by the Companies (Auditor’s Report) Order, 2020 (“the Order”)
of accounting estimates and related disclosures made by the management. issued by the Central Government in terms of Section 143(11) of the Act, we
• Conclude on the appropriateness of management’s use of the going concern basis give in “Annexure B” a statement on the matters specified in paragraphs 3 and
of accounting and, based on the audit evidence obtained, whether a material 4 of the Order.
uncertainty exists related to events or conditions that may cast significant doubt For Deloitte Haskins & Sells
on the Company’s ability to continue as a going concern. If we conclude that Chartered Accountants
a material uncertainty exists, we are required to draw attention in our auditor’s (Firm’s Registration No.302009E)
report to the related disclosures in the financial statements or, if such disclosures
Ananthi Amarnath
are inadequate, to modify our opinion. Our conclusions are based on the audit
evidence obtained up to the date of our auditor’s report. However, future events Partner
or conditions may cause the Company to cease to continue as a going concern. Place: Chennai (Membership No. 209252)
• Evaluate the overall presentation, structure and content of the financial Date : April 28, 2023 UDIN : 23209252BGXMJJ1138

460
 wimco limited

ANNEXURE “A” TO THE INDEPENDENT AUDITOR’S REPORT We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion on the Company’s internal
(Referred to in paragraph 1(f) under ‘Report on Other Legal and Regulatory
financial controls system over financial reporting.
Requirements’ section of our report of even date)
Meaning of Internal Financial Controls Over Financial Reporting
Report on the Internal Financial Controls Over Financial Reporting under
Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (“the A company’s internal financial control over financial reporting is a process
Act”) designed to provide reasonable assurance regarding the reliability of financial
reporting and the preparation of financial statements for external purposes
We have audited the internal financial controls over financial reporting of in accordance with generally accepted accounting principles. A company’s
WIMCO Limited (“the company”) as of March 31, 2023 in conjunction with our
internal financial control over financial reporting includes those policies and
audit of financial statements of the company for the year ended on that date.
procedures that (1) pertain to the maintenance of records that, in reasonable
Management’s Responsibility for Internal Financial Controls detail, accurately and fairly reflect the transactions and dispositions of the
The Company’s management is responsible for establishing and maintaining assets of the company; (2) provide reasonable assurance that transactions
internal controls based on the internal control over financial reporting criteria are recorded as necessary to permit preparation of financial statements in
established by the company considering the essential components of internal accordance with generally accepted accounting principles, and that receipts
control stated in the Guidance Note on Audit of Internal Financial Controls Over and expenditures of the company are being made only in accordance with
Financial Reporting issued by the Institute of Chartered Accountants of India. authorisations of management and directors of the company; and (3) provide
These responsibilities include the design, implementation and maintenance of reasonable assurance regarding prevention or timely detection of unauthorised
adequate internal financial controls that were operating effectively for ensuring acquisition, use, or disposition of the company’s assets that could have a
the orderly and efficient conduct of its business, including adherence to
material effect on the financial statements.
company’s policies, the safeguarding of its assets, the prevention and detection
of fraud and errors, the accuracy and completeness of the accounting records, Inherent Limitations of Internal Financial Controls Over Financial Reporting
and the timely preparation of reliable financial information, as required under Because of the inherent limitations of internal financial controls over financial
the Companies Act, 2013. reporting, including the possibility of collusion or improper management
Auditor’s Responsibility override of controls, material misstatements due to error or fraud may occur
Our responsibility is to express an opinion on the Company’s internal financial and not be detected. Also, projections of any evaluation of the internal financial
controls over financial reporting based on our audit. We conducted our audit controls over financial reporting to future periods are subject to the risk that
in accordance with the Guidance Note on Audit of Internal Financial Controls the internal financial control over financial reporting may become inadequate
Over Financial Reporting (the “Guidance Note”) issued by the ICAI and the because of changes in conditions, or that the degree of compliance with the
Standards on Auditing, issued by ICAI and deemed to be prescribed under policies or procedures may deteriorate.
section 143(10) of the Companies Act, 2013, to the extent applicable to an
Opinion
audit of internal financial controls, both issued by the Institute of Chartered
Accountants of India. Those Standards and the Guidance Note require that we In our opinion, to the best of our information and according to the explanations
comply with ethical requirements and plan and perform the audit to obtain given to us, the Company has, in all material respects, an adequate internal
reasonable assurance about whether adequate internal financial controls financial controls system over financial reporting and such internal financial
over financial reporting was established and maintained and if such controls controls over financial reporting were operating effectively as at March 31,
operated effectively in all material respects. 2023, based on criteria for internal control over financial reporting criteria
Our audit involves performing procedures to obtain audit evidence about established by the Company considering the essential components of internal
the adequacy of the internal financial controls system over financial reporting control stated in the Guidance Note on Audit of Internal Financial Controls Over
and their operating effectiveness. Our audit of internal financial controls over Financial Reporting issued by the Institute of Chartered Accountants of India.
financial reporting included obtaining an understanding of internal financial For Deloitte Haskins & Sells
controls over financial reporting, assessing the risk that a material weakness Chartered Accountants
exists, and testing and evaluating the design and operating effectiveness of (Firm’s Registration No.302009E)
internal control based on the assessed risk. The procedures selected depend Ananthi Amarnath
Partner
on the auditor’s judgement, including the assessment of the risks of material
Place: Chennai (Membership No. 209252)
misstatement of the financial statements, whether due to fraud or error. Date : April 28, 2023 UDIN : 23209252BGXMJJ1138

ANNEXURE B TO THE INDEPENDENT AUDITOR’S REPORT

(Referred to in paragraph 2 under ‘Report on Other Legal and Regulatory (ii) (a) The inventories were physically verified during the year by the
Requirements’ section of our report of even date) Management at reasonable intervals. In our opinion and according
to the information and explanations given to us, the coverage and
In terms of the information and explanations sought by us and given by the
procedure of such verification by the Management is appropriate
Company and the books of account and records examined by us in the normal
having regard to the size of the Company and the nature of its
course of audit and to the best of our knowledge and belief, we state that:
operations. No discrepancies of 10% or more in the aggregate for
(i) (a)(A) The Company has maintained proper records showing full each class of inventories were noticed on such physical verification
particulars, including quantitative details and situation of Property, of inventories when compared with books of account.
Plant and Equipment.
(b) According to the information and explanations given to us, at any
(B) The Company has maintained proper records showing full particulars point of time of the year, the Company has not been sanctioned any
of intangible assets. working capital facility from banks or financial institutions and hence
(b) The Property, plant and equipment were physically verified reporting under clause (ii)(b) of the Order is not applicable.
during the year by the Management in accordance with a regular (iii) The Company has not made any investments in, provided any
programme of verification which, in our opinion, provides for guarantee or security, and granted any loans or advances in the
physical verification of all the fixed assets at reasonable intervals. nature of loans, secured or unsecured, to companies, firms, Limited
According to the information and explanations given to us, no Liability Partnerships or any other parties during the year, and hence
material discrepancies were noticed on such verification. reporting under clause (iii) of the Order is not applicable.
(c) Based on our examination of the registered sale deed provided to (iv) According to the information and explanation given to us, the
us, we report that, the title deeds of all the immovable properties, Company has not granted any loans, made investments or provided
disclosed in the financial statements included in property, plant and guarantees or securities that are covered under the provisions
equipment, are held in the name of the Company as at the balance of Section 185 or 186 of the Companies Act, 2013, and hence
sheet date. reporting under clause (iv) of the Order is not applicable.
(d) The Company has not revalued any of its property, plant and (v) The Company has not accepted any deposit or amounts which are
equipment and intangible assets during the year. deemed to be deposits. Hence, reporting under clause (v) of the
(e) No proceedings have been initiated during the year or are pending Order is not applicable.
against the Company as at March 31, 2023 for holding any benami (vi) The maintenance of cost records has not been specified for the
property under the Benami Transactions (Prohibition) Act, 1988 (as activities of the Company by the Central Government under section
amended in 2016) and rules made thereunder. 148(1) of the Companies Act, 2013.

461
 wimco limited

(vii) According to the information and explanations given to us, in (xiii) In our opinion, the Company is in compliance with Section 177 and
respect of statutory dues: 188 of the Companies Act, where applicable, for all transactions with
(a) Undisputed statutory dues, including Goods and Service tax, the related parties and the details of related party transactions have
Provident Fund, Employees’ State Insurance, Income-tax, and other been disclosed in the financial statements etc. as required by the
material statutory dues applicable to the Company have been applicable accounting standards.
regularly deposited by it with the appropriate authorities in all cases (xiv) In our opinion and based on our examination, the Company does
during the year. not have an internal audit system and is not required to have an
There were no undisputed amounts payable in respect of Goods and internal audit system as per the provisions of the Companies Act
Service tax, Provident Fund, Employees’ State Insurance, Income- 2013.
tax, cess and other material statutory dues in arrears as at March (xv) In our opinion, during the year the Company has not entered into
31, 2023 for a period of more than six months from the date they any non-cash transactions with any of its directors or directors of
became payable. it’s holding company or persons connected with such directors and
hence provisions of Section 192 of the Companies Act, 2013 are not
(b) There are no statutory dues referred in sub-clause (a) above which
applicable to the Company.
have not been deposited as on March 31, 2023 on account of
disputes: (xvi) (a,b,c)The Company is not required to be registered under section 45-IA of
the Reserve Bank of India Act, 1934. Hence, reporting under clause
(viii) According to the information and explanations given to us, there
(xvi)(a), (b) and (c) of the Order are not applicable.
were no transactions relating to previously unrecorded income that
were surrendered or disclosed as income in the tax assessments (d) As represented to us by the Management, the Group does not have
any CIC as part of the group and accordingly reporting under clause
under the Income Tax Act, 1961 (43 of 1961) during the year.
(xvi)(d) of the Order is not applicable.
(ix) (a) In our opinion, the Company has not defaulted in the repayment of
(xvii) The Company has not incurred any cash losses in the financial year
loans or other borrowings or in the payment of interest thereon to
covered by our audit but had incurred cash losses amounting to Rs.
any lender during the year.
34.70 lakhs in the immediately preceding financial year.
(b) The Company has not been declared wilful defaulter by any bank or
(xviii) There has been no resignation of the statutory auditors of the
financial institution or Government or any Government authority.
Company during the year.
(c) The Company has not taken any term loan during the year and there
(xix) On the basis of the financial ratios, ageing and expected dates of
are no outstanding term loans at the beginning of the year and
realization of financial assets and payment of financial liabilities,
hence, reporting under clause (ix)(c) of the Order is not applicable.
other information accompanying the financial statements and
(d) On an overall examination of the financial statements of the our knowledge of the Board of Directors and Management plans
Company, funds raised on short-term basis have, prima facie, not and based on our examination of the evidence supporting the
been used during the year for long-term purposes by the Company. assumptions, nothing has come to our attention, which causes us
(e) The Company did not have any subsidiary or associate or joint to believe that any material uncertainty exists as on the date of the
venture during the year and hence, reporting under clause 3(ix)(e) audit report indicating that Company is not capable of meeting its
of the Order is not applicable. liabilities existing at the date of balance sheet as and when they fall
(f) The Company has not raised any loans during the year and hence due within a period of one year from the balance sheet date. We,
reporting on clause (ix)(f) of the Order is not applicable. however, state that this is not an assurance as to the future viability
of the Company. We further state that our reporting is based on
(x) (a) The Company has not issued any of its securities (including debt
the facts up to the date of the audit report and we neither give any
instruments) during the year and hence reporting under clause (x)
guarantee nor any assurance that all liabilities falling due within a
(a) of the Order is not applicable.
period of one year from the balance sheet date, will get discharged
(b) During the year the Company has not made any preferential by the Company as and when they fall due.
allotment or private placement of shares or convertible debentures
(xx) The Company was not having net worth of rupees five hundred
(fully or partly or optionally) and hence reporting under clause (x)(b)
crore or more, or turnover of rupees one thousand crore or more
of the Order is not applicable to the Company. or a net profit of rupees five crore or more during the immediately
(xi) (a) To the best of our knowledge, no fraud by the Company and no preceding financial year and hence, provisions of Section 135 of the
material fraud on the Company has been noticed or reported during Act are not applicable to the Company during the year. Accordingly,
the year. reporting under clause (xx) of the Order is not applicable for the
(b) To the best of our knowledge, no report under sub-section (12) of year.
Section 143 of the Companies Act has been filed in Form ADT-4 as (xxi) The Company does not prepare consolidated financial statement
prescribed under Rule 13 of Companies (Audit and Auditors) Rules, and hence clause (xxi) is not applicable.
2014 with the Central Government, during the year.
(c) The Company is not required by statute to implement vigil For Deloitte Haskins & Sells
mechanism under Companies Act, hence reporting under clause (xi) Chartered Accountants
(Firm’s Registration No.302009E)
(c) of the Order is not applicable.
Ananthi Amarnath
(xii) The Company is not a Nidhi Company and hence reporting under Partner
clause (xii) of the Order is not applicable. Place: Chennai (Membership No. 209252)
Date : April 28, 2023 UDIN : 23209252BGXMJJ1138

462
 wimco limited

BALANCE SHEET AS AT 31ST MARCH, 2023

As at As at
Note 31st March, 31st March,
2023 2022
(` in Lakhs) (` in Lakhs)
ASSETS
Non-current assets
a) Property, Plant and Equipment 1A 59.69 60.73
b) Intangible assets 1B – 0.90
c) Deferred Tax Assets (net) 2 – –
d) Other non-current assets 3 32.22 7.05
Total Non-current assets 91.91 68.68

Current assets
a) Inventories 4 200.36 169.22
b) Financial Assets
i) Investments 5 100.21 200.07
ii) Trade receivables 6 122.61 89.18
iii) Cash and cash equivalents 7 195.27 34.83
iv) Other Bank Balance 8 31.58 449.67 30.93 355.01
c) Other current assets 3 3.03 30.84
Total Current assets
653.06 555.07
Total Assets
744.97 623.75

EQUITY AND LIABILITIES

Equity
a) Equity Share capital 9 1,850.81 1,850.81
b) Other Equity (2,163.02 ) (312.21 ) (2,183.70 ) (332.89 )
Liabilities
Non-current liabilities
a) Financial Liabilities
(i) Borrowings 10 500.00 500.00
(ii) Other Financial Liabilities 11 1.36 1.21
b) Provisions 12 2.32 6.57
Total Non-current liabilities 503.68 507.78
Current liabilities
a) Financial Liabilities
(i) Borrowings 10 – –
(ii) Trade payables
Total outstanding dues of Micro Enterprises and Small Enterprises
Total outstanding other than dues of Micro Enterprises and
Small Enterprises (Refer Note 24(vii)) 244.76 152.74
(iii) Other financial liabilities 11 179.12 423.88 138.04 290.78
b) Other current liabilities 13 129.43 156.98
c) Provisions 12 0.19 1.10
Total Current liabilities 553.50 448.86
Total Equity and Liabilities 744.97 623.75

The accompanying notes 1 to 26 are an integral part of the Financial Statements.
In terms of our report attached
For Deloitte Haskins & Sells
Chartered Accountants For and on behalf of the Board
ANANTHI AMARNATH D. ashok SAMIR V LIMAYE
Partner Chairman Wholetime Director
Membership No. 209252 DIN : 02009735 DIN : 01757813
Place : Kolkata Place : Ambernath
Date : 28th April, 2023 Date : 28th April, 2023

S K SIPANI SHARAD MUNDRA

Company Secretary Chief Financial Officer
Place : Chennai Place : Chennai Place : Chennai
Date : 28th April, 2023 Date : 28th April, 2023 Date : 28th April, 2023

463
 wimco limited

STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED 31st MARCH, 2023
For the year ended For the year ended
Note 31st March, 2023 31st March, 2022
(` in Lakhs) (` in Lakhs)

I Revenue From Operations 14 1,146.39 1,161.92
II Other Income 15 10.03 19.02

III Total Income (I+II) 1,156.42 1,180.94

IV EXPENSES
Cost of materials consumed 595.10 663.55
Changes in inventories of finished goods, Stock-in -Trade and work-in-progress (25.65) 10.71
Employee benefits expense 16 265.78 257.34
Finance costs 17 45.00 45.00
Depreciation and amortization expense 1A & 1B 2.91 4.70
Other expenses 18 256.79 242.12
Total expenses (IV) 1,139.93 1,223.42
V Profit before tax (III- IV) 16.49 (42.48 )
VI Tax expense 19 – –
VII Profit for the year (V-VI) 16.49 (42.48 )

VIII Other Comprehensive Income

(i) Items that will not be reclassified to profit or loss:
– Remeasurements of defined benefit plans 4.19 (1.87 )
(ii) Income tax relating to items that will not be
reclassified to profit or loss – –
IX Other Comprehensive Income 4.19 (1.87 )
X Total Comprehensive Income for the year (VII+IX) 20.68 (44.35 )

XI Earnings per equity share (Face Value ` 1.00 each) 20

Basic (in `) 0.01 (0.02 )
Diluted (in `) 0.01 (0.02 )
The accompanying notes 1 to 26 are an integral part of the Financial Statements.

In terms of our report attached

For Deloitte Haskins & Sells
Chartered Accountants For and on behalf of the Board
ANANTHI AMARNATH D. ashok SAMIR V LIMAYE
Partner Chairman Wholetime Director
Membership No. 209252 DIN : 02009735 DIN : 01757813
Place : Kolkata Place : Ambernath
Date : 28th April, 2023 Date : 28th April, 2023

S K SIPANI SHARAD MUNDRA

Company Secretary Chief Financial Officer
Place : Chennai Place : Chennai Place : Chennai
Date : 28th April, 2023 Date : 28th April, 2023 Date : 28th April, 2023

464
 wimco limited

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH, 2023
For the year ended For the year ended
31st March, 2023 31st March, 2022
(` in Lakhs) (` in Lakhs)
A. Cash flow from operating activities
Profit / (Loss) before Tax 16.49 (42.48)
Adjustments for:
Depreciation and amortisation Expense 2.91 4.70
Loss on sale of property, plant and equipment - Net – 2.31
Finance Cost 45.00 45.00
Interest Income (1.34 ) (2.04)
Doubtful and Bad debts 0.66 3.08
Doubtful and Bad advances 4.61 –
Remeasurement of Defined Benefit Plans – (1.87)
Share Based Payments – –
Net (gain)/loss arising on investments mandatorily measured
at fair value through profit or loss (7.56 ) (11.10)
Operating Profit/(loss) before working capital changes 60.77 (2.40)
Adjustments for:
Trade receivables (34.09 ) (17.87)
Other Current and Non Current Assets (1.98 ) 5.51
Inventories (31.14 ) (19.38)
Trade Payables, Other Financial Liabilities & Provisions 59.73 (148.60)
Cash (used in) / generated from operations before taxation 53.29 (182.74)
Income tax paid (net of refunds) – –
Net cash (used in) / generated from operations 53.29 (182.74)
B. Cash flow from investing activities
Interest received 0.69 2.04
Purchase of Property Plant and Equipment (0.97 ) –
Redemption/(Investment) in Mutual Fund 107.43 111.61
Maturity /(Investment) in bank deposit (original maturity more than 3 months) – (0.56)
Net cash (used in) / generated from investing activities 107.15 113.09
C. Cash flow from financing activities
Interest Paid – –
Reduction of Share Capital (Refer Note 24(vi)) – (33.78)
Net cash (used in) / generated from financing activities – (33.78)
D. Net increase / (decrease) in cash and cash equivalents (A+B+C) 160.44 (103.43)
E. Reconciliation
Cash and cash equivalents at the beginning of the period 34.83 138.26
Cash and cash equivalents at the end of the period 195.27 34.83
160.44 (103.43)
Cash and cash equivalents
Cash and cash equivalents as above 195.27 34.83
Cash Credit Facility (Note 10) – –
Cash and Cash Equivalent (Note 7) 195.27 34.83

Note : The above Cash Flow Statement has been prepared under the “Indirect Method” as set out in Ind AS - 7 - “Statement of Cash Flow”
The accompanying notes 1 to 26 are an integral part of the Financial Statements.
In terms of our report attached
For Deloitte Haskins & Sells
Chartered Accountants For and on behalf of the Board
ANANTHI AMARNATH D. ashok SAMIR V LIMAYE
Partner Chairman Wholetime Director
Membership No. 209252 DIN : 02009735 DIN : 01757813
Place : Kolkata Place : Ambernath
Date : 28th April, 2023 Date : 28th April, 2023

S K SIPANI SHARAD MUNDRA

Company Secretary Chief Financial Officer
Place : Chennai Place : Chennai Place : Chennai
Date : 28th April, 2023 Date : 28th April, 2023 Date : 28th April, 2023

465
 wimco limited

Statement of changes in equity for the year ended 31st March, 2023

A. Equity Share Capital (` in Lakhs)

Balance as on Changes in equity share capital Balance as on

1st April, 2022 during the current year 31st March, 2023
1,850.81 – 1,850.81

Balance as on Changes in equity share capital Balance as on 31st March,

1st April, 2021 during the current year# 2022
1,884.60 (33.79) 1,850.81

#Refer note 24(vi) for reduction of Equity Share Capital

B. Other Equity (` in Lakhs)

Reserves and Surplus Total

Subsidy Capital Contribution for Retained
Reserve * Share Based Payments Earnings
Balance as at 1st April, 2022 14.93 66.52 (2,265.15) (2,183.70)
Profit for the period – – 16.49 16.49
Other Comprehensive Income (net of Tax) – – 4.19 4.19
Total Comprehensive Income – – 20.68 20.68
Recognition of share based payment – – – –
Transfer from Capital Contribution for Share Based Payments on lapse – – – –
Balance as at 31st March, 2023 14.93 66.52 (2,244.47) (2,163.02)

Reserves and Surplus Total

Subsidy Capital Contribution for Retained
Reserve * Share Based Payments Earnings
Balance as at 1st April, 2021 14.93 76.51 (2,230.79) (2,139.35)
Profit for the period – – (42.48) (42.48)
Other Comprehensive Income (net of Tax) – – (1.87) (1.87)
Total Comprehensive Income 20.00 – (44.35) (44.35)
Recognition of share based payment – – – –
Transfer from Capital Contribution for Share Based Payments on lapse – (9.99) 9.99 –
Balance as at 31st March, 2022 34.93 66.52 (2,265.15) (2,183.70)

* Represents receipt of subsidy from government
The accompanying notes 1 to 26 are an integral part of the Financial Statements.
In terms of our report attached
For Deloitte Haskins & Sells
Chartered Accountants For and on behalf of the Board
ANANTHI AMARNATH D. ashok SAMIR V LIMAYE
Partner Chairman Wholetime Director
Membership No. 209252 DIN : 02009735 DIN : 01757813
Place : Kolkata Place : Ambernath
Date : 28th April, 2023 Date : 28th April, 2023

S K SIPANI SHARAD MUNDRA

Company Secretary Chief Financial Officer
Place : Chennai Place : Chennai Place : Chennai
Date : 28th April, 2023 Date : 28th April, 2023 Date : 28th April, 2023

466
 wimco limited

Notes to the statement of financial statement for the year ended 31st March, 2023

(` in Lakhs)
Gross Block Depreciation and Amortisation Net Book Value
On with- On with- On
As at As at Upto On with- Upto Upto As at As at
Particulars As at drawals drawals withdraw-
31st 31st 31st For the drawals 31st For the 31st 31st 31st
31st March, Addi- and Addi- and als and
March, March, March, period and adjust- March, period March, March, March,
2021 tion adjust- tion adjust- adjust-
2022 2023 2021 ments 2022 2023 2023 2022
ments ments ments
1A. Property, plant and equipment - owned
Land Freehold 47.92 – – 47.92 – – 47.92 – – – – – – – 47.92 47.92
Buildings 10.63 – – 10.63 – – 10.63 2.37 0.25 0 2.62 0.34 – 2.96 7.62 8.01
Plant and Equipment 6.19 – 1.47 4.72 – – 4.72 2.94 0.23 0.95 2.22 0.56 – 2.78 1.94 2.50
Computers 20.60 – 0.82 19.78 0.97 – 20.75 3.65 – 0.08 18.94 0.28 – 19.22 0.53 0.84
Office Equipment 5.65 – 0.65 5.00 – – 5.00 19.02 0.59 – 4.24 0.65 – 4.89 0.11 0.76
Furniture and Fixtures 3.38 – 0.45 2.93 – – 2.93 2.62 0.02 0.05 2.59 0.18 – 2.77 0.16 0.34
Vehicles 4.51 – 0.00 4.51 – – 4.51 4.15 – – 4.15 – – 4.15 0.36 0.36
Total 98.88 – 3.39 95.49 0.97 – 96.46 34.75 1.09 1.08 34.76 2.01 – 36.77 59.69 60.73

1B. Intangible Assets

Computer Software 18.12 – – 18.12 – – 18.12 13.61 3.61 – 17.22 0.90 – 18.12 – 0.90
Total 18.12 – – 18.12 – – 18.12 13.61 3.61 – 17.22 0.90 – 18.12 – 0.90
Grand Total 117.00 – 3.39 113.61 0.97 – 114.58 48.36 4.70 1.08 51.98 2.91 – 54.89 59.69 61.63

As at As at
31st March, 2023 31st March, 2022
(` in Lakhs) (` in Lakhs)
2. Deferred tax Assets (Net)
Deferred tax liabilities
On difference between book balance and tax balance of Property Plant and Equipment – –
On other timing differences 0.05 0.02

Sub-Total 0.05 0.02

Deferred tax assets

On difference between book balance and tax balance of Property Plant and Equipment 2.28 2.58
Unabsorbed depreciation carried forward 30.25 30.07
Disallowances under Section 40(a)(i), 43B of the Income Tax Act, 1961 0.63 2.70
Provision for doubtful debts, advances and diminution in value of Investments. 7.22 7.06
Brought forward business losses 114.30 131.69
Sub-Total 154.69 174.10

Total
– –

Deferred tax asset has been recognized only to the extent of the deferred tax liabilities as this amount is considered to be reasonably certain of realization.
The Company has tax losses of ` 447.63 Lakhs (2022 - ` 523.26 lakhs) for which no deferred tax assets have been recognised. These losses will expire between financial year 2023-24
to 2028-29.

As at As at
31st March, 2023
31st March, 2022
(` in Lakhs) (` in Lakhs)

Current Non-Current Current Non-Current

3. Other Assets

Advances other than capital advances

(i) Advance Tax (net of provisions) – 32.22 – 7.05

(ii) Other Advances (including advances with statutory authorities,

prepaid expenses, suppliers, employees etc.) 3.03 – 30.84 –
TOTAL 3.03
32.22 30.84 7.05

As at As at
31st March, 2023 31st March, 2022
(` in Lakhs) (` in Lakhs)
4. Inventories
(At lower of cost and net realisable value)
Raw materials (including packing materials) 90.67 85.18
Work-in-progress 109.69 84.04
TOTAL 200.36 169.22

As at

467
 wimco limited

Notes to the statement of financial statement for the year ended 31st March, 2023 (Contd.)

Fair Value ` (Fully Number As at Number As at

paid unless stated 31st March, 2023 31st March, 2022
otherwise) (` in Lakhs) (` in Lakhs)
5. Investments - Current
(at fair value through profit or loss, unless stated otherwise)
INVESTMENT IN MUTUAL FUNDS
Nippon India Liquid Fund 1000 1819.64 100.21 Nil –
1819.64 (2022 - Nil) units of ` 1000 each
Axis Liquid Fund 1000 Nil – 8463 200.07
Nil (2022 - 8463) Units of `1000 each
TOTAL 100.21 200.07

As at As at
31st March, 2023 31st March, 2022
(` in Lakhs) (` in Lakhs)
6. Trade Receivables (Current)
Secured, considered good – –
Unsecured, considered good 122.61 89.18
Which have significant increase in credit risk – –
Credit Impaired 28.69 28.03
Less: Allowance for credit impairment 28.69 28.03
TOTAL 122.61 89.18

The ageing of Trade Receivables is as under:

Outstanding for following periods from due date of payment
As at 31st March, 2023 Total
Not Due Less than 6 months 6 months -1 year 1-2 years 2-3 years More than 3 years
Undisputed Trade Receivables
- considered good 109.32 13.29 – – – – 122.61
- which have significant increase in credit risk – – – – – – –
- credit impaired – – 0.08 3.64 9.88 15.09 28.69
Disputed Trade Receivables
- considered good – – – – – – –
- which have significant increase in credit risk – – – – – – –
- credit impaired – – – – – – –
Sub-Total 109.32 13.29 0.08 3.64 9.88 15.09 151.30
Less : Allowances of Credit Impairment – – – – – – 28.69
Total 122.61

Outstanding for following periods from due date of payment

As at 31st March, 2022 Total
Not Due Less than 6 months 6 months -1 year 1-2 years 2-3 years More than 3 years
Undisputed Trade Receivables
- considered good 83.34 3.02 2.82 – – – 89.18
- which have significant increase in credit risk – – – – – – –
- credit impaired – – – 9.58 0.25 18.20 28.03
Disputed Trade Receivables
- considered good – – – – – – –
- which have significant increase in credit risk – – – – – – –
- credit impaired – – – – – – –
Sub-Total 83.34 3.02 2.82 9.58 0.25 18.20 117.21
Less : Allowances of Credit Impairment – – – – – – 28.03
Total 89.18

As at As at
31st March, 2023 31st March, 2022
(` in Lakhs) (` in Lakhs)

7. Cash and cash equivalents@

Balances with Banks
Current Accounts 45.27 19.83
In deposit Accounts 150.00 15.00
Cash on hand – –
TOTAL 195.27 34.83

@ Cash and cash equivalents include cash on hand, cheques, drafts on hand, cash at bank and deposits with banks with original maturity of 3 months or less.
As at As at
31st March, 2023 31st March, 2022
(` in Lakhs) (` in Lakhs)
8. Other Bank Balances
In deposit Accounts* 18.74 18.09
Earmarked balance # 12.84 12.84
TOTAL 31.58 30.93
* Represents deposits with original maturity of more than 3 month having remaining maturity of less than 12 months from the Balance Sheet date.
# Represents unclaimed amount payable to erstwhile shareholders pursuant to reduction of Equity Share Capital of the Company [refer Note 24(vi)].

468
 wimco limited

Notes to the statement of financial statement for the year ended 31st March, 2023 (Contd.)

9. Equity Share capital

As at As at As at As at
31st Mar 2023 31st Mar 2023 31st Mar 2022 31st Mar 2022
(No. of Shares) (` in Lakhs) (No. of Shares) (` in Lakhs)

A) Reconciliation of number of Ordinary Shares outstanding

As at beginning of the period 18,50,81,193 1,850.81 18,84,60,000 1,884.60

Add: Issue of Shares – – – –

Less: Reduction of Equity Share Capital* – – (33,78,807) (33.79)

As at end of the period 18,50,81,193 1,850.81 18,50,81,193 1,850.81

*Refer note 24(vi) for reduction of Equity Share Capital

As at As at As at As at
31st Mar 2023 31st Mar 2023 31st Mar 2022 31st Mar 2022
(No. of Shares) (%) (No. of Shares) (%)

B) Shares held by Holding Company

Equity Shares
18,50,81,193 (2022: 18,50,81,193) Equity shares of ` 1 each, fully paid up are held by ITC 18,50,81,193 100.00 18,50,81,193 100.00
Limited (Holding Company)

As at As at As at As at
31st Mar 2023 31st Mar 2023 31st Mar 2022 31st Mar 2022
(No. of Shares) (%) (No. of Shares) (%)

C) Name of share holders holding more than 5% of the shares of the Company

Equity Shares
ITC Limited (Holding Company) 18,50,81,193 100.00 18,50,81,193 100.00

D) Rights, preferences and restrictions attached to the Shares

The Ordinary Shares of the Company, having par value of ` 1/- per share, rank pari passu in all respects including entitlement to dividend. Repayment of capital in the event of
winding up of the Company will inter alia be subject to the provisions of the Articles of Association of the Company and as may be determined by the Company in General Meeting
prior to such winding up.

As at As at As at As at
31st Mar 2023 31st Mar 2023 31st Mar 2022 31st Mar 2022
(No. of Shares) (%) (No. of Shares) (%)
E) Shares held by Promoters
Equity Shares
ITC Limited (Holding Company) 18,50,81,193 100.00 18,50,81,193 100.00
% Change during the year – 1.79

As at As at
31st March, 2023 31st March, 2022
(` in Lakhs) (` in Lakhs)
Current Non-Current Current Non-Current
10. Borrowings
Secured
Loan from Bank
Cash credit facility* – – – –
Unsecured
9% Redeemable Preference share capital of ` 100 each# – 500.00 – 500.00
TOTAL – 500.00 – 500.00
* Secured by hypothecation of all stock in trade present and future of the Company including raw materials, finished goods, stock-in-process and present and future
book debts, outstanding receivables. With respect to borrowings from banks, the quarterly returns or statements of current assets filed by the Company with banks
are in agreement with the books of accounts.
# Redeemable non-convertible preference shares have been issued during the FY 2019-20 with a tenure of 5 years and are cumulative in nature. These redeemable
preference shares have been considered as borrowing in view of the presentation requirement under Ind AS 32 on Financial Instruments - Presentation.

As at As at
31st March, 2023 31st March, 2022
(` in Lakhs) (` in Lakhs)
Current Non-Current Current Non-Current
11. Other Financial liabilities
Employee Benefits Payable 11.14 – 10.82 –
Payable to the Holding Company 4.77 1.36 9.01 1.21
Provision for Preference Share dividend 150.37 – 105.37 –
Others# 12.84 – 12.84 –
TOTAL 179.12 1.36 138.04 1.21
# Represents unclaimed amount payable to erstwhile shareholders pursuant to reduction of Equity Share Capital of the Company [refer Note 24(vi)].

469
 wimco limited

Notes to the statement of financial statement for the year ended 31st March, 2023 (Contd.)

As at As at
31st March, 2023 31st March, 2022
(` in Lakhs) (` in Lakhs)
Current Non-Current Current Non-Current
12. Provisions
Provision for employee benefits (Refer Note 24(iii))
Retirement benefits 0.19 2.32 1.10 6.57
TOTAL 0.19 2.32 1.10 6.57

As at As at
31st March, 2023 31st March, 2022
(` in Lakhs) (` in Lakhs)
13. Other Current Liabilities
Statutory Liabilities 30.17 3.93
Advances received from customers 87.39 143.19
Others 11.87 9.86
TOTAL 129.43 156.98

For the year ended For the year ended

31st March, 2023 31st March, 2022
(` in Lakhs) (` in Lakhs)
14. Revenue from operations
Sale of Products 730.72 1,156.02
Sale of Services 415.29 4.98
Gross Revenue from sale of products and services 1,146.01 1,161.00
Other Operating Revenues 0.38 0.92
TOTAL 1,146.39 1,161.92

For the year ended For the year ended

31st March, 2023 31st March, 2022
(` in Lakhs) (` in Lakhs)

15. Other income

Interest Income 1.34 5.51
Net Foreign Exchange Gain / (Loss) 1.13 2.41
Other gains and losses 7.56 11.10
TOTAL 10.03 19.02

For the period ended For the period ended

31st March, 2023 31st March, 2022
(` in Lakhs) (` in Lakhs)
Other gains and losses:
Net gain arising on financial assets (Current investments) mandatorily measured at FVTPL* 7.56 11.10
TOTAL 7.56 11.10
* Includes ` 11.03 (2021 - ` 1.91) being net gain on sale of investments.

For the year ended For the year ended

31st March, 2023 31st March, 2022
(` in Lakhs) (` in Lakhs)
16. Employee benefits expense
Salaries and wages 236.22 236.92
Contribution to Provident and other funds 7.79 7.67
Share based payment 7.77 0.70
Staff welfare expenses 14.00 12.05
TOTAL 265.78 257.34

For the year ended For the year ended

31st March, 2023 31st March, 2022
(` in Lakhs) (` in Lakhs)

17. Finance costs

Interest expense – –
Preference Dividend 45.00 45.00
TOTAL 45.00 45.00

470
 wimco limited

Notes to the statement of financial statement for the year ended 31st March, 2023 (Contd.)

For the year ended For the year ended

31st March, 2023 31st March, 2022
(` in Lakhs) (` in Lakhs)
18. Other Expenses
Consumption of stores and spare parts 0.40 0.18
Sub-Contracting Expenses 75.78 65.41
Power and fuel 10.20 11.01
Repairs and Maintenance
- Buildings 2.31 0.09
- Machinery 0.02 0.04
- Others 2.70 5.93
Rates and taxes 9.45 1.90
Insurance 1.68 1.87
Maintenance and upkeep 15.16 14.40
Travelling and conveyance 47.26 40.17
Printing and stationery 1.14 2.12
Freight and forwarding 19.03 20.34
Advertising and sales promotion charges 15.72 0.70
Commission to Selling Agents – 8.96
Bank charges 1.87 3.42
Information technology services – –
Training and development 0.93 0.75
Professional fees 24.23 28.29
Postage and telephone charges 2.87 8.28
Directors’ sitting fees 1.20 5.00
Doubtful and Bad debts 0.66 3.08
Doubtful and bad Advances 4.61
Loss on sale of property, plant and equipment - Net – 2.31
Miscellaneous expenses 19.56 17.87
TOTAL 256.79 242.12

Miscellaneous expenses include :

1) Auditors’ remuneration and expenses
Audit fees 1.75 1.75
Tax audit fees 1.00 1.00
Others – –
For the year ended For the year ended
31st March, 2023 31st March, 2022
(` in Lakhs) (` in Lakhs)

19. Tax Expenses

Current Tax – –
TOTAL – –

For the year ended For the year ended

31st March, 2023 31st March, 2022
(` in Lakhs) (` in Lakhs)

20. Earnings per share

Profit/ (Loss) after tax, attributable to equity shareholders (A) 16.49 (42.48 )
Weighted average number of Equity Shares (B) 18,50,81,193 18,61,82,777
Earnings per share - Basic & Diluted (in `) (A / B) 0.01 (0.02)
Nominal value of an equity share (in `) 1.00 1.00
21 Segment Reporting
A. Information about primary business segments :
The company’s operations comprise of only one segment i.e. Fabrication/Assembly of Machines and allied services and is consistent with the internal reporting
provided to the Executive Committee, which is the Chief Operating Decision Maker. Hence, separate segmental information is not required to be given as
per the requirements of Indian Accounting Standard 108.
B. Information about secondary business segments (` in Lakhs)
2023 2022
1. Segment Revenue
- Within India 1,087.93 821.99
- Outside India 58.08 339.01
Total 1,146.01 1,161.00
2. Non Current Assets
- Within India 91.91 68.68
- Outside India – –
Total 91.91 68.68
Note : Revenue of ` 704 lakhs (2022 - ` 187 Lakhs) arose from two (2022 - one) external customers which is more than 10% of the Company’s total revenue during
the reported period.

471
 wimco limited

Notes to the statement of financial statement for the year ended 31st March, 2023 (Contd.)
22. Related Party Disclosures
1. PARTIES EXERCISING CONTROL OVER THE COMPANY
i) Holding Company:
a) ITC Limited
2. RELATED PARTIES WITH WHOM THE COMPANY HAD TRANSACTIONS
a) ITC Limited
ii) Key Management Personnel:
R. Tandon Chairman & Non-Executive Director (upto 21-07-2022)
D. Ashok Chairman & Non-Executive Director (w.e.f 22-07-2022)
D. Dutta Non-Executive Director
C.R. Dua Non-Executive Director
S. Banerjee Independent Director (upto 03-02-2022)
P. Chatterjee Independent Director (upto 01-12-2021)
N. Bajaj Non-Executive Director
R. Senguttuvan * Managing Director (upto 07-05-2021)
S. V. Limaye Wholetime Director (w.e.f. 07-06-2021)
S.K. Sipani * Company Secretary
S. Mundra Chief Financial Officer
* No remuneration is paid by the Company to the Managing Director and Company Secretary in accordance with the terms of their appointment.
DISCLOSURE OF TRANSACTIONS BETWEEN THE COMPANY AND RELATED PARTIES AND THE STATUS OF OUTSTANDING BALANCES AS AT 31.03.2023
(` in Lakhs)
RELATED PARTY TRANSACTIONS SUMMARY Holding Company Key Management Total
ITC Limited Personnel
2023 2022 2023 2022 2023 2022
1 Sale of Goods/ Services 479.21 61.49 – – 479.21 61.49
2 Expenses Recovered 182.96 213.47 – – 182.96 213.47
3 Expenses Reimbursed – 0.09 – 0.11 – 0.20
4 Preference dividend 45.00 45.00 – – 45.00 45.00
5 Share Based Payments*
Equity Settled Share Based Payments - Capital Contribution (net of vested lapse) – (9.99) – – – (9.99)
Cash Settled Share Based Payments - Other Payables 7.77 0.70 – – 7.77 0.70
6 Remuneration of Key Management Personnel on Deputation reimbursed *
Other Remuneration# 129.64 112.79 – – 129.64 112.79
7 Director’s Sitting Fees – – 1.20 5.00 1.20 5.00
8 Outstanding receivable – 17.48 – – – 17.48

9 Outstanding payables 6.13 10.22 – – 6.13 10.22

10 Redeemable Preference Share Outstanding 500.00 500.00 – – 500.00 500.00
11 Interest accrued but not due - Preference Share 150.37 105.37 – – 150.37 105.37
* Post employment benefits are actuarially determined on overall basis and hence not separately provided. Further, for share based payments, Refer Note 16
# Out of the above, ` 87.58 Lakhs (2022 - ` 76.54 Lakhs) i is attributable to the Chief Financial Officer of the Company and ` 42.06 Lakhs (2022 - ` 28.98) is attributable to the Wholetime
Director of the Company (appointed w.e.f. 07-06-2021)
23. Financial Instruments and Related Disclosures
1. Capital Management
The Company funds its operations through mix of equity and borrowings. The primary objective of the company’s capital management strategy is to provide
adequate capital for sustaining operational activities, meeting its growth plans and maximizing shareholder value.
The capital structure of the Company consists of equity Rs. 1850.81Lakhs and preference shares issued to the holding company of ` 500 Lakhs. The Company
is not subject to any externally imposed capital requirement.
During the financial year 21-22, the Company has completed the reduction of Issued, Subscribed and Paid up Equity Share Capital [Refer note 24(vi)].
2. Categories of Financial Instruments

(` in Lakhs)
Particulars Note As at 31st March, 2023 As at 31st March, 2022
Carrying Value Fair Value Carrying Value Fair Value
A. Financial assets
a) Measured at amortised cost
i) Cash and Cash Equivalents 7 195.27 195.27 34.83 34.83

ii) Other Bank Balances 8 31.58 31.58 30.93 30.93

iii) Trade Receivables 6 122.61 122.61 89.18 89.18

b) Measured at Fair Value Through Profit or loss

i) Investment in Mutual Funds 5 100.21 100.21 200.07 200.07
Total financial assets 449.67 449.67 355.01 355.01

B. Financial liabilities
c) Measured at amortised cost
i) Non – Current Borrowings 10 500.00 500.00 500.00 500.00

ii) Trade Payables 244.76 244.76 152.74 152.74

iii) Other financial liabilities 11 180.48 180.22 139.25 138.98

Total financial liabilities 925.24 924.98 791.99 791.72

472
 wimco limited

Notes to the statement of financial statement for the year ended 31st March, 2023 (Contd.)

3. Financial risk management objectives

The Company’s exposure to financial risks such as market risk, foreign currency risk, liquidity risk and credit risk is limited. The Company has designed its Risk
Management System in line with the nature and scale of its operations to address risks intrinsic to operations, financials and compliances arising out of the
overall strategy of the Company.
a) Market risk
The Company is not an active investor in Equity market. The Company’s investments are predominantly held in fixed deposit and debt mutual funds.
Fixed deposit is held with highly rated bank and have a short tenure and are not subjected to interest rate volatility. The Company also invest in mutual
fund schemes of leading fund houses However, given the relatively short tenure of underlying portfolio of the mutual fund schemes in which the
Company has invested such price risk are not significant.
Interest rate risk
Interest rate risk refers to the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates.
As majority of the financial assets and liabilities of the Company are either short term or fixed interest-bearing instruments, the Company’s net exposure
to interest risk is negligible.
b) Foreign currency risk
The Company undertakes transactions denominated in foreign currency which results in exchange rate fluctuations. Such exchange rate risk primarily
arises from transactions made in foreign exchange and reinstatement risks arising from recognised assets & liabilities. Such transactions are primarily
undertaken in US Dollar and Euro. Considering the insignificant value, foreign currency risks is assessed to be immaterial. As the transactions undertaken
by the company are in smaller denominations taking forward cover for each transaction is not economically feasible.
The carrying amount of foreign currency denominated financial asset is as follows : (` in Lakhs)

Financial Asset As at 31st March 2023 As at 31st March 2022

USD 9.87 9.10
EURO – 7.19
Total 9.87 16.28

As there are no large exposures, sensitivity analysis has not been provided.
c) Liquidity risk
The Company manages its liquidity risk by ensuring that it will always have sufficient liquidity to meet its liabilities when due. The company maintains
adequate committed credit lines with the banks.
The table below provides details regarding the remaining contractual maturities of significant financial liabilities at the reporting date. (` in Lakhs)

Particulars As at 31st March, 2023

Contractual Cashflows*
Carrying Less than 3 More than 3 More than 6 More than 1 Beyond 3 Total
value months months upto months upto year upto 3 year
6 months 1 year years
Trade Payables 244.76 59.62 185.14 – – – 244.76
Other Financial Liabilities 180.48 158.98 – 20.15 1.36 – 180.48
425.24 218.60 185.14 20.15 1.36 – 425.24

Particulars As at 31st March, 2022

Contractual Cashflows*
Carrying Less than 3 More than 3 More than 6 More than 1 Beyond 3 Total
value months months upto months upto year upto 3 year
6 months 1 year years
Trade Payables 152.74 59.84 92.90 – – – 152.74
Other Financial Liabilities 139.25 122.09 – 15.95 1.21 – 139.25
291.99 181.93 92.90 15.95 1.21 – 291.99
* The table has been drawn up based on undiscounted cash flows of financial liabilities based on the earliest date on which the Company can be required
to pay.
The Cash credit facility is not included in the above as the same is revolving in nature. Preference share has also not been included being part of the
capital structure management of the Company.
d) Credit risk
Credit risk is the risk that counterparty will not meet its obligations.
Trade receivables are initially recognized at fair value plus any directly attributable transaction costs. The net carrying value of trade receivables is not
significantly different from their carrying values due to the short - term duration of trade receivables.
Generally, terms of trade are 75% to 90% advance and balance 10% to 25% is paid by customers post installation of machine. Wherever required credit
terms for customers are determined based on the terms of the trade, market scenario, general economic scenario and industry practice, which can be for
a specific credit requirement. Concentrations of credit risk with respect to trade receivables are limited to period end sales against post-dated cheques,
where extended. Credit limits extension are monitored by the Executive Committee and necessary steps are taken for monitoring, as required.
Our historical experience of collecting receivables, supported by the level of default, is that credit risk is low and so trade receivables are considered to
be a single class of financial assets.
All Customer balances which are overdue for more than 180 days are evaluated for provision and considered for impairment on an individual basis. The
Company has used practical expedient in computing allowance for doubtful receivables based on the ageing of the customer’s balances, specific credit
circumstances and Company’s historical bad receivable experience and forward looking information. Write offs are made with the approval of the Board
of Directors.
The Company has assessed the possibility of enhanced credit risk on account of COVID – 19 pandemic and has concluded that the provision carried are
adequate since the exposure of the Company is largely limited to customers in fast moving consumer goods, pharma etc.
The movement of expected loss provision (allowance for bad and doubtful receivable) made by the company are as under: (` in Lakhs)

Particulars Expected Loss Provision

As at 31st March, 2023 As at 31st March, 2022
Opening Balance 28.03 24.95
Add: Provision made 0.66 3.08
Less: Utilisation for impairment/de-recognition – –
Closing Balance 28.69 28.03

473
 wimco limited

Notes to the statement of financial statement for the year ended 31st March, 2023 (Contd.)
4. Fair value measurement
Fair value hierarchy
Fair value of the financial instruments is classified in various fair value hierarchies based on the following three levels:
Level 1: Quoted prices (unadjusted) in active market for identical assets or liabilities.
Level 2: Inputs other than quoted price included within level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e.
derived from prices).
The fair value of financial instruments that are not traded in an active market is determined using market approach and valuation techniques which maximize
the use of observable market data and rely as little as possible on entity-specific estimates. If significant inputs required to fair value an instrument are
observable, the instrument is included in Level 2.
Level 3: Inputs for the assets or liabilities that are not based on observable market data (unobservable inputs).
If one or more of the significant inputs is not based on observable market data, the fair value is determined using generally accepted pricing models based
on a discounted cash flow analysis, with the most significant inputs being the discount rate that reflects the credit risk of counterparty.
The fair value of trade receivables and payables and other current financial liabilities is considered to be equal to the carrying amounts of these items due to
their short – term nature.
There has been no change in the fair valuation methodology as compared to previous year.
The following table presents the fair value hierarchy of assets and liabilities measured at fair value on a recurring basis. (` in Lakhs)
Particulars Fair Value Hierarchy (Level) As at 31st March, 2023 As at 31st March, 2022
A. Financial assets
Measured at Fair Value Through Profit or loss
Investment in Mutual Funds 1 100.21 200.07
Total financial assets 100.21 200.07
B. Financial liabilities
Measured at amortised cost
Borrowings 2 500.00 500.00
Other Financial liabilities* 3 1.10 0.94
Total financial liabilities 501.10 500.94
* Represents Fair value of Non-Current Financial Instruments
24. Additional Notes to the Financial Statements
(i) Micro, Small and Medium scale business entities:
There are no Micro, Small and Medium Enterprises, to whom the Company owes dues, which are outstanding for more than 45 days during the year and as
at March 31, 2023 and March 31, 2022. This information as required to be disclosed under the Micro, Small and Medium Enterprise Development Act, 2006,
has been determined to the extent such parties have been identified on the basis of information available with the Company.
(ii) The eligible employee(s) of the Company, including employee(s) deputed from ITC Limited, the Holding Company (ITC), have been granted:
- stock options by ITC under the ITC Employee Stock Option Schemes (ITC ESOS) in earlier years and
- stock appreciation units (SARs) under the ITC Employee Cash Settled Stock Appreciation Linked Reward Plan (ITC ESAR) in earlier years in accordance
with the terms and conditions of such schemes, details of which are as under:
ITC ESOS: Each Option entitles the holder thereof to apply for and be allotted ten ordinary shares of Rs. 1.00 each of ITC upon payment of the exercise price
during the exercise period. These options vest over a period of three years from the date of grant and are exercisable within a period of five years from the
date of vesting.
ITC ESAR: Under the ITC ESAR Plan, eligible employees would receive cash linked to appreciation in the value of the shares of ITC in accordance with the
terms and conditions of this Plan. The SARs vest over a period of five years from the date of grant and entitles each ESAR grantee to the appreciation for the
total number of ESAR Units vested.
The cost of stock options granted under ITC ESOS / SARs granted under ITC ESAR have been recognized as equity settled / cash settled share based payments
respectively in accordance with Ind AS 102 – Share Based Payment. In terms of said deputation arrangement, the Company has accounted for the cost of the
fair value of options / stock appreciation units granted to the deputed employees on-charge by ITC. The fair value of the options / SARs granted is determined,
using the Black Scholes Option Pricing model, by ITC for all the grantees covered under ITC ESOS / ITC ESAR as a whole
The summary of movement of such options granted by ITC and status of the outstanding options is as under:

Particulars As at 31st March, 2023 As at 31st March, 2022

No. of Options No. of Options
Outstanding at the beginning of the year 9488 11,963
Add: Corporate Action: Bonus Issue by ITC – –
Add: Granted during the year – –
Less: Lapsed during the year – 2,475
Add / (Less): Movement due to transfer of employees within group – –
Less: Exercised during the year 6764 –
Outstanding at the end of the year 2724 9,488
Options exercisable at the end of the year 2724 9,488
Note :
The weighted average exercise price of the options granted to all Optionees under the ITC ESOS is computed by ITC as a whole.
In accordance with Ind AS 102, an amount of ` NIL lakhs (2022: `NIL lakhs) towards ITC ESOS and ` 7.77 lakhs (2022 : ` 0.70 lakhs) towards ITC ESAR has
been recognized as employee benefits expense (Refer Note 16). Such charge has been recognised as employee benefits expense and has been considered
as capital contribution by ITC Limited, net of reimbursements, if any. Liability recognised for payments towards ITC ESAR is presented under note 11 of the
financial statements. Out of the above, ` 7.77 Lakhs (2022 - ` 0.70 Lacs) is attributable to the Chief Financial Officer of the Company.
(iii) Defined Benefit Plans / Long Term Compensated Absences - As per Actuarial Valuations as on March 31, 2023 and recognized in the financial statements in
respect of Employee Benefit Schemes:
Description of Plans :
In respect of Gratuity, the Company makes contributions to defined benefit scheme for qualifying employees, in a group-cum-life assurance cash accumulation
policy offered by LIC. The liabilities arising in the defined benefit scheme are determined in accordance with the advice of independent, professionally
qualified actuaries, using the projected unit credit method. Additional funding requirements are based on actuarial measurement.

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Notes to the statement of financial statement for the year ended 31st March, 2023 (Contd.)
The employees of the Company are also entitled to compensated leave for which the Company records the liability based on actuarial valuation computed
under projected unit credit method. These benefits are unfunded.
Risk Management :
The defined benefit plans expose the Company to actuarial deficit arising out of investment risk, interest rate risk, salary cost inflation risk. These plans are not
exposed to any unusual, entity specific or scheme specific risks but there are general risks. The Scheme’s accounting liabilities are calculated using a discount
rate set with reference to the Government security yields. A decrease in yields will increase the fund liabilities, leading to accounting deficit in the funds.
However, this may be partially offset by an increase in capital value of the Scheme assets that have similar characteristics. Increase in salary due to adverse
inflationary pressures might lead to higher liabilities. To manage the risk, gratuity scheme has been funded by a policy offered by Life Insurance Corporation
of India.
We understand that LICs overall portfolio of assets is well diversified and as such the long term return on the policy is expected to be higher than the rate of
return on Central Government Bonds
(` in Lakhs)
For the year ended 31st For the year ended 31st
March, 2023 March, 2022
Gratuity Leave Gratuity Leave
Encashment Encashment
I – Recognised in Profit or Loss
1 Current Service Cost 0.67 0.23 1.97 0.72
2 Past Service Cost – – – –
3 Net Interest Cost (2.99) 0.47 (1.91) 0.43
4 Total expense recognised in the Statement of Profit and Loss (2.32) 0.70 0.06 1.15
– Re-measurements recognised in Other Comprehensive Income
5 (Return) on plan assets (excluding amounts included in Net interest cost) 9.19 – (14.30) –
6 Effect of changes in demographic assumptions – – – –
7 Effect of changes in financial assumptions (0.58) (0.16) (1.08) (0.24)
8 Changes in asset ceiling (excluding interest income) – – – –
9 Effect of experience adjustments (15.92) (4.03) 2.55 2.11
10 Total re-measurements included in OCI (7.31) (4.19) (12.83) 1.87
Total defined benefit cost recognised in Profit and Loss and Other Comprehensive
11 (9.63) (3.49) (12.77) 3.02
Income (4+10)*

II For the year ended 31st March, 2023 For the year ended 31st March, 2022
Gratuity Leave Encashment Gratuity Leave Encashment
1 Present Value of Defined Benefit Obligation 8.25 2.51 42.47 7.67
2 Fair Value of Plan Assets 55.24 – 79.83 –
3 Status [Surplus/(Deficit)] * 46.99 (2.51) 37.36 (7.67)
4 Net Asset/(Liability) recognised in Balance Sheet As at 31st March, 2023 As at 31st March, 2022
Current Non Current Current Non Current
- Gratuity – – – –
- Leave Encashment (0.19) (2.32) (1.10) (6.57)
* The excess of plan assets over present value of defined benefit obligation for Gratuity has not been recognized since the Company does not have an
unconditional right of refund over the excess plan assets. Consequently no defined benefit cost recognised in Profit and Loss and Other Comprehensive
Income for Gratuity.

For the year ended 31st March, 2023 For the year ended 31st March, 2022
Gratuity Leave Encashment Gratuity Leave Encashment
III Change in Defined Benefit Obligations (DBO)
1 Present Value of DBO at the beginning of the year 42.47 7.67 56.25 9.01
2 Current Service Cost 0.67 0.23 1.97 0.72
3 Interest Cost 2.17 0.47 2.89 0.43
4 Others (0.33) – (0.49) –
5 Remeasurement gains / (losses):
Effect of changes in demographic assumptions – – – –
Effect of changes in financial assumptions (0.58) (0.16) (1.08) (0.24)
Changes in asset ceiling (excluding interest income) – – – –
Effect of experience adjustments (15.92) (4.03) 2.55 2.11
6 Curtailment Cost / (Credit) – – – –
7 Settlement Cost / (Credits) – – – –
8 Liabilities assumed in business combination – – – –
9 Exchange difference on foreign plans – – – –
10 Benefits Paid (20.24) (1.66) (19.61) (4.36)
11 Present Value of DBO at the end of the year 8.25 2.51 42.47 7.67

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Notes to the statement of financial statement for the year ended 31st March, 2023 (Contd.)

IV Best Estimate of Employer’s Expected Contribution for the next year As at 31st March, 2023 As at 31st March, 2022
- Gratuity Nil Nil
- Leave Encashment NA NA

For the year ended 31st March, 2023 For the year ended 31st March, 2022
Gratuity Leave Encashment Gratuity Leave Encashment
V Change in Fair Value of Assets
1 Plan Assets at the beginning of the year 79.83 – 80.84 –
2 Asset acquired in Business Combination – – – –
3 Expected Return on Plan Assets 5.16 – 4.79 –
4 Remeasurement Gains/(Losses) on plan assets (9.19) – 14.30 –
5 Actual Company Contributions – – – –
6 Benefits Paid (20.24) – (19.61) –
Others (0.33) – (0.49) –
7 Plan Assets at the end of the year 55.24 – 79.83 –

VI Actuarial Assumptions As at 31st March, 2023 As at 31st March, 2022

Discount Rate (%) Discount Rate (%)
1 Gratuity 7.50% 6.75%
2 Leave Encashment 7.50% 6.75%
The estimates of future salary increases, considered in actuarial valuations take account of inflation, seniority, promotion and other
relevant factors such as supply and demand factors in the employment market.

VII In the absence of detailed information regarding plan assets which is funded with Insurance Companies, the composition of each major category of plan
assets, the percentage or amount for each category to the fair value of plan assets has not been disclosed.

VIII Net Asset / (Liability) recognised in Balance Sheet (including As at 31st March, 2023 As at 31st March, 2022
experience adjustment impact)
Gratuity Leave Encashment Gratuity Leave Encashment
1 Present Value of Defined
Benefit Obligation 8.25 2.51 42.47 7.67
2 Fair Value of Plan Assets 55.24 – 79.83 –
3 Status [Surplus/(Deficit)] 46.99 (2.51) 37.36 (7.67)
4 Experience Adjustment of Plan Assets [Gain/(Loss)] – – – –
5 Experience Adjustment of obligation [(Gain)/Loss] (15.92) (4.03) 2.55 2.11
* The excess of plan assets over present value of defined benefit obligation for Gratuity has not been recognized since the Company does not have an unconditional
right of refund over the excess plan assets.

IX Sensitivity Analysis
The Sensitivity Analysis below has been determined based on reasonably possible change of the respective assumptions occurring at the end of the reporting
period, while holding all other assumptions constant. These sensitivities show the hypothetical impact of a change in each of the listed assumptions in
isolation. While each of these sensitivities holds all other assumptions constant, in practice such assumptions rarely change in isolation and the asset value
changes may offset the impact to some extent. For presenting the sensitivities, the present value of the Defined Benefit Obligation has been calculated using
the projected unit credit method at the end of the reporting period, which is the same as that applied in calculating the Defined Benefit Obligation presented
above.
(` in Lakhs)
DBO as at 31 March 2023 DBO as at 31 March 2022
1 Discount Rate + 100 basis points 9.79 62.61
2 Discount Rate - 100 basis points 11.88 68.23
3 Salary Increase Rate + 1% 12.01 68.66
4 Salary Increase Rate – 1% 9.71 62.16
(iv) Other Disclosures in respect of Gross Revenue from sale of products and services:
a) In terms of the nature of goods and services offered by the Company, the duration between rendering performance obligation and receipt of consideration
is, generally, short term in nature.
b) Advances received from customers which are outstanding on the reporting date are expected to be recognized as revenue within a period of one year.
(v) Contingent liabilities:
a) Claims against the Company not acknowledged as debts NIL (2022 - ` 20.01 Lakhs) including interest estimated to be NIL (2022 - ` 3.32 Lakhs) for GST
disputed by the Company.
(vi) The Shareholders of the Company on 21st March, 2020 had approved reduction of Issued, Subscribed and Paid-up Equity Share Capital of the Company from
` 18,84,60,000/- comprising 18,84,60,000 Equity Shares of ` 1/- each to ` 18,50,81,193/- comprising 18,50,81,193 Equity Shares of ` 1/- each, by way of
cancelling and extinguishing, in aggregate, 33,78,807 Equity Shares of ` 1/- each held by Shareholders other than the Promoter (i.e. Public Shareholders), in
lieu of payment not exceeding ` 1/- per share to such Shareholders. The said reduction of Equity Share Capital of the Company was confirmed by the National
Company Law Tribunal, Mumbai Bench, vide Order dated 9th April, 2021.

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 wimco limited

Notes to the statement of financial statement for the year ended 31st March, 2023 (Contd.)

Consequently, the company become a wholly owned subsidiary of ITC Limited with effect from 29th July, 2021, upon completion of necessary formalities under
section 66 of Companies Act, 2013.
(vii) The ageing of Trade Payable is as under: (` in Lakhs)

Outstanding for following period from due date

As at 31st March, 2023 Total
Not Due Unbilled Payable Less than 1 year 1-2 years 2-3 years More than 3 years
MSME – – – – – – –
Others 72.60 59.84 – – – – 132.44
Disputed Dues – MSME - – – – – – –
Disputed Dues – Others – – – – – – –
Sub Total 72.60 59.84 – – – – 132.44
Accrued Payables (not dues) – – – – – – –
MSME – – – – – – –
Others – – – – – – 20.31
Total – – – – – – 152.76
(` in Lakhs)
Outstanding for following period from due date
As at 31st March, 2022 Total
Not Due Unbilled Payable Less than 1 year 1-2 years 2-3 years More than 3 years
MSME – – – – – – –
Others 151.44 59.62 – – – – 211.06
Disputed Dues – MSME – – – – – – –
Disputed Dues – Others – – – – – – –
Sub Total 151.44 59.62 – – – – 211.06
Accrued Payables (not dues) – – – – – – –
MSME – – – – – – –
Others – – – – – – 33.70
Total – – – – – – 244.76

(viii) Ratios
The following are analytical ratios for the year ended March 31, 2022 and March 31,2021

Ratio Numerator Denominator 31st 31st

March March
2023 2022
Current Ratio Current Assets Current Liabilities 1.2 1.2
Debt Service Coverage Ratio Earnings for Debt Service Debt Service 1.4 0.2
Inventory Turnover Ratio Gross revenue from sales of products and services Average Inventory 6.2 7.3
Trade Receivables Turnover ratio Gross revenue from sales of products and services Average Trade Receivables 10.8 14.2
Trade Payables Turnover ratio Cost of goods sold + other expense + Non -Cash Average Trade Payables 5.8 4.7
Expenditure
Net Capital Turnover Ratio Gross revenue from sales of products and services Working Capital 11.1 10.9
Return on Capital employed PBIT Average Closing Capital Employed 34.7% 1.2%
Net Profit Ratio Net Profit Sales 1.4% #
Return on Investment Income from investment Time weighted average Investment 5.3% 3.4%
# #Not disclosed since negative
Debt-Equity Ratio and Return on Equity have not been disclosed as the same is negative in both the years.
Positive variance in Debt service coverage Ratio and Return on Capital Employed Ratio in FY 2022-23, is on account of higher sales.

(ix) Effect of amendments to Ind AS notified but not yet effective

The Ministry of Corporate Affairs (MCA) has issued the Companies (Indian Accounting Standards) (Amendment) Rules, 2023 on 31st March, 2023 amending:
Ind AS 1, ‘Presentation of Financial Statements’ - The amendments require companies to disclose their material accounting policies rather than their significant
accounting policies.
Ind AS 12 ‘Income Taxes’ - This amendment has narrowed the scope of the initial recognition exemption so that it does not apply to transactions that give rise to
equal and offsetting temporary differences. The amendments clarify how companies account for deferred tax on transactions such as leases.
Ind AS 8 ‘Accounting Policies, Changes in Accounting Estimates and Errors’ – This amendment has introduced a definition of ‘accounting estimates’ and included
amendments to help distinguish changes in accounting policies from changes in accounting estimates.

The same are applicable for financial statements pertaining to annual periods beginning on or after 1st April, 2023. The Company expects that there will be no
material impact on the financial statements resulting from the implementation of these amendments.

25. Use of Estimates and Judgements

The key estimates and assumptions used in the preparation of financial statements are set out below:
- The determination of Company’s liability towards defined benefit obligation to employees is made through independent actuarial valuation including
determination of amounts to be recognized in the income statement and in other comprehensive income. Such valuation depends upon assumptions
determined after taking into account inflation, seniority, promotion and other relevant factors such as supply and demand factors in the employment market.

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 wimco limited

Notes to the statement of financial statement for the year ended 31st March, 2023 (Contd.)

26. SIGNIFICANT ACCOUNTING POLICIES

a) Statement of Compliance
These financial statements have been prepared in accordance with Indian Accounting Standards (Ind AS) notified under section 133 of the Companies
Act, 2013. The financial statements have also been prepared in accordance with the relevant presentation requirements of the Companies Act, 2013. The
Company adopted Ind AS from 1st April, 2016.
b) Basis of Preparation
The financial statements are prepared in accordance with the historical cost convention, except for certain items that are measured at fair values, as explained
in the accounting policies below. The financial statements are presented in Indian Rupees (INR) which is also the Company’s functional currency. The financial
statements are presented in Rupees Lakhs.
Fair Value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the
measurement date, regardless of whether that price is directly observable or estimated using another valuation technique. In estimating the fair value of
an asset or a liability, the Company takes into account the characteristics of the asset or liability if market participants would take those characteristics into
account when pricing the asset or liability at the measurement date.
The preparation of financial statements in conformity with Ind AS requires management to make judgements, estimates and assumptions that affect the
application of the accounting policies and the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the
financial statements, and the reported amounts of revenues and expenses during the year. Actual results could differ from those estimates. The estimates and
underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if
the revision affects only that period; they are recognised in the period of the revision and future periods if the revision affects both current and future periods.
All assets and liabilities have been classified as current or non-current as per the Company’s normal operating cycle and other criteria set out in the Schedule
III to the Companies Act, 2013 and Ind AS 1 – Presentation of Financial Statements based on the nature of products and the time between the acquisition of
assets for processing and their realisation in cash and cash equivalents.
c) Going Concern Assumption
As at 31 March 2023, the net worth of the Company has been eroded due to accumulated losses / restructuring. The financial statements have been prepared
on a going concern basis taking into consideration the sale orders currently on hand, investments in mutual funds and bank balances which are considered
adequate to meet its obligations for the next 12 months from the Balance Sheet date.
d) Property, Plant & Equipment and Intangible Assets
Property, plant &equipment are stated at cost of acquisition or construction less accumulated depreciation and impairment, if any.
Cost is inclusive of inward freight, duties and taxes and incidental expenses related to acquisition. Subsequent costs are included in the asset’s carrying amount
only when it is probable that future economic benefits associated with the item will be realized. The carrying amount of a replaced part is derecognized. All
other repairs and maintenance are charged to the statement of Profit & Loss.
Software is capitalised where it is expected to provide future enduring economic benefits. Capitalisation costs include licence fees and costs of implementation/
system integration services. The costs are capitalised in the year in which the relevant software is implemented for use.
Depreciation or amortization of these assets commences when the assets are ready for their intended use. Depreciation or amortization is calculated in a
manner that amortises the cost of the assets less its residual value, over their useful lives as specified in Schedule II of the Companies Act, 2013 on a straight
line basis. Land is not depreciated.
Residual values and useful lives are reviewed, and are treated as changes in accounting estimates, at each balance sheet date.
e) Impairment of Assets
Impairment loss is provided, if any, to the extent, the carrying amount of assets exceed their recoverable amount.
Recoverable amount is higher of an asset’s net selling price and its value in use. Value in use is the present value of estimated future cash flows expected to
arise from the continuing use of an asset and from its disposal at the end of its useful life.
Impairment losses recognised in prior years are reversed when there is an indication that the impairment losses recognised no longer exist or have decreased.
Such reversals are recognised as an increase in carrying amount of assets to the extent that it does not exceed the carrying amounts that would have been
determined (net of amortisation or depreciation) had no impairment loss been recognised in previous years.
Changes in the expected useful life or the expected pattern of consumption of future economic benefits embodied in the asset are considered to modify the
amortisation period or method, as appropriate, and are treated as changes in accounting estimates.
f) Inventories
Inventories including work-in-progress are stated at lower of cost and net realisable value. The cost is calculated on weighted average method. Cost comprises
expenditure incurred in the normal course of business in bringing such inventories to its present location and condition and includes, where applicable,
appropriate overheads based on normal level of activity. Net realisable value is the estimated selling price less estimated costs for completion and sale.
Obsolete, slow moving and defective inventories are identified from time to time and, where necessary, a provision is made for such inventories.
g) Revenue from sale of products and services
Revenue is measured at the transaction price that the Company receives or expects to receive as consideration for goods supplied and services rendered, net
of returns and discounts to customers. Revenue from the sale of goods excludes Goods and Services Tax which are payable in respect of sale of goods and
services.
Revenue from the sale of goods and services is recognised when the Company performs its obligations to its customers and the amount of revenue can be
measured reliably and recovery of the consideration is probable. The timing of such recognition in case of sale of goods is when the control over the same is
transferred to the customer, which is mainly upon delivery and in case of services, in the period in which such services are rendered.
h) Trade Receivables
Trade receivables are initially measured at transaction value, which is the fair value and subsequently retained at cost less appropriate allowance for credit
losses as all receivables of the Company are current in nature. Where significant, non – current receivables are accounted for at amortised cost using effective
interest rate method less appropriate allowance for credit losses. Interest is accounted for on the basis of contractual terms, where applicable and is included
in interest income. Impairment losses are recognized in the profit or loss where there is an objective evidence that the Company will not be able to collect all
the due amounts.
i) Employee Benefits
The contributions in respect of defined benefit gratuity fund are made to Life Insurance Corporation (LIC) under its Group Gratuity Scheme. The accounting
charge for benefits under the defined benefit obligation is calculated by independent actuary using the projected unit credit method. Service costs and net
interest expense or income is reflected in the statement of profit and loss. Gain or Loss on account of re measurements are recognized immediately through
Other Comprehensive Income in the period in which they occur.

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 wimco limited

Notes to the statement of financial statement for the year ended 31st March, 2023 (Contd.)

The employees of the Company are entitled to compensated leave for which the Company records the liability based on actuarial valuation computed under
projected unit credit method. These benefits are unfunded. Service costs and net interest expense or income is reflected in the statement of profit and loss.
Gain or Loss on account of re measurements are recognized immediately through Other Comprehensive Income in the period in which they occur.
j) Employee Share Based Compensation
The cost of stock options and stock appreciation units granted by ITC Limited, the Holding Company, to its eligible employees including employees deputed
by holding company is recognized at fair value. These Schemes are in the nature of equity settled / cash settled share based compensation and are assessed,
managed / administered by the Holding Company.
In case of stock options, the fair value of stock options at the grant date is amortised on a straight line basis over the vesting period and cost recognized as
an employee benefit expenses in the Statement of Profit and Loss with corresponding credit in equity.
In case of stock appreciation units, the fair value of stock appreciation units at the grant date is initially recognised and remeasured at each reporting date,
until settled, and cost recognized as an employee benefits expenses in the Statement of Profit and Loss with a corresponding increase in other financial
liabilities
k) Foreign Currency Transactions
The Company account for transactions in foreign currency at the exchange rate prevailing on the date of transactions. Gains/Losses arising on settlement of
such transactions as also the translation of monetary items at period ends due to fluctuations in the exchange rates are recognized in the Statement of Profit
and Loss. Monetary assets and liabilities denominated in foreign currencies as at the balance sheet date are translated at the closing exchange rates on that
date; the resultant exchange differences are recognized in the statement of profit and loss.
l) Financial instruments
Financial assets and financial liabilities are recognised when the Company becomes a party to the contractual provisions of the relevant instrument and are
initially measured at fair value except for trade receivables that do not contain a significant financing component, which are measured at transaction price.
Transaction costs that are directly attributable to the acquisition or issue of financial assets and financial liabilities (other than financial assets and financial
liabilities measured at fair value through profit or loss) are added to or deducted from the fair value on initial recognition of financial assets or financial
liabilities. Purchase or sale of financial assets that require delivery of assets within a time frame established by regulation or convention in the market place
(regular way trades) are recognised on the trade date, i.e., the date when the Company commits to purchase or sell the asset.
Recognition: Financial assets include investments, Trade receivable, Advances, Security Deposits, Cash & Cash equivalents. Such assets are initially recognised
at transaction price when the Company becomes party to contractual obligations. The transaction price includes transaction costs unless the assets is being
fair valued through the statement of Profit and Loss.
Classification: Management determines the classification of an asset at initial recognition depending on the purpose of which the assets were acquired. The
subsequent measurement of financial assets depends on such classification.
Financial assets
Recognition: Financial assets include Investments, Trade Receivables, Advances, Security Deposits, Cash and Cash equivalents. Such assets are initially
recognised at fair value or transaction price, as applicable, when the Company becomes party to contractual obligations. The transaction price includes
transaction costs unless the asset is being fair valued through the Statement of Profit and Loss.
Classification: Management determines the classification of an asset at initial recognition depending on the purpose for which the assets were acquired. The
subsequent measurement of financial assets depends on such classification.
Financial Liabilities
Borrowings, trade payables and other financial liabilities are initially recognised at fair value and are subsequently measured at amortised cost. Any discount
or premium on redemption / settlement is recognised in the Statement of Profit and Loss as finance cost over the life of the liability using the effective interest
method and adjusted to the liability figure disclosed in the Balance Sheet.
Financial liabilities are derecognised when the liability is extinguished, that is, when the contractual obligation is discharged, cancelled or on expiry.
Offsetting Financial Instruments
Financial assets and liabilities are offset and the net amount is included in the Balance Sheet where there is a legally enforceable right to offset the recognised
amounts and there is an intention to settle on a net basis or realise the asset and settle the liability simultaneously
m) Earnings per Share (EPS)
Basic earnings per share is computed by dividing the net profit for the period attributable to the equity shareholders by the weighted average number
of equity shares outstanding during the reporting period. Diluted EPS is computed by dividing the net profit for the period attributable to the equity
shareholders by the weighted average number of equity and equivalent dilutive equity shares outstanding during the period, except where the results would
be anti-dilutive.
n) Taxes on Income
To provide current tax in the statement of profit and loss as the amount of tax payable in respect of taxable income for the period using tax rates enacted or
substantively enacted during the period, together with any adjustment to tax payable in respect of previous years. Income tax, in so far as it relates to items
disclosed under Other Comprehensive Income are disclosed separately under Other Comprehensive Income.
Deferred tax is provided using the balance sheet approach, providing for temporary differences between the carrying amounts of assets and liabilities for
financial reporting purposes and the amounts used for taxation purposes. At each balance sheet date the Company re-assesses unrecognised deferred tax
assets. It recognizes, unrecognised deferred tax assets to the extent that it has become reasonably certain, as the case may be, that sufficient future taxable
income will be available against which such deferred tax assets can be realised.

For and on behalf of the Board

D. ashok SAMIR V LIMAYE
Chairman Wholetime Director
DIN : 02009735 DIN : 01757813
Place : Kolkata Place : Ambernath
Date : 28th April, 2023 Date : 28th April, 2023

S K SIPANI SHARAD MUNDRA

Company Secretary Chief Financial Officer
Place : Chennai Place : Chennai
Date : 28th April, 2023 Date : 28th April, 2023

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 PRAG AGRO FARM limited

REPORT OF THE BOARD OF DIRECTORS FOR THE FINANCIAL YEAR

ENDED 31ST MARCH, 2023
1. Your Directors submit their Report for the financial year ended 31st to operations, financials and compliances arising out of the overall
March, 2023. strategy of the Company.
2. COMPANY PERFORMANCE Annual update is provided to the Board on the effectiveness of the
The operations of the Company during the year continued to Company’s risk management systems and policies.
be adversely impacted pursuant to the Order of the Hon’ble High 10. INTERNAL FINANCIAL CONTROLS
Court of Uttarakhand at Nainital in February, 2014 dismissing the
writ petition filed by the Company against the Order of the District Your Company has in place adequate internal financial controls with
Magistrate authorising State authorities to take possession of the land respect to the financial statements, commensurate with its size and
leased to the Company. The appeal filed by the Company against the scale of operations.
aforesaid Order was admitted in April, 2014 and the matter is pending During the year under review, the internal financial controls in the
before the Hon’ble High Court. Company with respect to the financial statements were tested and
During the year under review, the Company recorded Total Income no material weakness in the design or operation of such controls
of ` 10.64 lakhs (previous year: ` 9.35 lakhs) and the Net Loss of the was observed. Nonetheless, your Company recognises that any
Company was ` 5.24 lakhs (previous year: ` 4.60 lakhs). internal financial control framework, no matter how well designed,
3. DIVIDEND has inherent limitations and accordingly, regular audit and review
In view of the losses incurred, your Directors are unable to recommend processes ensure that such systems are reinforced on an ongoing
any dividend for the year under review. basis.
4. DIRECTORS 11. PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS
(a) Changes in Directors during the year During the year ended 31st March, 2023, the Company has neither
During the year under review, there was no change in the given any loan or guarantee nor has made any investment under
composition of the Board of Directors of your Company (‘Board’). Section 186 of the Act.
(b) Retirement by Rotation 12. RELATED PARTY TRANSACTIONS
In accordance with the provisions of Section 152 of the During the year under review, the Related Party Transactions (RPTs)
Companies Act, 2013 (‘the Act’) read with Articles 100, 101 and entered into by your Company were in the ordinary course of business
102 of the Articles of Association of the Company, Mr. Sib Sankar and on arm’s length basis.
Bandyopadhyay (DIN: 08016972), Director, will retire by rotation
The details of material RPTs of the Company in the prescribed Form
at the ensuing Annual General Meeting (‘AGM’) of the Company,
No. AOC-2 are enclosed under Annexure 1 to this Report.
and being eligible, offers himself for re-election. Your Board has
recommended his re-election. 13. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE
5. BOARD MEETINGS REGULATORS / COURTS / TRIBUNALS

Four meetings of the Board were held during the year ended 31st During the year under review, no significant or material orders were
March, 2023. passed by the Regulators / Courts / Tribunals impacting the going
6. DIRECTORS’ RESPONSIBILITY STATEMENT concern status of the Company and its future operations.

As required under Section 134 of the Act, your Directors confirm 14. COST RECORDS
having: The Company is not required to maintain cost records in terms of
i) followed in the preparation of the Annual Accounts, the applicable Section 148 of the Act read with the Companies (Cost Records and
Accounting Standards with proper explanation relating to Audit) Rules, 2014.
material departures, if any; 15. STATUTORY AUDITORS
ii) selected such accounting policies and applied them consistently Messrs. Deloitte Haskins & Sells, Chartered Accountants (‘DHS’), were
and made judgments and estimates that are reasonable and
appointed as the Auditors of your Company at the 22nd AGM held
prudent so as to give a true and fair view of the state of affairs of
on 21st June, 2019 to hold such office till the conclusion of the 27th
the Company at the end of the financial year and of the loss of the
AGM (up to financial year 2023-24). Pursuant to Section 142 of the
Company for that period;
Act, the Board has recommended for the approval of the Members,
iii) taken proper and sufficient care for the maintenance of adequate
remuneration of DHS for the financial year 2023-24. Appropriate
accounting records in accordance with the provisions of the Act
resolution in respect of the same is being placed for your approval at
for safeguarding the assets of your Company and for preventing
the ensuing AGM of the Company.
and detecting fraud and other irregularities;
iv) prepared the Annual Accounts on a going concern basis; and There is no qualification, reservation, adverse remark or disclaimer
given by the Auditors in their Report on the financial statements of
v) devised proper systems to ensure compliance with the provisions
the Company.
of all applicable laws and that such systems are adequate and
operating effectively. 16. COMPLIANCE WITH SECRETARIAL STANDARDS
7. SUBSIDIARIES, ASSOCIATES AND JOINT VENTURES The Company is in compliance with the applicable Secretarial
The Company does not have any subsidiary, associate or joint venture. Standards issued by the Institute of Company Secretaries of India and
approved by the Central Government under Section 118 of the Act.
8. PARTICULARS OF EMPLOYEES
17. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION,
The requirements of Rule 5(2) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 are not applicable FOREIGN EXCHANGE EARNINGS AND OUTGO
to the Company. Considering the nature of business of your Company, no comment is
The requirement relating to constitution of Internal Complaints required on conservation of energy and technology absorption.
Committee in terms of the Sexual Harassment of Women at Workplace There has been no foreign exchange earnings or outgo during the
(Prevention, Prohibition and Redressal) Act, 2013 is also not applicable year under review.
to the Company. On behalf of the Board
9. RISK MANAGEMENT S. S. Bandyopadhyay Director
The Company’s risk management framework, designed to bring Dated: 4th May, 2023 S. K. Pandey Director
robustness to the risk management processes, addresses risks intrinsic

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Annexure 1 to the Report of the Board of Directors for the financial year ended 31st March, 2023
FORM NO. AOC-2
[Pursuant to Section 134(3)(h) of the Companies Act, 2013 and Rule 8(2) of the Companies (Accounts) Rules, 2014]
Form for disclosure of particulars of contracts / arrangements entered into by the Company with related parties referred to in sub-section (1) of
Section 188 of the Companies Act, 2013 including certain arm’s length transactions under third proviso thereto
1. Details of contracts or arrangements or transactions not at arm’s length basis
a) Name(s) of the related party and nature of relationship
b) Nature of contracts / arrangements / transactions
c) Duration of the contracts / arrangements / transactions
d) Salient terms of the contracts or arrangements or transactions including the value, if any
NIL
e) Justification for entering into such contracts or arrangements or transactions
f) Date(s) of approval by the Board
g) Amount paid as advances, if any
h) Date on which the special resolution was passed in general meeting as required under first proviso to Section 188

2. Details of material contracts or arrangement or transactions at arm’s length basis

a) Name(s) of the related party and nature of relationship ITC Limited, the Holding Company (ITC)
b) Nature of contracts / arrangements / transactions Purchase of goods
c) Duration of the contracts / arrangements / transactions N.A.
d) Salient terms of the contracts or arrangements or transactions including the value, if any Purchase of Saplings from ITC
Value of the transaction during the year -
` 3 lakhs
e) Date(s) of approval by the Board, if any 6th January, 2023
f) Amount paid as advances, if any Nil

Dated : 4th May, 2023

On behalf of the Board
S. S. Bandyopadhyay Director
S. K. Pandey Director

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 PRAG AGRO FARM limited

INDEPENDENT AUDITOR’S REPORT or error, and to issue an auditor’s report that includes our opinion. Reasonable
TO THE MEMBERS OF PRAG AGRO FARM LIMITED assurance is a high level of assurance, but is not a guarantee that an audit
Report on the Audit of the Financial Statements conducted in accordance with SAs will always detect a material misstatement
when it exists. Misstatements can arise from fraud or error and are considered
Opinion
material if, individually or in the aggregate, they could reasonably be expected
We have audited the accompanying financial statements of Prag Agro Farm to influence the economic decisions of users taken on the basis of these financial
Limited (the “Company”), which comprise the Balance Sheet as at March 31, statements.
2023, and the Statement of Profit and Loss including Other Comprehensive
Income, the Cash Flow Statement and the Statement of Changes in Equity for As part of an audit in accordance with SAs, we exercise professional judgment
the year then ended, and a summary of significant accounting policies and and maintain professional skepticism throughout the audit. We also:
other explanatory information. • Identify and assess the risks of material misstatement of the financial
In our opinion and to the best of our information and according to the statements, whether due to fraud or error, design and perform audit
explanations given to us, the aforesaid financial statements give the information procedures responsive to those risks, and obtain audit evidence that is
required by the Companies Act, 2013 (the “Act”) in the manner so required sufficient and appropriate to provide a basis for our opinion. The risk of not
and give a true and fair view in conformity with the Indian Accounting detecting a material misstatement resulting from fraud is higher than for
Standards prescribed under section 133 of the Act read with the Companies one resulting from error, as fraud may involve collusion, forgery, intentional
(Indian Accounting Standards) Rules, 2015, as amended, (“Ind AS”) and other omissions, misrepresentations, or the override of internal control.
accounting principles generally accepted in India, of the state of affairs of the • Obtain an understanding of internal financial control relevant to the
Company as at 31 March 2023, and its loss, total comprehensive loss, its cash audit in order to design audit procedures that are appropriate in the
flows and the changes in equity for the year ended on that date. circumstances. Under section 143(3)(i) of the Act, we are also responsible
Basis for Opinion for expressing our opinion on whether the Company has adequate internal
financial controls system in place and the operating effectiveness of such
We conducted our audit of the financial statements in accordance with the controls.
Standards on Auditing specified under section 143(10) of the Act (SAs). Our
responsibilities under those Standards are further described in the Auditor’s • Evaluate the appropriateness of accounting policies used and the
Responsibility for the Audit of the Financial Statements section of our report. We reasonableness of accounting estimates and related disclosures made by
are independent of the Company in accordance with the Code of Ethics issued the management.
by the Institute of Chartered Accountants of India (ICAI) together with the • Conclude on the appropriateness of management’s use of the going
ethical requirements that are relevant to our audit of the financial statements concern basis of accounting and, based on the audit evidence obtained,
under the provisions of the Act and the Rules made thereunder, and we have whether a material uncertainty exists related to events or conditions that
fulfilled our other ethical responsibilities in accordance with these requirements may cast significant doubt on the Company’s ability to continue as a going
and the ICAI’s Code of Ethics. We believe that the audit evidence obtained by concern. If we conclude that a material uncertainty exists, we are required
us is sufficient and appropriate to provide a basis for our audit opinion on the to draw attention in our auditor’s report to the related disclosures in the
financial statements. financial statements or, if such disclosures are inadequate, to modify our
Information Other than the Financial Statements and Auditor’s Report opinion. Our conclusions are based on the audit evidence obtained up to
Thereon the date of our auditor’s report. However, future events or conditions may
cause the Company to cease to continue as a going concern.
• The Company’s Board of Directors is responsible for the other information.
The other information comprises the Board’s report but does not include • Evaluate the overall presentation, structure and content of the financial
the financial statements and our auditor’s report thereon. The Board’s statements, including the disclosures, and whether the financial statements
report is expected to be made available to us after the date of this auditor’s represent the underlying transactions and events in a manner that achieves
report. fair presentation.
• Our opinion on the financial statements does not cover the other Materiality is the magnitude of misstatements in the financial statements that,
information and we will not express any form of assurance conclusion individually or in aggregate, makes it probable that the economic decisions of a
thereon. reasonably knowledgeable user of the financial statements may be influenced.
We consider quantitative materiality and qualitative factors in (i) planning the
• In connection with our audit of the financial statements, our responsibility scope of our audit work and in evaluating the results of our work; and (ii) to
is to read the other information identified above when it becomes evaluate the effect of any identified misstatements in the financial statements.
available, in doing so, consider whether the other information is materially
inconsistent with the financial statements, or our knowledge obtained We also provide those charged with governance with a statement that we
during the course of our audit or otherwise appears to be materially have complied with relevant ethical requirements regarding independence,
misstated. and to communicate with them all relationships and other matters that may
reasonably be thought to bear on our independence, and where applicable,
• If, based on the work we have performed on the other information that we related safeguards.
obtained prior to the date of this auditor’s report, we conclude that there is
a material misstatement of this other information, we are required to report Report on Other Legal and Regulatory Requirements
that fact. We have nothing to report in this regard. 1. As required by Section 143(3) of the Act, based on our we report that:
• When we read the Board’s report, if we conclude that there is a material a) We have sought and obtained all the information and explanations
misstatement therein, we are required to communicate the matter to which to the best of our knowledge and belief were necessary for the
those charged with governance as required under SA 720 ‘The Auditor’s purposes of our audit.
responsibilities Relating to Other Information’. b) In our opinion, proper books of account as required by law have been
Responsibilities of Management and Those Charged with Governance for kept by the Company so far as it appears from our examination of
the Financial Statements those books.
The Company’s Board of Directors is responsible for the matters stated in section c) The Balance Sheet, the Statement of Profit and Loss including Other
134(5) of the Act with respect to the preparation of these financial statements Comprehensive Loss, the Cash Flow Statement and Statement of
that give a true and fair view of the financial position, financial performance Changes in Equity dealt with by this Report are in agreement with the
including other comprehensive income, cash flows and changes in equity of relevant books of account.
the Company in accordance with the Ind AS and other accounting principles d) In our opinion, the aforesaid financial statements comply with the Ind
generally accepted in India. This responsibility also includes maintenance of AS specified under Section 133 of the Act.
adequate accounting records in accordance with the provisions of the Act for
safeguarding the assets of the Company and for preventing and detecting frauds e) On the basis of the written representations received from the directors
and other irregularities; selection and application of appropriate accounting as on March 31, 2023 taken on record by the Board of Directors,
policies; making judgments and estimates that are reasonable and none of the directors is disqualified as on March 31, 2023 from being
prudent; and design, implementation and maintenance of adequate internal appointed as a director in terms of Section 164(2) of the Act.
financial controls, that were operating effectively for ensuring the accuracy f) With respect to the adequacy of the internal financial controls over
and completeness of the accounting records, relevant to the preparation and financial reporting of the Company and the operating effectiveness
presentation of the financial statement that give a true and fair view and are free of such controls, refer to our separate Report in “Annexure A”.
from material misstatement, whether due to fraud or error. Our report expresses an unmodified opinion on the adequacy and
In preparing the financial statements, management is responsible for operating effectiveness of the Company’s internal financial controls
assessing the Company’s ability to continue as a going concern, disclosing, over financial reporting.
as applicable, matters related to going concern and using the going concern g) With respect to the other matters to be included in the Auditor’s
basis of accounting unless the Board of Directors either intends to liquidate the Report in accordance with the requirements of section 197(16) of the
Company or to cease operations, or has no realistic alternative but to do so. Act, as amended, In our opinion and to the best of our information
The Company’s Board of Directors are also responsible for overseeing the and according to the explanations given to us, the Company has not
Company’s financial reporting process. paid any remuneration to its directors during the year.
Auditor’s Responsibility for the Audit of the Financial Statements h) With respect to the other matters to be included in the Auditor’s
Report in accordance with Rule 11 of the Companies (Audit and
Our objectives are to obtain reasonable assurance about whether the financial Auditors) Rules, 2014, as amended in our opinion and to the best of
statements as a whole are free from material misstatement, whether due to fraud our information and according to the explanations given to us:

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 PRAG AGRO FARM limited

i. The Company has disclosed the impact of pending litigations on its (c)Based on the audit procedures performed that have been considered
financial position in its financial statements. reasonable and appropriate in the circumstances, nothing has come
ii. The Company did not have any long-term contracts including to our notice that has caused us to believe that the representations
derivative contracts for which there were any material foreseeable under sub-clause (i) and (ii) of Rule 11(e), as provided under (a) and
losses. (b) above, contain any material misstatement.
iii. There were no amounts which were required to be transferred to the v. The Company has not declared or paid any dividend during the year
Investor Education and Protection Fund by the Company. and has not proposed final dividend for the year.
iv.a) The Management has represented that, to the best of it’s knowledge vi. Proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 for
and belief, no funds have been advanced or loaned or invested (either maintaining books of account using accounting software which has
from borrowed funds or share premium or any other sources or kind a feature of recording audit trail (edit log) facility is applicable to the
of funds) by the Company to or in any other person(s) or entity(ies), Company w.e.f. April 1, 2023, and accordingly, reporting under Rule
including foreign entities (“Intermediaries”), with the understanding, 11(g) of Companies (Audit and Auditors) Rules, 2014 is not applicable
whether recorded in writing or otherwise, that the Intermediary for the financial year ended March 31, 2023.
shall, directly or indirectly lend or invest in other persons or entities 2. As required by the Companies (Auditor’s Report) Order, 2020 (the “CARO”
identified in any manner whatsoever by or on behalf of the Company / the “Order”) issued by the Central Government in terms of Section
(“Ultimate Beneficiaries”) or provide any guarantee, security or the like 143(11) of the Act, we give in “Annexure B” a statement on the matters
on behalf of the Ultimate Beneficiaries. specified in paragraphs 3 and 4 of the Order.
b)The Management has represented, that, to the best of it’s knowledge For DELOITTE HASKINS & SELLS
and belief, no funds have been received by the Company from any Chartered Accountants
person(s) or entity(ies), including foreign entities (“Funding Parties”), (Firm’s Registration No. 3020092E)
with the understanding, whether recorded in writing or otherwise,
that the Company shall, directly or indirectly, lend or invest in other
Ananthi Amarnath
persons or entities identified in any manner whatsoever by or on
behalf of the Funding Party (“Ultimate Beneficiaries”) or provide any Partner
guarantee, security or the like on behalf of the Ultimate Beneficiaries. Place : Chennai (Membership No. 209252)
Date: May 4, 2023 UDIN: 23209252BGXMJO4895

ANNEXURE “A” TO THE INDEPENDENT AUDITOR’S REPORT We believe that the audit evidence we have obtained is sufficient and
(Referred to in paragraph 1(f) under ‘Report on Other Legal and Regulatory appropriate to provide a basis for our audit opinion on the Company’s internal
Requirements’ section of our report of even date) financial controls system over financial reporting.

Report on the Internal Financial Controls Over Financial Reporting under Meaning of Internal Financial Controls Over Financial Reporting
Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (“the A company’s internal financial control over financial reporting is a process
Act”) designed to provide reasonable assurance regarding the reliability of financial
We have audited the internal financial controls over financial reporting of Prag reporting and the preparation of financial statements for external purposes
Agro Farm Limited (the “Company”) as of March 31, 2023 in conjunction with in accordance with generally accepted accounting principles. A company’s
our audit of financial statements of the Company for the year ended on that internal financial control over financial reporting includes those policies and
date. procedures that (1) pertain to the maintenance of records that, in reasonable
Management’s Responsibility for Internal Financial Controls detail, accurately and fairly reflect the transactions and dispositions of the
assets of the company; (2) provide reasonable assurance that transactions
The Company’s management is responsible for establishing and maintaining
are recorded as necessary to permit preparation of financial statements in
internal controls based on the internal control over financial reporting criteria
accordance with generally accepted accounting principles, and that receipts
established by the company considering the essential components of internal
and expenditures of the company are being made only in accordance with
control stated in the Guidance Note on Audit of Internal Financial Controls Over
authorisations of management and directors of the company; and (3) provide
Financial Reporting issued by the Institute of Chartered Accountants of India.
reasonable assurance regarding prevention or timely detection of unauthorised
These responsibilities include the design, implementation and maintenance of
acquisition, use, or disposition of the company’s assets that could have a
adequate internal financial controls that were operating effectively for ensuring
material effect on the financial statements.
the orderly and efficient conduct of its business, including adherence to
company’s policies, the safeguarding of its assets, the prevention and detection Inherent Limitations of Internal Financial Controls Over Financial Reporting
of fraud and errors, the accuracy and completeness of the accounting records, Because of the inherent limitations of internal financial controls over financial
and the timely preparation of reliable financial information, as required under reporting, including the possibility of collusion or improper management
the Companies Act, 2013. override of controls, material misstatements due to error or fraud may occur
Auditor’s Responsibility and not be detected. Also, projections of any evaluation of the internal financial
Our responsibility is to express an opinion on the Company’s internal financial controls over financial reporting to future periods are subject to the risk that
controls over financial reporting based on our audit. We conducted our audit the internal financial control over financial reporting may become inadequate
in accordance with the Guidance Note on Audit of Internal Financial Controls because of changes in conditions, or that the degree of compliance with the
Over Financial Reporting (the “Guidance Note”) issued by the ICAI and the policies or procedures may deteriorate.
Standards on Auditing, issued by ICAI and deemed to be prescribed under Opinion
section 143(10) of the Companies Act, 2013, to the extent applicable to an
In our opinion, to the best of our information and according to the explanations
audit of internal financial controls, both issued by the Institute of Chartered
given to us, the Company has, in all material respects, an adequate internal
Accountants of India. Those Standards and the Guidance Note require that
financial controls system over financial reporting and such internal financial
I/we comply with ethical requirements and plan and perform the audit to
controls over financial reporting were operating effectively as at March 31,
obtain reasonable assurance about whether adequate internal financial controls
2023, based on criteria for internal control over financial reporting criteria
over financial reporting was established and maintained and if such controls
established by the Company considering the essential components of internal
operated effectively in all material respects.
control stated in the Guidance Note on Audit of Internal Financial Controls Over
Our audit involves performing procedures to obtain audit evidence about Financial Reporting issued by the Institute of Chartered Accountants of India.
the adequacy of the internal financial controls system over financial reporting
For DELOITTE HASKINS & SELLS
and their operating effectiveness. Our audit of internal financial controls over
Chartered Accountants
financial reporting included obtaining an understanding of internal financial (Firm’s Registration No. 3020092E)
controls over financial reporting, assessing the risk that a material weakness
exists, and testing and evaluating the design and operating effectiveness of Ananthi Amarnath
internal control based on the assessed risk. The procedures selected depend Partner
on the auditor’s judgement, including the assessment of the risks of material Place : Chennai (Membership No. 209252)
misstatement of the financial statements, whether due to fraud or error. Date: May 4, 2023 UDIN: 23209252BGXMJO4895

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 PRAG AGRO FARM limited

ANNEXURE “B” TO THE INDEPENDENT AUDITORS’ REPORT applicable.

(Referred to in paragraph 2 under ‘Report on Other Legal and Regulatory (e) The Company has not raised any loans during the year and hence reporting
Requirements’ section of our report of even date) on clause (ix)(e) of the Order is not applicable.
(f) The Company has not raised any loans during the year and hence reporting
In terms of the information and explanations sought by us and given by the Company
on clause (ix)(f) of the Order is not applicable.
and the books of account and records examined by us in the normal course of audit
(x) (a) The Company has not issued any of its securities (including debt
and to the best of our knowledge and belief, we state that:
instruments) during the year and hence reporting under clause (x)(a) of the
(i) (a) (A) The Company has maintained proper records showing full particulars, Order is not applicable.
including quantitative details and situation of Property, Plant and
(b) During the year the Company has not made any preferential allotment
Equipment.
or private placement of shares or convertible debentures (fully or partly
(B) The Company does not have any Intangible Assets. or optionally) and hence reporting under clause (x)(b) of the Order is not
(b) The Property, plant and equipment were physically verified during the applicable to the Company.
year by the Management in accordance with a regular programme of
(xi)(a) To the best of our knowledge, no fraud by the Company and no material
verification which, in our opinion, provides for physical verification of all
fraud on the Company has been noticed or reported during the year.
the fixed assets at reasonable intervals. According to the information and
(b) To the best of our knowledge, no report under sub-section (12) of Section
explanations given to us, no material discrepancies were noticed on such
143 of the Companies Act has been filed in Form ADT-4 as prescribed under
verification.
Rule 13 of Companies (Audit and Auditors) Rules, 2014 with the Central
(c) According to the information and explanations given to us and the records
Government, during the year.
examined by us, in respect of the immovable property of land that has been
(c) The Company is not required by statute to implement vigil mechanism
take on sub-lease, the physical possession of such land has been taken over
under Companies Act, hence reporting under clause (xi) (c) of the Order is
by the State Authorities during the year 2013-14, pursuant to an Order
not applicable.
by Hon’ble High Court of Uttarakhand (also refer Note 19 of the Ind AS
financial statements). As a matter of prudence, the cost of the land has been (xii) The Company is not a Nidhi Company and hence reporting under clause
fully provided for in the Ind AS financial statements. (xii) of the Order is not applicable.
(d) The Company has not revalued any of its property, plant and equipment (xiii) In our opinion, the Company is in compliance with Section 177 and 188 of
during the year. The Company does not have any intangible assets. the Companies Act, where applicable, for all transactions with the related
(e) No proceedings have been initiated during the year or are pending against parties and the details of related party transactions have been disclosed
the Company as at March 31, 2023 for holding any benami property under in the financial statements etc. as required by the applicable accounting
the Benami Transactions (Prohibition) Act, 1988 (as amended in 2016) and standards.
rules made thereunder. (xiv) In our opinion and based on our examination, the Company does not have
(ii) (a) The Company does not have any inventory and hence reporting under an internal audit system and is not required to have an internal audit system
clause (ii)(a) of the Order is not applicable. as per the provisions of the Companies Act 2013.
(b) According to the information and explanations given to us, at any point of (xv) In our opinion, during the year the Company has not entered into any
time of the year, the Company has not been sanctioned any working capital non-cash transactions with any of its directors or directors of it’s holding
facility from banks or financial institutions and hence reporting under clause company or persons connected with such directors and hence provisions
(ii)(b) of the Order is not applicable. of Section 192 of the Companies Act, 2013 are not applicable to the
(iii) The Company has not made any investments in, provided any guarantee or Company.
security, and granted any loans or advances in the nature of loans, secured (xvi)(a,b,c)The Company is not required to be registered under section 45-IA of the
or unsecured, to companies, firms, Limited Liability Partnerships or any Reserve Bank of India Act, 1934. Hence, reporting under clause (xvi)(a), (b)
other parties during the year, and hence reporting under clause (iii) of the and (c) of the Order are not applicable.
Order is not applicable. (d) As represented to us by the Management, the Group does not have any CIC
(iv) According to the information and explanation given to us, the Company as part of the group and accordingly reporting under clause (xvi)(d) of the
has not granted any loans, made investments or provided guarantees or Order is not applicable.
securities that are covered under the provisions of Section 185 or 186 of the (xvii) The Company has incurred cash losses amounting to Rs. 456.22 thousands
Companies Act, 2013, and hence reporting under clause (iv) of the Order is during the financial year covered by our audit and Rs. 417.15 thousands in
not applicable. the immediately preceding financial year.
(v) According to the information and explanation given to us, the Company (xviii) There has been no resignation of the statutory auditors of the Company
has not accepted any deposit or amounts which are deemed to be deposits. during the year.
There were no unclaimed deposits outstanding at the end of the year. (xix) On the basis of the financial ratios, ageing and expected dates of realization
Hence, reporting under clause (v) of the Order is not applicable. of financial assets and payment of financial liabilities, other information
(vi) Having regard to the nature of the Company’s business / activities, reporting accompanying the financial statements and our knowledge of the Board
under clause (vi) of the Order is not applicable. of Directors and Management plans and based on our examination of the
(vii) According to the information and explanations given to us, In respect of evidence supporting the assumptions, nothing has come to our attention,
statutory dues: which causes us to believe that any material uncertainty exists as on the
(a) Undisputed statutory dues, including Goods and Service tax, Provident date of the audit report indicating that Company is not capable of meeting
Fund, Employees’ State Insurance, Income-tax, and other material statutory its liabilities existing at the date of balance sheet as and when they fall due
dues applicable to the Company have generally been regularly deposited by within a period of one year from the balance sheet date. We, however, state
it with the appropriate authorities during the year. that this is not an assurance as to the future viability of the Company. We
There were no undisputed amounts payable in respect of Goods and Service further state that our reporting is based on the facts up to the date of the
Tax, Provident Fund, Employees State Insurance, Income-tax, cess and other audit report and we neither give any guarantee nor any assurance that all
material statutory dues in arrears as at March 31, 2023 for a period of more liabilities falling due within a period of one year from the balance sheet
than six months from the date they became payable. date, will get discharged by the Company as and when they fall due.
(b) There are no statutory dues referred in sub-clause (a) above which have not
(xx) The Company was not having net worth of rupees five hundred crore or
been deposited as on March 31, 2023 on account of disputes:
more, or turnover of rupees one thousand crore or more or a net profit of
(viii) According to the information and explanations given to us, there were no
rupees five crore or more during the immediately preceding financial year
transactions relating to previously unrecorded income that were surrendered
and hence, provisions of Section 135 of the Act are not applicable to the
or disclosed as income in the tax assessments under the Income Tax Act,
1961 (43 of 1961) during the year. Company during the year. Accordingly, reporting under clause (xx) of the
(ix)(a) The Company has not taken any loans or other borrowings from any lender. Order is not applicable for the year.
Hence reporting under clause (ix)(a) of the Order is not applicable to the (xxi) The Company does not prepare consolidated financial statement and hence
Company. clause (xxi) is not applicable.
(b) The Company has not been declared wilful defaulter by any bank or For DELOITTE HASKINS & SELLS
financial institution or Government or any Government authority. Chartered Accountants
(c) The Company has not taken any term loan during the year and there are (Firm’s Registration No. 3020092E)
no unutilised term loans at the beginning of the year and hence, reporting
under clause (ix)(c) of the Order is not applicable.
Ananthi Amarnath
(d) We report that the Company has neither taken any funds from any entity or
Partner
person during the year nor it had any unutilised funds as at the beginning
Place : Chennai (Membership No. 209252)
of the year of the funds raised through issue of shares or borrowings in the
previous year and hence, reporting under clause (ix)(d) of the Order is not
Date: May 4, 2023 UDIN: 23209252BGXMJO4895

484
 PRAG AGRO FARM limited

BALANCE SHEET AS AT 31ST MARCH, 2023

(All amounts are in thousands Indian Rupees unless otherwise stated)
Note As at As at
March 31st, March 31st,
2023 2022
(`) (` )
ASSETS
Non-current Assets
Property, Plant and Equipment 19 – –
Advance Tax and TDS Receivables [Net of Provisions of ` 131.53 thousands
(March 22 - ` 367.68 thousands) 27.73 861.99
Total Non-current Assets 27.73 861.99
Current Assets
Biological assets other than bearer plants 3 – –
Financial Assets
Cash and Cash Equivalents 4 8,345.37 8,263.76
Other Financial Assets 5 1,470.98 1,130.87
Total Current Assets 9,816.35 9,394.63
Total Assets 9,844.08 10,256.62
EQUITY AND LIABILITIES
Equity
Equity Share Capital 6 12,800.02 12,800.02
Other Equity 7 (3,480.77 ) (2,956.52 )
Total Equity 9,319.25
9,843.50
Liabilities
Current Liabilities
Financial Liabilities
Trade Payables 18
– total outstanding dues of micro enterprises and small enterprises – –
– total outstanding dues of creditors other than micro enterprises and small enterprises 511.47 350.58
Other Current Liabilities 8 13.36 62.54
Total Current Liabilities 524.83 413.12
Total Liabilities 524.83 413.12
Total Equity and Liabilities 9,844.08 10,256.62

See accompanying notes forming part of the Financial Statements

In terms of our report attached

For Deloitte Haskins & Sells For and on behalf of the Board of Directors
Chartered Accountants
(Firm’s Registration No. 302009E)
Ananthi Amarnath Suneel Pandey Sib Sankar Bandyopadhyay
Partner Director Director
Membership No. - 209252 DIN - 8017025 DIN - 8016972
Place: Chennai Place: Secunderabad
Date: 4th May, 2023 Date: 4th May, 2023

485
 PRAG AGRO FARM limited

STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED MARCH 31ST, 2023
(All amounts are in thousands Indian Rupees unless otherwise stated)
Note For the year ended For the year ended
March 31,2023 March 31,2022
(`) (`)
I Revenue from Operations 9 380.00 340.00
II Other Income 10 684.83 594.90
III Total Income (I+II)
1,064.83 934.90
IV EXPENSES:
Purchases of Stock-in-Trade 300.00 320.00
Other Expenses 11 1,221.05 1,032.05
Total Expenses (IV)
1,521.05 1,352.05
V Loss Before Tax (III-IV)
(456.22) (417.15 )
VI Tax Expense:
Current Tax 12(b) 68.03 42.47
Taxation of prior years (net) – (0.08)
68.03 42.39
VII Loss for the Year (V-VI)
(524.25) (459.54 )
VIII Other Comprehensive Income – -
IX Total Comprehensive Loss/Profit for the Year (VII+VIII) (524.25) (459.54 )
Earnings per equity share (INR): Basic and Diluted (face value of ` 1 each) 15 (0.04) (0.02 )
See accompanying notes forming part of the Financial Statements

In terms of our report attached

For Deloitte Haskins & Sells For and on behalf of the Board of Directors
Chartered Accountants
(Firm’s Registration No. 302009E)
Ananthi Amarnath Suneel Pandey Sib Sankar Bandyopadhyay
Partner Director Director
Membership No. - 209252 DIN - 8017025 DIN - 8016972
Place: Chennai Place: Secunderabad
Date: 4th May, 2023 Date: 4th May, 2023

Statement of Changes in Equity for the Year Ended March 31, 2023
(All amounts are in thousands Indian Rupees unless otherwise stated)

For the year ended For the year ended
March 31,2023 March 31,2022
(`) (` )
A. Equity Share Capital
Balance at April 1, 2022 12,800.02 12,800.02
Changes in Equity Share Capital during the year – –
Balance at March 31, 2023 12,800.02 12,800.02
B. Other Equity - Reserves & Surplus
Retained Earnings

Balance at April 1, 2022 (2,956.52) (2,496.98 )
Profit/(Loss) for the Year (524.25) (459.54 )
Balance at March 31, 2023 (3,480.77) (2,956.52 )
See accompanying notes forming part of the Financial Statements

In terms of our report attached

For Deloitte Haskins & Sells For and on behalf of the Board of Directors
Chartered Accountants
(Firm’s Registration No. 302009E)
Ananthi Amarnath Suneel Pandey Sib Sankar Bandyopadhyay
Partner Director Director
Membership No. - 209252 DIN - 8017025 DIN - 8016972
Place: Chennai Place: Secunderabad
Date: 4th May, 2023 Date: 4th May, 2023

486
 PRAG AGRO FARM limited

CASH FLOW STATEMENT FOR THE YEAR ENDED MARCH 31, 2023
(All amounts are in thousands Indian Rupees unless otherwise stated)

For the year ended For the year ended
March 31, 2023 March 31, 2022
(`) (`)
Cash Flow from Operating Activities
Loss Before Tax (456.22) (417.15)
Adjustments for:
Interest Income (684.83) (594.90)
Operating Loss Before Working Capital Changes (1,141.05) (1,012.05)
Adjustments for:
Increase/(Decrease) in Trade Payables 160.90 (159.05)
Increase/(Decrease) in Other Current Liabilities (49.18) 58.01
Cash used in Operations (1,029.33) (1,113.09)
Income Taxes Paid (Net of Refunds) 766.23 (57.56)
Net Cash used in Operating Activities (263.10) (1,170.65)
Cash Flows from Investing Activities
Interest Received 344.72 336.44
Net Cash generated from Investing Activities 344.72 336.44
Cash Flow from Financing Activities – –
Net Decrease in Cash and Cash Equivalents 81.62 (834.21)
Cash and Cash Equivalents at the beginning of the year 8,263.76 9,097.97
Cash and Cash Equivalents at the end of the year (Refer Note 4) 8,345.37 8,263.76
See accompanying notes forming part of the Financial Statements

In terms of our report attached

For Deloitte Haskins & Sells For and on behalf of the Board of Directors
Chartered Accountants
(Firm’s Registration No. 302009E)
Ananthi Amarnath Suneel Pandey Sib Sankar Bandyopadhyay
Partner Director Director
Membership No. - 209252 DIN - 8017025 DIN - 8016972
Place: Chennai Place: Secunderabad
Date: 4th May, 2023 Date: 4th May, 2023

487
 PRAG AGRO FARM limited

NOTES forming part OF THE FINANCIAL STATEMENTS

1. Company Overview 2.6 Cash Flow Statement
The Company is in the business of trading of poplar woods, saplings and Cash flows are reported using the indirect method, whereby profit / (loss)
agro forestry and other related activities, which consists of harvesting is adjusted for the effects of transactions of non-cash nature and any
and selling of poplar wood, and is based in the states of Uttarakhand and deferrals or accruals of past or future cash receipts or payments. The cash
Uttar Pradesh. flows from operating, investing and financing activities of the Company
2. Significant Accounting Policies are segregated.

2.1 Statement of Compliance 2.7 Property, Plant and Equipment – Recognition and Depreciation

These financial statements have been prepared in accordance with Property, Plant and Equipment are stated at cost less accumulated
Indian Accounting Standards (Ind AS) notified under section 133 of the depreciation and impairment, if any. The cost comprises its purchase price
Companies Act, 2013, read with the Companies (Indian Accounting net of any trade discounts and rebates, any import duties and other taxes
Standards) Rules, 2015, as amended. The financial statements have also (other than those subsequently recoverable from the tax authorities),
been prepared in accordance with the relevant presentation requirements any directly attributable expenditure on making the asset ready for its
of the Companies Act, 2013. intended use, other incidental expenses related to acquisition.

2.2 Basis of Preparation Depreciable amount for assets is the cost of an asset, or other amount
substituted for cost, less its estimated residual value. Depreciation is
The financial statements are prepared in accordance with Indian
provided on the straight-line method as per the useful life prescribed in
Accounting Standards (Ind AS) under the historical cost convention,
Schedule II to the Companies Act, 2013.
except for certain items that are measured at fair values, as explained
in the accounting policies below, and on accrual basis. The financial 2.8 Revenue Recognition
statements are presented in Indian Rupees (INR) which is also the (a) Sale of Products: Revenue is measured at the transaction price
Company’s functional currency. that the Company receives or expects to receive as consideration
Fair value is the price that would be received to sell an asset or paid to for products supplied (net off estimated returns and discounts),
transfer a liability in an orderly transaction between market participants upon transfer of significant risks and rewards of ownership of the
at the measurement date, regardless of whether that a price is directly products to the buyer, the amount of revenue can be measured
observable or estimated using another valuation technique. In estimating reliably and it is probable that the economic benefits associated
the fair value of an asset or a liability, the Company takes into account with the transaction will flow to the entity and the costs incurred
the characteristics of the asset or liability if market participants would take or to be incurred in respect of the transaction can be measured
those characteristics into account when pricing the asset or liability at the reliably.
measurement date. Fair value for measurement or disclosure purposes (b) Interest Income on deposits with bank is accounted for on an
in these financial statements is determined on such a basis, except for accrual basis at the effective interest rate.
measurements that have some similarities to fair value but are not fair 2.9 Earnings Per Share (‘EPS’)
value, such as net realizable value in Ind AS 2 or value in use in Ind AS 36.
Basic earnings per share (‘EPS’) is computed by dividing the net profit/
2.3 Use of Estimates and Judgements (loss) attributable to the equity shareholders for the period by the
The preparation of financial statements in conformity with Ind AS requires weighted average number of equity shares outstanding during the
management to make judgements, estimates and assumptions that reporting period. Diluted EPS is computed by dividing the net profit/
affect the application of accounting policies and the reported amounts of (loss) attributable to the equity shareholders for the period by the
assets and liabilities, disclosure of contingent liabilities and the reported weighted average number of equity and equivalent dilutive equity shares
amounts of income and expenses during the year. Actual results could outstanding during the period, except where the results would be anti-
differ from those estimates and the difference between the actual results dilutive.
and the estimates are recognised in the periods in which the results are 2.10 Taxation
known / materialise. The estimates and underlying assumptions are
reviewed on an ongoing basis. Income-tax expense comprises current tax and deferred tax charge or
credit. Current tax is determined in accordance with the Income-tax Act,
2.4 Biological Assets other than Bearer Plants 1961. Income tax, in so far as it relates to items disclosed under Other
Biological assets other than bearer plants comprises of matured as well as Comprehensive Income or Equity, are disclosed separately under Other
growing poplar trees. These trees are felled for wood and are then sold Comprehensive Income or Equity, as applicable.
to farmers, the usual production cycle ranging from 5 – 6 years. At any Deferred tax is recognized on temporary differences between the
reporting period, these trees would be at various stages of growth. Since carrying amounts of assets and liabilities for financial reporting purposes
the trees have a growing period of 5-6 years, and there is no market for and the amounts used for taxation purposes.
such trees in the initial 4-5 years of their growth, the fair value of the
same cannot be established. Hence, such assets are measured at cost The deferred tax charge or credit and the corresponding deferred tax
less any accumulated depreciation and any accumulated impairment liabilities or assets are recognised using the tax rates and tax laws that
losses on initial recognition and at the end of each reporting period. In have been enacted or substantively enacted by the balance sheet date.
determination of cost, no adjustment is made to the total cost of trees Deferred tax assets are recognised only to the extent there is reasonable
on account of undeveloped / diseased trees, being normal loss during certainty that the assets can be realised in future; however, where there
the period of maturity of plantation (based on a technical estimate) is unabsorbed depreciation or carried forward loss under taxation laws,
except that realization / insurance claim for such trees is reduced from deferred tax assets are recognised only if there is a virtual certainty of
total cost. Cost includes all direct and indirect expenses in respect of the realisation of such assets. Deferred tax assets are reviewed as at each
poplar plantation. Further, 75% of net standard realizable value of inter balance sheet date and written down or written-up to reflect the amount
cropping, waste, etc. is reduced from the above cost because entire farm that is reasonably/virtually certain (as the case may be) to be realised. As
cost is first added to the cost of plantation. the Company is currently engaged in trading of agricultural produce,
such income is exempt from income tax. Accordingly, there are no
Fair valuation is done for those trees which have attained a growth of 5 deferred tax assets/liabilities arising therefrom.
years and is ready for sale in the next one year, provided it is reasonably
certain that the existing market prices are unlikely to show wide variability 2.11 Impairment of Assets
in the next one year. To determine the fair value, reference is made to the To provide for impairment loss, if any, to the extent, the carrying amount
current market price of similar grade of wood less estimated costs to be of assets exceed their recoverable amount. Recoverable amount is the
incurred for making the sale. higher of an asset’s fair value less costs of disposal and its value in use.
Unharvested agricultural produce of intercropping traditional crops are Value in use is the present value of estimated future cash flows expected
valued at fair value less costs to sell. to arise from the continuing use of an asset and from its disposal at the
end of its useful life.
2.5 Inventories
When an impairment loss subsequently reverses, the carrying amount
Agricultural produce after harvest i.e., felled wood from poplar trees of the asset (or a cash-generating unit) is increased to the revised
and inter-cropping of traditional crops (viz., wheat and sugarcane) are estimate of its recoverable amount, but so that the increased carrying
measured at 75% of their net realizable value in accordance with well- amount does not exceed the carrying amount that would have been
established practice in the industry. determined had no impairment loss been recognised for the asset (or
In respect of traded items, inventories are valued at weighted average cash-generating unit) in prior years. A reversal of an impairment loss is
cost basis. recognised immediately in profit and loss.

488
 PRAG AGRO FARM limited

NOTES forming part OF THE FINANCIAL STATEMENTS (Contd.)

2.12 Contingencies and Provisions D) During 2016-17, pursuant to the Reduction of Share Capital approved by the Hon’ble High Court of
Bombay, Authorised Share Capital has been changed to ` 1,30,000.00 thousands comprising of
A provision is recognised when the Company has a present obligation
(legal or constructive) as a result of past events and it is probable that an 13,00,00,000 equity shares of ` 1 each (Refer Note 13).
outflow of resources will be required to settle the obligation in respect E) Shares held by Promoters
of which a reliable estimate can be made. The amount recognised as a Sl. Promoters As at 31st March 2023 As at 31st March 2022
provision is the best estimate of the consideration required to settle the No
present obligation at the end of the reporting period, taking into account Name No of shares % of % change No of shares % of % change
the risks and uncertainties surrounding the obligation. When a provision as at end of Total during the as at end of Total during the
is measured using the cash flows estimated to settlement to settle the the year Shares year the year Shares year
present obligation, its carrying amount is the present value of those cash 1 ITC Limited 1,28,00,020 100 - 1,28,00,020 100 -
flows (when the effect of the time value of money is material). As at As at
2.13 Operating Cycle March 31, 2023 March 31, 2022
7. Other Equity
Based on the nature of products / activities of the Company which Reserves and Surplus
consists of harvesting and selling of poplar wood on an annual basis Retained Earnings
from the existing trees which have attained maturity and the normal Retained earnings comprise of the Company’s
time between acquisition of assets and their realisation in cash or cash undistributed earnings after taxes. (3,480.77) (2,956.52 )
equivalents, the Company has determined its operating cycle as 12 (3,480.77) (2,956.52 )
months for the purpose of classification of its assets and liabilities as 8. Other Liabilities
current and non-current. In the process of trading of agri produce also, Current:
the operating cycle has been determined as 12 months. Statutory Liabilities 13.36 62.54
13.36 62.54
Notes forming part of Financial Statements For the year ended For the year ended
(All amounts are in thousands Indian Rupees unless otherwise stated) March 31, 2023 March 31, 2022
9. Revenue from Operations
As at As at Sale of Products (Saplings) 380.00 340.00
March 31, 2023 March 31, 2022 380.00 340.00
3. Biological Assets other than Bearer Plants 10. Other Income
Unharvested Agri-Produce (Inter-Cropping of Traditional Crops) 4,128.27 4,128.27 Miscellaneous Income 0.02 –
Unharvested Poplar Trees (Standing Crops) 15,818.63 15,818.63 Interest Income on:
19,946.90 19,946.90 Bank Deposits 590.48 594.03
Less: Provision for Write Down (Refer Note 19) (19,946.90 ) (19,946.90 ) Income tax refund 94.31 0.87
– – 684.83 594.90
11. Other Expenses
Note: Additional disclosure in terms of Schedule III and Ind AS 41 have not been given in view of the
ongoing litigation (Refer Note 19). Rent 8.20 8.20
4. Cash and Cash Equivalents Rates and Taxes 2.05 1.35
Insurance 2.44 2.44
Balances with Banks:
Security Charges 329.28 315.76
Current Account 19.89 46.98
Legal Expenses 805.20 620.25
Deposit Accounts (Refer Note below) 8,322.09 8,209.76 Power & Fuel 3.46 16.21
Cash on Hand 3.39 7.02 Miscellaneous Expenses 70.42 67.84
8,345.37 8,263.76 1,221.05 1,032.05
Note: Deposits maintained by the Company with banks comprise of time deposits, which can be withdrawn Miscellaneous expenses include :
by the Company at any point without prior notice or penalty on the principal. Payment to Auditors (excluding applicable taxes)
5. Other Financial Assets - Statutory Audit 50.00 50.00
Current: - Tax Audit 15.00 15,00
Interest Accrued on Bank Deposits 1,468.98 1,128.87 65.00 65.00
Others 2.00 2.00 12. Tax Expenses
(a) The Company is in the business of Agro Forestry and related income and
1,470.98 1,130.87
expenses are agricultural income, which are exempt u/s 10 of the Income Tax
As at As at
Act, 1961. (Also Refer Note 19).
31 March 2023 31 March 2022
(b) Reconciliation of the income tax provision to the amount computed by
6. Equity Share Capital
applying the Indian statutory income tax rate to the profit before tax is
Authorised Share Capital: summarised below:
13,00,00,000 Equity Shares of ` 1 each fully paid-up 1,30,000.00 1,30,000.00 Particulars For the year ended For the year ended
Issued, Subscribed and Paid-up Capital: March 31, 2023 March 31, 2022
1,28,00,020 Equity Shares of ` 1 each fully paid-up 12,800.02 12,800.02 Loss before Income Tax (456.22) (417.15)
A) Reconciliation of number of Equity Shares outstanding: Enacted tax rates 25.17% 25.17%
Face Value No. of Shares Amount Computed Expected Tax Expense (114.83) (105.00)
Balance at April 1, 2021 1 1,28,00,020 12,800.02 Tax on Income after excluding
Add: issued during the year – – expenses for income exempt u/s 10 182.86 147.47
Balance as at March 31, 2022 1 1,28,00,020 12,800.02 Income tax expense 68.03 42.47
Add: issued during the year – – 13. Reduction of Issued, Subscribed and Paid-Up Equity Share Capital:
Balance at March 31, 2023 1 1,28,00,020 12,800.02 The Shareholders, in the Extra-Ordinary General Meeting held on June 15, 2016,
B) Shareholders holding more than 5% of the Equity Shares in the Company: approved reduction of Issued, Subscribed and Paid-up Equity Share Capital of the
As at March 31, 2023 As at March 31, 2022 Company from ` 128,000.20 thousands comprising 1,28,00,020 equity shares
No. of Shares % No. of Shares % of ` 10 each to ` 12,800.02 thousands comprising 1,28,00,020 equity shares of
ITC Limited and its Nominees ` 1 each, and such reduction be effected by cancelling the Issued, Subscribed and
1,28,00,020 100 1,28,00,020 100
Paid-up Equity Share Capital of the Company to the extent of Rs. 9 per share.
* 12,800,014 shares are held by ITC Limited, the Holding Company and the balance 6 shares are held by Such cancellation of Share Capital was to be adjusted against the debit balance in
nominees of the Holding Company jointly with the Holding Company. Statement of Profit and Loss as at April 1, 2016. The aforesaid reduction of Share
C) Rights, preferences and restrictions attached to the Equity Shares: Capital was confirmed by the Hon’ble High Court at Bombay vide Order dates
The equity shares of the Company, having par value of ` 1 per share, rank pari passu in all respects September 29, 2016 and became effective from November 22, 2016 consequent
including voting rights and entitlement to dividend. to the registration of the said order by the Registrar of Companies, Mumbai

489
 PRAG AGRO FARM limited

NOTES forming part OF THE FINANCIAL STATEMENTS(Contd.)

Consequently, the Authorised Share Capital of the Company was amended to 17. Related Party Disclosures
` 130,000.00 thousands comprising 13,00,00,000 Equity Shares of ` 1 each in the a) Details of Related Parties
year 2016-17.
Name Relationship
14. Contingent Liabilities*
ITC Limited Holding Company
As at As at
Key Management Personnel Relationship
March 31, 2023 March 31, 2022
Claims against the Company not acknowledged as debts: S. K. Sipani Non-Executive Director
Revision of Land Lease Rent 6,700.00 6,700.00 Suneel Pandey Non-Executive Director
6,700.00 6,700.00 Sib Sankar Bandyopadhyay Non-Executive Director
* It is not practicable for the Company to estimate the closure of the issue and the consequential timings of cash
(b) Details of Related Party Transactions:
flows, if any, in respect of the above.
For the year ended For the year ended
15. Earnings Per Share March 31, 2023 March 31, 2022
For the year ended For the year ended
March 31, 2023 March 31, 2022 ITC Limited:
Purchases 300.00 320.00
Computation of earnings per share is set out below:
Net Loss attributable to Equity Shareholders (A) (524.25) (317.36 )
(c) Details of Related Party Balances:
Weighted Average Number of Equity Shares
outstanding during the year (B) (Nos.) 128,00,020 1,28,00,020 As at As at
Face value of Equity Share (`) 1.00 1.00 March 31 2023 March 31 2022
Earnings Per Share (Basic and Diluted) (A/B) (`) (0.04) (0.02 ) ITC Limited: – –
16. Segment Information
18. Trade Payables
The Board of the Company has been identified as the Chief Operating Decision For the year ended For the year ended
Maker (CODM) as defined by IND AS 108 operating segments. The Company’s March 31, 2023 March 31, 2022
activities involve predominantly business of growing and selling agricultural
produce in India, which is considered to be a single business segment since these Total Outstanding dues of creditors
are subject to similar risks and returns. Further, the business is carried out in India of micro and small enterprises** – –
and product sold primarily in India and hence there are no reportable geographical Total Outstanding dues of creditors
segments.
other than micro and small enterprises 511.47 350.58
The Company receives more than 10% of its total revenue from operations from a
single customer as under: 511.47 350.58
For the year ended For the year ended
**The Company, based on the information available on the status of the suppliers,
March 31, 2023 March 31, 2022
does not have any dues to enterprises covered under the Micro, Small and Medium
Mr. Jasvinder Singh 27% 0%
Enterprises Development Act, 2006.
Mr. Devendra Pal Singh 0% 11%

Ageing of Trade Payables

As at 31st March, 2023 Particulars Outstanding for following periods

Not Due Unbilled Payable* Less than 1 Year 1-2 years 2-3 years More than 3 years Total

MSME - - - - - - -

Others - 511.47 - - - - 511.47

Disputed Dues - MSME - - - - - - -

Disputed Dues - Others - - - - - - -

Total - 511.47 - - - - 511.47

As at 31st March, 2022 Particulars Outstanding for following periods

Not Due Unbilled Payable* Less than 1 Year 1-2 years 2-3 years More than 3 years Total

MSME - - - - - - -

Others - 350.58 - - - - 350.58

Disputed Dues - MSME - - - - - - -

Disputed Dues - Others - - - - - - -

Total - 350.58 - - - - 350.58

* Unbilled Payable denotes Provision for Expenses which are yet to be billed.

490
 PRAG AGRO FARM limited

NOTES forming part OF THE FINANCIAL STATEMENTS (Contd.)

19. During the year 2013-14, the Hon’ble High Court of Uttarakhand at i) Interest Rate Risk
Nainital, passed an Order directing the State Authorities to take possession
Interest rate risk refers to the risk that the fair value or future cash
of the land leased to the Company. The Company filed an appeal against
the said order, which had been admitted and the matter is pending in the flows of a financial instrument will fluctuate because of changes
Hon’ble High Court. in market interest rates. Though the majority of the financial
Consequent to the aforesaid Order, as a matter of prudence, cost of the assets of the Company are fixed interest bearing instruments,
land amounting to Rs. 71,009.68 thousands (being the difference between the Company’s net exposure to interest risk is negligible as such
the premium of Rs. 101,690.20 thousands paid on acquisition of such instruments are invested in fixed interest bearing instruments
leasehold land and amortised to the extent of Rs. 30,680.52 thousands) which are not subject to substantial movements in rates. The
was fully impaired in 2013-14. On transition to Ind AS, deemed cost of such
leasehold land as on April 1, 2015 is Nil. Further, as the Company does not maximum exposure to interest rate risk is ` 8,322.09 thousands
have access to such land, biological assets (including agri-produce) thereon (As at March 31, 2022 - ` 8,209.76 thousands) and is represented
were fully provided for in 2013-14 and consequently, cost of such assets is by carrying amount of Balance with Banks - Deposit Accounts
Nil. (Refer Note 4).
In the interim, the Company has been examining alternate business
ii) Price Risk
opportunities and basis its long experience of trading in poplar wood/
saplings, the company continues to engage in trading of poplar wood / The Company invests its surplus funds in bank deposits measured
saplings in proximate markets. at amortized cost. Accordingly, these do not pose any significant
In view of the above and taking into account that the Company’s assets price risk.
primarily include current assets, the Board has determined that it would be
appropriate to prepare its financial statements on a going concern basis. iii) Liquidity Risk
20. Financial Instruments and Related Disclosures Liquidity risk is defined as the risk that the Company will not be
A. Capital Management able to settle or meet its obligations as they become due. The
The Company’s financial strategy aims to strengthen its financial position Company has cash and cash equivalents of ` 8,345.37 while the
through optimum deployment of capital in the business of agro forestry trade payables is ` 511.47 as at March 31, 2023. Trade payables
and other related activities, which consists of harvesting and selling of is about 6% of the total cash and cash equivalents, hence the
poplar wood, and in trading of agri produce and nurture opportunities company does not foresee any liquidity risk.
available in the markets. The Company aims at maintaining a strong capital
base so as to maintain adequate supply of funds towards future growth of iv) Credit risk
its businesses as a going concern.
Credit risk is the risk that the counterparty will not meet its
B. Categories of Financial Instruments
obligations under a financial instrument which may lead to
Note As at March 31, 2023 As at March 31, 2022 a financial loss to the Company. The company does not deal
Carrying Fair Value Carrying Fair Value in credit unless specifically approved by the Chief Operating
Value Value
Decision Maker (CODM) and such credit extension is short term
Financial Assets (Measured at
amortised cost) in nature ranging from 0 - 15 days. There are no outstanding
i) Cash and Cash Equivalents 4 8,345.37 8,345.37 8,263.76 8,263.76
debtors for which ECL provision is required to be assessed.
ii) Other Financial Assets 5 1,470.98 1,470.98 1,130.87 1,130.87 The following table gives details in respect of percentage of
Total Financial Assets 9,816.35 9,816.35 9,394.63 9,394.63 revenues generated from top customer and top 5 customers
For the year ended For the year ended
Financial Liabilities (Measured at March 31, 2023 March 31, 2022
amortised cost)
Revenue from Top Customer 27% 11%
(i) Trade Payables 18 511.47 511.47 350.58 350.58
Revenue from Top 5 Customers 71% 42%
Total Financial Liabilities 511.47 511.47 350.58 350.58
The Company’s credit period generally ranges from 0-15 days.
C. Financial Risk Management Objectives
D. Fair value measurement
The Company’s activities expose it primarily to interest rate risk arising
As at March 31, 2023, the Company does not have any Non-current Financial
out of bank deposits made. Exposure to credit risk is limited to the
outstanding trade receivables at hand and resulting from default by Assets and Non-current Financial Liabilities. Fair value of Current Financial
the counterparty. Assets and Current Financial Liabilities is equivalent to their carrying values.

21. Ratio
Ratio Numerator Denominator As at As at Variance Reason for
March 31, 2023 March 31, 2022 Variance
Current Ratio Current Assets Current Liabilities 18.70 22.74 -18%

Return on Equity Ratio PAT Average Shareholder’s Equity * *

Trade Payable turnover Ratio Sales Average Trade Payable 0.88 0.79 12%
Net Capital turnover Ratio Sales Working Capital 0.04 0.04 8%
Net Profit Ratio PAT Sales * *
Return on Capital Employed PBIT Average Capital Employed * *

* Ratio not disclosed as the same is negative

Note: Debt Service Coverage Ratio, Inventory turnover Ratio, Debt Equity Ratio, Return on Investment and Trade Receivable Ratio are not applicable to the
Company.
22. The financial statements were approved for issue by the Board of Directors on May 2, 2023.

For and on behalf of the Board of Directors

Suneel Pandey Sib Sankar Bandyopadhyay
Director Director
DIN- 8017025 DIN- 8016972
Place: Secunderabad
Date: 4th May, 2023

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 PAVAN POPLAR limited

REPORT OF THE BOARD OF DIRECTORS FOR THE FINANCIAL YEAR

ENDED 31ST MARCH, 2023
to operations, financials and compliances arising out of the overall
1. Your Directors submit their Report for the financial year ended 31st strategy of the Company.
March, 2023.
Management of risks vest with the executives responsible for the
2. COMPANY PERFORMANCE day-to-day conduct of the affairs of the Company, within the overall
The operations of the Company during the year continued to framework approved by the Board. Annual update is provided to
be adversely impacted pursuant to the Order of the Hon’ble High the Board on the effectiveness of the Company’s risk management
Court of Uttarakhand at Nainital in February, 2014 dismissing the systems and policies.
writ petition filed by the Company against the Order of the District
10. INTERNAL FINANCIAL CONTROLS
Magistrate authorizing State authorities to take possession of the land
leased to the Company. The appeal filed by the Company against the Your Company has in place adequate internal financial controls with
aforesaid Order was admitted in April, 2014 and the matter is pending respect to the financial statements, commensurate with its size and
before the Hon’ble High Court. scale of operations.
During the year, the Company recorded Total Income of ` 12.38 lakhs During the year under review, the internal financial controls in the
(previous year: ` 5.13 lakhs). The Net Loss of the Company was ` 2.72 Company with respect to the financial statements were tested and
lakhs (previous year Loss : ` 4.40 lakhs). no material weakness in the design or operation of such controls
3. DIVIDEND was observed. Nonetheless, your Company recognizes that any
internal financial control framework, no matter how well designed,
In view of the losses incurred, your Directors are unable to recommend
has inherent limitations and accordingly, regular audit and review
any dividend for the year under review.
processes are undertaken to ensure that such systems are reinforced
4. DIRECTORS on an ongoing basis.
(a) Changes in Directors during the year 11. PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS
During the year under review, there was no change in the During the year under review, the Company has neither given any
composition of the Board of Directors (‘Board’) of your Company.
loan or guarantee nor has made any investment under Section 186 of
(b) Retirement by Rotation the Act.
In accordance with the provisions of Section 152 of the 12. RELATED PARTY TRANSACTIONS
Companies Act, 2013 (‘the Act’) read with Articles 100, 101 and
During the year under review, the Related Party Transactions (RPTs)
102 of the Articles of Association of the Company, Mr. Sib Sankar
entered into by your Company were in the ordinary course of business
Bandyopadhyay (DIN: 08016972), Director, will retire by rotation
and on arm’s length basis.
at the ensuing Annual General Meeting (`AGM’) of the Company,
and being eligible, offers himself for re-election. Your Board has The details of material RPTs of the Company in the prescribed Form
recommended his re-election. AOC-2 are enclosed in Annexure 2 to this Report.
5. BOARD MEETINGS 13. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE
Four meetings of the Board were held during the year ended 31st REGULATORS / COURTS / TRIBUNALS
March, 2023. During the year under review, no significant or material orders were
6. DIRECTORS’ RESPONSIBILITY STATEMENT passed by the Regulators / Courts / Tribunals impacting the going
concern status of the Company and its future operations.
As required under Section 134 of the Act, your Directors confirm
having: 14. COST RECORDS
i) followed in the preparation of the Annual Accounts, the applicable The Company is not required to maintain cost records in terms of
Accounting Standards with proper explanation relating to Section 148 of the Act read with the Companies (Cost Records and
material departures, if any; Audit) Rules, 2014.
ii) selected such accounting policies and applied them consistently 15. STATUTORY AUDITORS
and made judgments and estimates that are reasonable and
Messrs. Deloitte Haskins & Sells, Chartered Accountants (‘DHS’), were
prudent so as to give a true and fair view of the state of affairs of
appointed as the Auditors of your Company at the 24th AGM held
the Company at the end of the financial year and of the loss of the
on 21st June, 2019 to hold such office till the conclusion of the 29th
Company for that period;
AGM (up to financial year 2023-24). Pursuant to Section 142 of the
iii) taken proper and sufficient care for the maintenance of adequate Act, the Board has recommended for the approval of the Members,
accounting records in accordance with the provisions of the Act remuneration of DHS for the financial year 2023-24. Appropriate
for safeguarding the assets of your Company and for preventing resolution in respect of the same is being placed for your approval at
and detecting fraud and other irregularities;
the ensuing AGM of the Company.
iv) prepared the Annual Accounts on a going concern basis; and
There is no qualification, reservation, adverse remark or disclaimer
v) devised proper systems to ensure compliance with the provisions given by the Auditors in their Report on the financial statements of
of all applicable laws and that such systems are adequate and the Company.
operating effectively.
16. COMPLIANCE WITH SECRETARIAL STANDARDS
7. SUBSIDIARIES, ASSOCIATES AND JOINT VENTURES
The Company is in compliance with the applicable Secretarial
The Company does not have any subsidiary, associate or joint venture. Standards issued by the Institute of Company Secretaries of India and
8. PARTICULARS OF EMPLOYEES approved by the Central Government under Section 118 of the Act.
The details of employees of the Company as required under Rule 5(2) 17. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION,
of the Companies (Appointment and Remuneration of Managerial FOREIGN EXCHANGE EARNINGS AND OUTGO
Personnel) Rules, 2014, are provided in Annexure 1 to this Report.
Considering the nature of business of your Company, no comment is
The requirement relating to constitution of Internal Complaints required on conservation of energy and technology absorption.
Committee in terms of the Sexual Harassment of Women at Workplace
There has been no foreign exchange earnings or outgo during the
(Prevention, Prohibition and Redressal) Act, 2013 is also not applicable
to the Company. year under review.
On behalf of the Board
9. RISK MANAGEMENT
S. S. Bandyopadhyay Director
The Company’s risk management framework, designed to bring
robustness to the risk management processes, addresses risks intrinsic Dated: 4th May, 2023 S. K. Pandey Director

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 PAVAN POPLAR limited

Annexure 1 to the Report of the Board of Directors for the financial year ended 31st March, 2023
[Information pursuant to Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014]
Names of Age Designation Gross Net Qualifications Experience Date of Previous
employees Remuneration Remuneration (Years) commencement Employment
(`) (`) of Employment / Position
held

1 2 3 4 5 6 7 8 9

K. C. Pandey 54 Assistant Manager 3,23,329/- 3,00,768/- B.A. and M.A. 27 1.1.1996 N.A.
(Political Science)

Notes:
(a) Gross remuneration includes salary, variable pay / performance bonus, allowances & other benefits / applicable perquisites borne by the Company, except provi-
sions for gratuity and leave encashment which are actuarially determined on an overall Company basis. The term ‘remuneration’ has the meaning assigned to it
under the Companies Act, 2013.
(b) Net remuneration comprises cash income less income tax, education cess deducted at source and employee’s own contribution to provident fund.
(c) All appointments are contractual in accordance with terms and conditions as per Company’s rules.
(d) Mr. K.C.Pandey is neither relative of any Director of the Company nor hold any equity share in the Company.

On behalf of the Board

S. S. Bandyopadhyay Director
Dated: 4th May, 2023 S. K. Pandey Director

Annexure 2 to the Report of the Board of Directors for the financial year ended 31stMarch, 2023
FORM NO. AOC-2
[Pursuant to Section 134(3)(h) of the Companies Act, 2013 and Rule 8(2) of the Companies (Accounts) Rules, 2014]
Form for disclosure of particulars of contracts / arrangements entered into by the Company with related parties referred to in sub-section (1) of
Section 188 of the Companies Act, 2013 including certain arm’s length transactions under third proviso thereto
1. Details of contracts or arrangements or transactions not at arm’s length basis
a) Name(s) of the related party and nature of relationship
b) Nature of contracts / arrangements / transactions
c) Duration of the contracts / arrangements / transactions
d) Salient terms of the contracts or arrangements or transactions including the value, if any
e) Justification for entering into such contracts or arrangements or transactions NIL
f) Date(s) of approval by the Board
g) Amount paid as advances, if any
h) Date on which the special resolution was passed in general meeting as required under first
proviso to Section 188

2. Details of material contracts or arrangement or transactions at arm’s length basis

a) Name(s) of the related party and nature of relationship ITC Limited, the Holding Company (ITC)
b) Nature of contracts / arrangements / transactions Purchase of goods
c) Duration of the contracts / arrangements / transactions N.A.
d) Salient terms of the contracts or arrangements or transactions including the value, Purchase of saplings from ITC
if any Value of the transaction during the year - ` 9 lakhs
e) Date(s) of approval by the Board, if any 6th January, 2023
f) Amount paid as advances, if any Nil

On behalf of the Board

S. S. Bandyopadhyay Director
Dated: 4th May, 2023 S. K. Pandey Director

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 PAVAN POPLAR limited

INDEPENDENT AUDITOR’S REPORT

TO THE MEMBERS OF PAVAN POPLAR LIMITED

Report on the Audit of the Financial Statements and application of appropriate accounting policies; making judgments and
estimates that are reasonable and prudent; and design, implementation
Opinion
and maintenance of adequate internal financial controls, that were
We have audited the accompanying financial statements of Pavan Poplar operating effectively for ensuring the accuracy and completeness of the
Limited (the “Company”), which comprise the Balance Sheet as at accounting records, relevant to the preparation and presentation of the
March 31, 2023, and the Statement of Profit and Loss including Other financial statement that give a true and fair view and are free from material
Comprehensive Income, the Cash Flow Statement and the Statement of misstatement, whether due to fraud or error.
Changes in Equity for the year then ended, and a summary of significant
In preparing the financial statements, management is responsible for
accounting policies and other explanatory information.
assessing the Company’s ability to continue as a going concern, disclosing,
In our opinion and to the best of our information and according to the as applicable, matters related to going concern and using the going
explanations given to us, the aforesaid financial statements give the concern basis of accounting unless the Board of Directors either intends
information required by the Companies Act, 2013 (the “Act”) in the to liquidate the Company or to cease operations, or has no realistic
manner so required and give a true and fair view in conformity with the alternative but to do so.
Indian Accounting Standards prescribed under section 133 of the Act
The Company’s Board of Directors are also responsible for overseeing the
read with the Companies (Indian Accounting Standards) Rules, 2015, as
Company’s financial reporting process.
amended, (“Ind AS”) and other accounting principles generally accepted
in India, of the state of affairs of the Company as at March 31, 2023 and Auditor’s Responsibility for the Audit of the Financial Statements
its loss, total comprehensive loss, its cash flows and the changes in equity Our objectives are to obtain reasonable assurance about whether the
for the year ended on that date. financial statements as a whole are free from material misstatement,
Basis for Opinion whether due to fraud or error, and to issue an auditor’s report that includes
our opinion. Reasonable assurance is a high level of assurance, but is not
We conducted our audit of the financial statements in accordance with the
a guarantee that an audit conducted in accordance with SAs will always
Standards on Auditing specified under section 143(10) of the Act (SAs).
detect a material misstatement when it exists. Misstatements can arise
Our responsibilities under those Standards are further described in the
from fraud or error and are considered material if, individually or in the
Auditor’s Responsibility for the Audit of the Financial Statements section of
aggregate, they could reasonably be expected to influence the economic
our report. We are independent of the Company in accordance with the
decisions of users taken on the basis of these financial statements.
Code of Ethics issued by the Institute of Chartered Accountants of India
(ICAI) together with the ethical requirements that are relevant to our audit As part of an audit in accordance with SAs, we exercise professional
of the financial statements under the provisions of the Act and the Rules judgment and maintain professional skepticism throughout the audit. We
made thereunder, and we have fulfilled our other ethical responsibilities also:
in accordance with these requirements and the ICAI’s Code of Ethics. We • Identify and assess the risks of material misstatement of the financial
believe that the audit evidence obtained by us is sufficient and appropriate statements, whether due to fraud or error, design and perform audit
to provide a basis for our audit opinion on the financial statements. procedures responsive to those risks, and obtain audit evidence that is
Information Other than the Financial Statements and Auditor’s Report sufficient and appropriate to provide a basis for our opinion. The risk
Thereon of not detecting a material misstatement resulting from fraud is higher
than for one resulting from error, as fraud may involve collusion,
• The Company’s Board of Directors is responsible for the other
forgery, intentional omissions, misrepresentations, or the override of
information. The other information comprises the Board’s report but
internal control.
does not include the financial statements and our auditor’s report
thereon. The Board’s report is expected to be made available to us • Obtain an understanding of internal financial control relevant to
after the date of this auditor’s report. the audit in order to design audit procedures that are appropriate
in the circumstances. Under section 143(3)(i) of the Act, we are also
• Our opinion on the financial statements does not cover the other
responsible for expressing our opinion on whether the Company has
information and we will not express any form of assurance conclusion
adequate internal financial controls system in place and the operating
thereon.
effectiveness of such controls.
• In connection with our audit of the financial statements, our • Evaluate the appropriateness of accounting policies used and the
responsibility is to read the other information identified above reasonableness of accounting estimates and related disclosures made
when it becomes available, in doing so, consider whether the other by the management.
information is materially inconsistent with the financial statements, or
• Conclude on the appropriateness of management’s use of the going
our knowledge obtained during the course of our audit or otherwise
concern basis of accounting and, based on the audit evidence
appears to be materially misstated.
obtained, whether a material uncertainty exists related to events or
• If, based on the work we have performed on the other information conditions that may cast significant doubt on the Company’s ability
that we obtained prior to the date of this auditor’s report, we conclude to continue as a going concern. If we conclude that a material
that there is a material misstatement of this other information, we are uncertainty exists, we are required to draw attention in our auditor’s
required to report that fact. We have nothing to report in this regard. report to the related disclosures in the financial statements or, if such
• When we read the Board’s report, if we conclude that there is a disclosures are inadequate, to modify our opinion. Our conclusions
material misstatement therein, we are required to communicate the are based on the audit evidence obtained up to the date of our
matter to those charged with governance as required under SA 720 auditor’s report. However, future events or conditions may cause the
‘The Auditor’s responsibilities Relating to Other Information’. Company to cease to continue as a going concern.
Responsibilities of Management and Those Charged with Governance • Evaluate the overall presentation, structure and content of the
for the Financial Statements financial statements, including the disclosures, and whether the
financial statements represent the underlying transactions and events
The Company’s Board of Directors is responsible for the matters stated in
in a manner that achieves fair presentation.
section 134(5) of the Act with respect to the preparation of these financial
statements that give a true and fair view of the financial position, financial Materiality is the magnitude of misstatements in the financial statements
performance including other comprehensive income, cash flows and that, individually or in aggregate, makes it probable that the economic
changes in equity of the Company in accordance with the Ind AS and decisions of a reasonably knowledgeable user of the financial statements
other accounting principles generally accepted in India. This responsibility may be influenced. We consider quantitative materiality and qualitative
also includes maintenance of adequate accounting records in accordance factors in (i) planning the scope of our audit work and in evaluating
with the provisions of the Act for safeguarding the assets of the Company the results of our work; and (ii) to evaluate the effect of any identified
and for preventing and detecting frauds and other irregularities; selection misstatements in the financial statements.

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 PAVAN POPLAR limited

We also provide those charged with governance with a statement iv. (a) The Management has represented that, to the best of
that we have complied with relevant ethical requirements regarding it’s knowledge and belief, no funds have been advanced
independence, and to communicate with them all relationships and other or loaned or invested (either from borrowed funds or
matters that may reasonably be thought to bear on our independence, share premium or any other sources or kind of funds) by
and where applicable, related safeguards. the Company to or in any other person(s) or entity(ies),
Report on Other Legal and Regulatory Requirements including foreign entities (“Intermediaries”), with the
1. As required by Section 143(3) of the Act, based on our we report that: understanding, whether recorded in writing or otherwise,
that the Intermediary shall, directly or indirectly lend or
a) We have sought and obtained all the information and explanations
invest in other persons or entities identified in any manner
which to the best of our knowledge and belief were necessary for
whatsoever by or on behalf of the Company (“Ultimate
the purposes of our audit.
Beneficiaries”) or provide any guarantee, security or the
b) In our opinion, proper books of account as required by law like on behalf of the Ultimate Beneficiaries.
have been kept by the Company so far as it appears from our
(b) The Management has represented, that, to the best of
examination of those books.
it’s knowledge and belief, no funds have been received
c) The Balance Sheet, the Statement of Profit and Loss including
by the Company from any person(s) or entity(ies),
Other Comprehensive Loss, the Cash Flow Statement and
including foreign entities (“Funding Parties”), with the
Statement of Changes in Equity dealt with by this Report are in
understanding, whether recorded in writing or otherwise,
agreement with the relevant books of account.
that the Company shall, directly or indirectly, lend or
d) In our opinion, the aforesaid financial statements comply with the invest in other persons or entities identified in any manner
Ind AS specified under Section 133 of the Act. whatsoever by or on behalf of the Funding Party (“Ultimate
e) On the basis of the written representations received from the Beneficiaries”) or provide any guarantee, security or the
directors as on March 31, 2023 taken on record by the Board like on behalf of the Ultimate Beneficiaries.
of Directors, none of the directors is disqualified as on March
(c) Based on the audit procedures performed that have
31, 2023 from being appointed as a director in terms of Section
been considered reasonable and appropriate in the
164(2) of the Act.
circumstances, nothing has come to our notice that has
f) With respect to the adequacy of the internal financial controls caused us to believe that the representations under sub-
over financial reporting of the Company and the operating clause (i) and (ii) of Rule 11(e), as provided under (a) and
effectiveness of such controls, refer to our separate Report in
(b) above, contain any material misstatement.
“Annexure A”. Our report expresses an unmodified opinion on
the adequacy and operating effectiveness of the Company’s v. The Company has not declared or paid any dividend during the
internal financial controls over financial reporting. year and has not proposed final dividend for the year.

g) With respect to the other matters to be included in the Auditor’s vi. Proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 for
Report in accordance with the requirements of section 197(16) maintaining books of account using accounting software which
of the Act, as amended, In our opinion and to the best of our has a feature of recording audit trail (edit log) facility is applicable
information and according to the explanations given to us, the to the Company w.e.f. April 1, 2023, and accordingly, reporting
Company has not paid any remuneration to its directors during under Rule 11(g) of Companies (Audit and Auditors) Rules, 2014
the year. is not applicable for the financial year ended March 31, 2023.
h) With respect to the other matters to be included in the Auditor’s 2. As required by the Companies (Auditor’s Report) Order, 2020 (the
Report in accordance with Rule 11 of the Companies (Audit and “CARO” / the “Order”) issued by the Central Government in terms of
Auditors) Rules, 2014, as amended in our opinion and to the best Section 143(11) of the Act, we give in “Annexure B” a statement on
of our information and according to the explanations given to us: the matters specified in paragraphs 3 and 4 of the Order.
i. The Company has disclosed the impact of pending For DELOITTE HASKINS & SELLS
litigations on its financial position in its financial statements; Chartered Accountants
ii. The Company did not have any long-term contracts (Firm’s Registration No. 3020092E)
including derivative contracts for which there were any
material foreseeable losses. Ananthi Amarnath
Partner
iii. There were no amounts which were required to be
Place : Chennai (Membership No. 209252)
transferred to the Investor Education and Protection Fund
Date: May 4, 2023 UDIN: 23209252BGXMJP8362
by the Company.

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 PAVAN POPLAR limited

ANNEXURE “A” TO THE INDEPENDENT AUDITOR’S REPORT We believe that the audit evidence we have obtained is sufficient and
(Referred to in paragraph 1(f) under ‘Report on Other Legal and Regulatory appropriate to provide a basis for our audit opinion on the Company’s
Requirements’ section of our report of even date) internal financial controls system over financial reporting.
Report on the Internal Financial Controls Over Financial Reporting Meaning of Internal Financial Controls Over Financial Reporting
under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, A company’s internal financial control over financial reporting is a process
2013 (“the Act”) designed to provide reasonable assurance regarding the reliability of
We have audited the internal financial controls over financial reporting financial reporting and the preparation of financial statements for external
of Pavan Poplar Limited (the “Company”) as of March 31, 2023 in purposes in accordance with generally accepted accounting principles.
conjunction with our audit of financial statements of the company for the A company’s internal financial control over financial reporting includes
year ended on that date. those policies and procedures that (1) pertain to the maintenance
of records that, in reasonable detail, accurately and fairly reflect the
Management’s Responsibility for Internal Financial Controls
transactions and dispositions of the assets of the company; (2) provide
The Company’s management is responsible for establishing and reasonable assurance that transactions are recorded as necessary to permit
maintaining internal controls based on the internal control over financial preparation of financial statements in accordance with generally accepted
reporting criteria established by the company considering the essential accounting principles, and that receipts and expenditures of the company
components of internal control stated in the Guidance Note on Audit are being made only in accordance with authorisations of management
of Internal Financial Controls Over Financial Reporting issued by the and directors of the company; and (3) provide reasonable assurance
Institute of Chartered Accountants of India. These responsibilities include regarding prevention or timely detection of unauthorised acquisition, use,
the design, implementation and maintenance of adequate internal or disposition of the company’s assets that could have a material effect on
financial controls that were operating effectively for ensuring the orderly the financial statements.
and efficient conduct of its business, including adherence to company’s
Inherent Limitations of Internal Financial Controls Over Financial
policies, the safeguarding of its assets, the prevention and detection of
Reporting
fraud and errors, the accuracy and completeness of the accounting
records, and the timely preparation of reliable financial information, as Because of the inherent limitations of internal financial controls over
required under the Companies Act, 2013. financial reporting, including the possibility of collusion or improper
management override of controls, material misstatements due to error or
Auditor’s Responsibility
fraud may occur and not be detected. Also, projections of any evaluation
Our responsibility is to express an opinion on the Company’s internal of the internal financial controls over financial reporting to future periods
financial controls over financial reporting based on our audit. We conducted are subject to the risk that the internal financial control over financial
our audit in accordance with the Guidance Note on Audit of Internal reporting may become inadequate because of changes in conditions,
Financial Controls Over Financial Reporting (the “Guidance Note”) issued or that the degree of compliance with the policies or procedures may
by the ICAI and the Standards on Auditing, issued by ICAI and deemed deteriorate.
to be prescribed under section 143(10) of the Companies Act, 2013, to
Opinion
the extent applicable to an audit of internal financial controls, both issued
by the Institute of Chartered Accountants of India. Those Standards and In our opinion, to the best of our information and according to the
the Guidance Note require that I/we comply with ethical requirements explanations given to us, the Company has, in all material respects, an
and plan and perform the audit to obtain reasonable assurance about adequate internal financial controls system over financial reporting and
whether adequate internal financial controls over financial reporting was such internal financial controls over financial reporting were operating
established and maintained and if such controls operated effectively in all effectively as at March 31, 2023, based on criteria for internal control
material respects. over financial reporting criteria established by the Company considering
the essential components of internal control stated in the Guidance Note
Our audit involves performing procedures to obtain audit evidence about
on Audit of Internal Financial Controls Over Financial Reporting issued by
the adequacy of the internal financial controls system over financial
the Institute of Chartered Accountants of India.
reporting and their operating effectiveness. Our audit of internal financial
controls over financial reporting included obtaining an understanding For DELOITTE HASKINS & SELLS
of internal financial controls over financial reporting, assessing the risk Chartered Accountants
that a material weakness exists, and testing and evaluating the design (Firm’s Registration No. 3020092E)
and operating effectiveness of internal control based on the assessed risk.
The procedures selected depend on the auditor’s judgement, including Ananthi Amarnath
the assessment of the risks of material misstatement of the financial Partner
statements, whether due to fraud or error. Place : Chennai (Membership No. 209252)
Date: May 4, 2023 UDIN: 23209252BGXMJP8362

ANNEXURE “B” TO THE INDEPENDENT AUDITORS’ REPORT Hon’ble High Court of Uttarakhand (also refer Note 22 of the
(Referred to in paragraph 2 under ‘Report on Other Legal and Regulatory Ind AS financial statements). As a matter of prudence, the cost
Requirements’ section of our report of even date) of the land has been fully provided for in the Ind AS financial
statements.
In terms of the information and explanations sought by us and given by
the Company and the books of account and records examined by us in (d) The Company has not revalued any of its property, plant and
the normal course of audit and to the best of our knowledge and belief, equipment during the year. The Company does not have any
we state that: intangible assets.
(i) (a)(A)The Company has maintained proper records showing full (e) No proceedings have been initiated during the year or are
particulars, including quantitative details and situation of pending against the Company as at March 31, 2023 for
Property, Plant and Equipment. holding any benami property under the Benami Transactions
(Prohibition) Act, 1988 (as amended in 2016) and rules made
(B) The Company does not have any Intangible Assets.
thereunder.
(b) The Property, plant and equipment were physically verified
(ii) (a) The Company does not have any inventory and hence reporting
during the year by the Management in accordance with a regular
under clause (ii)(a) of the Order is not applicable.
programme of verification which, in our opinion, provides for
physical verification of all the fixed assets at reasonable intervals. (b) According to the information and explanations given to us,
According to the information and explanations given to us, no at any point of time of the year, the Company has not been
material discrepancies were noticed on such verification. sanctioned any working capital facility from banks or financial
institutions and hence reporting under clause (ii)(b) of the
(c) According to the information and explanations given to us
Order is not applicable.
and the records examined by us, in respect of the immovable
property of land that has been take on sub-lease, the physical (iii) The Company has not made any investments in, provided any
possession of such land has been taken over by the State guarantee or security, and granted any loans or advances in
Authorities during the year 2013-14, pursuant to an Order by the nature of loans, secured or unsecured, to companies, firms,

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 PAVAN POPLAR limited

Limited Liability Partnerships or any other parties during the ADT-4 as prescribed under Rule 13 of Companies (Audit and
year, and hence reporting under clause (iii) of the Order is not Auditors) Rules, 2014 with the Central Government, during the
applicable. year.
(iv) According to the information and explanation given to us, (c) The Company is not required by statute to implement vigil
the Company has not granted any loans, made investments mechanism under Companies Act, hence reporting under
or provided guarantees or securities that are covered under clause (xi) (c) of the Order is not applicable.
the provisions of Section 185 or 186 of the Companies Act, (xii) The Company is not a Nidhi Company and hence reporting
2013, and hence reporting under clause (iv) of the Order is not under clause (xii) of the Order is not applicable.
applicable.
(xiii) In our opinion, the Company is in compliance with Section
(v) According to the information and explanation given to us, the
177 and 188 of the Companies Act, where applicable, for all
Company has not accepted any deposit or amounts which are
transactions with the related parties and the details of related
deemed to be deposits. There were no unclaimed deposits
party transactions have been disclosed in the financial statements
outstanding at the end of the year. Hence, reporting under
etc. as required by the applicable accounting standards.
clause (v) of the Order is not applicable.
(xiv) In our opinion and based on our examination, the Company
(vi) Having regard to the nature of the Company’s business /
does not have an internal audit system and is not required
activities, reporting under clause (vi) of the Order is not
to have an internal audit system as per the provisions of the
applicable.
Companies Act 2013.
(vii) According to the information and explanations given to us, In
respect of statutory dues: (xv) In our opinion, during the year the Company has not entered
into any non-cash transactions with any of its directors or
(a) Undisputed statutory dues, including Goods and Service tax,
directors of it’s holding company or persons connected with
Provident Fund, Employees’ State Insurance, Income-tax, and
such directors and hence provisions of Section 192 of the
other material statutory dues applicable to the Company have
Companies Act, 2013 are not applicable to the Company.
generally been regularly deposited by it with the appropriate
authorities during the year. (xvi)(a,b,c)The Company is not required to be registered under section
There were no undisputed amounts payable in respect of Goods 45-IA of the Reserve Bank of India Act, 1934. Hence, reporting
and Service Tax, Provident Fund, Employees State Insurance, under clause (xvi)(a), (b) and (c) of the Order are not applicable.
Income-tax, cess and other material statutory dues in arrears as (d) As represented to us by the Management, the Group does not
at March 31, 2023 for a period of more than six months from have any CIC as part of the group and accordingly reporting
the date they became payable. under clause (xvi)(d) of the Order is not applicable.
(b) There are no statutory dues referred in sub-clause (a) above (xvii) The Company has incurred cash losses amounting to Rs. 265.55
which have not been deposited as on March 31, 2023 on thousands during the financial year covered by our audit and Rs.
account of disputes: 440.16 thousands in the immediately preceding financial year.
(viii) According to the information and explanations given to us, (xviii) There has been no resignation of the statutory auditors of the
there were no transactions relating to previously unrecorded Company during the year.
income that were surrendered or disclosed as income in the (xix) On the basis of the financial ratios, ageing and expected dates of
tax assessments under the Income Tax Act, 1961 (43 of 1961) realization of financial assets and payment of financial liabilities,
during the year. other information accompanying the financial statements and
(ix) (a) The Company has not taken any loans or other borrowings from our knowledge of the Board of Directors and Management plans
any lender. Hence reporting under clause (ix)(a) of the Order is and based on our examination of the evidence supporting the
not applicable to the Company. assumptions, nothing has come to our attention, which causes
(b) The Company has not been declared wilful defaulter by any us to believe that any material uncertainty exists as on the date
bank or financial institution or Government or any Government of the audit report indicating that Company is not capable of
authority. meeting its liabilities existing at the date of balance sheet as and
(c) The Company has not taken any term loan during the year and when they fall due within a period of one year from the balance
there are no unutilised term loans at the beginning of the year sheet date. We, however, state that this is not an assurance as
and hence, reporting under clause (ix)(c) of the Order is not to the future viability of the Company. We further state that
applicable. our reporting is based on the facts up to the date of the audit
(d) We report that the Company has neither taken any funds from report and we neither give any guarantee nor any assurance
any entity or person during the year nor it had any unutilised that all liabilities falling due within a period of one year from the
funds as at the beginning of the year of the funds raised through balance sheet date, will get discharged by the Company as and
issue of shares or borrowings in the previous year and hence, when they fall due.
reporting under clause (ix)(d) of the Order is not applicable. (xx) The Company was not having net worth of rupees five hundred
(e) The Company has not raised any loans during the year and crore or more, or turnover of rupees one thousand crore or
hence reporting on clause (ix)(e) of the Order is not applicable. more or a net profit of rupees five crore or more during the
(f) The Company has not raised any loans during the year and immediately preceding financial year and hence, provisions
hence reporting on clause (ix)(f) of the Order is not applicable. of Section 135 of the Act are not applicable to the Company
(x) (a) The Company has not issued any of its securities (including debt during the year. Accordingly, reporting under clause (xx) of the
instruments) during the year and hence reporting under clause Order is not applicable for the year.
(x)(a) of the Order is not applicable. (xxi) The Company does not prepare consolidated financial
(b) During the year the Company has not made any preferential statement and hence clause (xxi) is not applicable.
allotment or private placement of shares or convertible
debentures (fully or partly or optionally) and hence reporting For DELOITTE HASKINS & SELLS
under clause (x)(b) of the Order is not applicable to the Chartered Accountants
Company. (Firm’s Registration No. 3020092E)
(xi) (a) To the best of our knowledge, no fraud by the Company and no
material fraud on the Company has been noticed or reported Ananthi Amarnath
during the year. Partner
(b) To the best of our knowledge, no report under sub-section (12) Place : Chennai (Membership No. 209252)
of Section 143 of the Companies Act has been filed in Form
Date: May 4, 2023 UDIN: 23209252BGXMJP8362

497
 PAVAN POPLAR limited

BALANCE SHEET AS AT 31ST MARCH, 2023

(All amounts are in Indian Rupees thousands unless otherwise stated)
As at As at
Note 31st March, 31st March,
2023 2022
(` ) (` )
ASSETS
Non-current assets
Property, Plant and Equipment 22 – –
Advance Tax and TDS Receivables [Net of provisions of ` 70.59 thousand
(March 22 - ` 70.88 thousand) 8.14 39.96
Total Non-current Assets 8.14 39.96
Current Assets
Biological assets other than bearer plants 3 – –
Financial Assets
Cash and Cash Equivalents 4 3,198.56 3,445.93
Other Financial Assets 5 77.74 65.66
Other Current Assets 6 42.34 42.34
Total Current Assets 3,318.64 3,553.93
Total Assets 3,326.78 3,593.89
EQUITY AND LIABILITIES
Equity
Equity Share Capital 7 55,100.04 55,100.04
Other Equity 8 (52,060.64 ) (51,793.85 )
Total Equity 3,039.40 3,306.19
Liabilities
Non-current Liabilities
Provisions 9 136.86 122.53
Total Non-current Liabilities 136.86 122.53
Current Liabilities
Financial Liabilities
Trade Payables 21
- total outstanding dues of micro enterprises and small enterprises – –
- total outstanding dues of creditors other than micro
enterprises and small enterprises 137.25 151.20
Other Financial Liabilities 10 3.60 4.41
Other Current Liabilities 11 5.58 6.11
Provisions 9 4.09 3.45
Total Current Liabilities 150.52 165.17
Total Liabilities 287.38 287.70
Total Equity and Liabilities 3,326.78 3,593.89
See accompanying notes forming part of the Financial Statements
In terms of our report attached
For Deloitte Haskins & Sells For and On behalf of the Board of Directors
Chartered Accountants
(Firm’s Registration No. 302009E)

Ananthi Amarnath Suneel Pandey Sib Sankar Bandyopadhyay

Partner Director Director
Membership No. - 209252 DIN - 8017025 DIN - 8016972

Place: Chennai Place: Secunderabad

Date: 4th May, 2023 Date: 4th May, 2023

498
 PAVAN POPLAR limited

STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED MARCH 31, 2023
(All amounts are in Indian Rupees thousands unless otherwise stated)
For the year ended For the year ended
Note March 31,2023 March 31,2022
(`) (`)

I Revenue from Operations 12 1,140.00 340.00
II Other Income 13 98.48 173.35
III Total Income (I+II) 1,238.48 513.35
IV EXPENSES:
Purchases of Stock-in-Trade 900.00 320.00
Employee Benefits Expense 14 345.75 323.33
Other Expenses 15 258.28 310.18
Total Expenses (IV) 1,504.03 953.51
V Loss Before Tax (III-IV) (265.55 ) (440.16 )
VI Tax Expense:
Current Tax 16( c) 6.54 –
Taxation of prior years written back (net) – –
Total Tax Expense (VI) 6.54 –
VII Loss for the Year (V-VI) (272.09 ) (440.16 )
A Other Comprehensive Income:
(i) Items that will not be reclassified to profit and loss
- Remeasurement of the defined benefit liability 23 5.30 (0.68 )
(ii) Income tax relating to items that will not be reclassified to profit and loss 16(b) – –
VIII Total Other Comprehensive Profit/(Loss) [(A(i-ii)] 5.30 (0.68 )
IX Total Comprehensive Loss for the Year (VII+VIII) (266.79 ) (440.84 )
Earnings per Equity Share (in INR): Basic and Diluted (face value of ` 10 each) 18 (0.05 ) (0.08 )
See accompanying notes forming part of the Financial Statements
In terms of our report attached
For Deloitte Haskins & Sells For and On behalf of the Board of Directors
Chartered Accountants
(Firm’s Registration No. 302009E)
Ananthi Amarnath Suneel Pandey Sib Sankar Bandyopadhyay
Partner Director Director
Membership No. - 209252 DIN - 8017025 DIN - 8016972

Place: Chennai Place: Secunderabad

Date: 4th May, 2023 Date: 4th May, 2023

499
 PAVAN POPLAR limited

Statement of Changes in Equity for the Year Ended March 31, 2023
(All amounts are in Indian Rupees thousands unless otherwise stated)
Amount
A. Equity Share Capital:
Balance at April 1, 2021 55,100.04
Changes in Equity Share Capital during the year –
Balance at March 31, 2022 55,100.04
Changes in Equity Share Capital during the year –
Balance at March 31, 2023 55,100.04
Reserves and Surplus Other items of Other Total
B. Other Equity : General Retained Comprehensive
Reserve Earnings Income
Balance as at April 1, 2021 500.00 (51,018.48) (834.53) (51,353.01)
Loss for the year – (440.16) – (440.16)
Remeasurement of the Defined Benefit Liability
[Refer Note 16(b)] – – (0.68) (0.68)
Balance at March 31, 2022 500.00 (51,458.64) (835.21) (51,793.85)
Loss for the year – (272.09) – (272.09)
Remeasurement of the Defined Benefit Liability
[Refer Note 16(b)] – – 5.30 5.30
Balance at March 31, 2023 500.00 (51,730.73) (829.91) (52,060.64)
See accompanying notes forming part of the Financial Statements

In terms of our report attached

For Deloitte Haskins & Sells For and On behalf of the Board of Directors
Chartered Accountants
(Firm’s Registration No. 302009E)
Ananthi Amarnath Suneel Pandey Sib Sankar Bandyopadhyay
Partner Director Director
Membership No. - 209252 DIN - 8017025 DIN - 8016972

Place: Chennai Place: Secunderabad

Date: 4th May, 2023 Date: 4th May, 2023

500
 PAVAN POPLAR limited

CASH FLOW STATEMENT FOR THE YEAR ENDED MARCH 31, 2023
(All amounts are in Indian Rupees thousands unless otherwise stated)
For the year ended For the year ended
March 31, 2023 March 31, 2022
(` ) (`)
Cash Flow from Operating Activities
(Loss) / Profit Before Tax (265.55 ) (440.16)
Adjustments for:
Provision no longer required written back – –
Interest Income (98.48 ) (173.35)
Operating Loss Before Working Capital Changes (364.03 ) (613.51)
Adjustments for:
Increase/(Decrease) in Trade Payable (13.95 ) 5.80
Increase / (Decrease) in Other Current Liabilities, Other Financial Liabilities and Provisions 18.93 5.41
Cash used in Operations (359.05 ) (602.30)
Income Taxes (Paid (Net of Refunds)) / refund received 25.27 (16.70)
Net Cash used in Operating Activities (333.78 ) (619.00)
Cash Flow from Investing Activities
Interest Received 86.40 189.72
Net Cash generated from Investing Activities 86.40 189.72
Cash Flow from Financing Activities – –
Net decrease in Cash and Cash Equivalents (247.37 ) (429.28)
Cash and Cash Equivalents at the beginning of the year 3,445.93 3,875.21
Cash and Cash Equivalents at the end of the year (Refer Note 4) 3,198.56 3,445.93
See accompanying notes forming part of the Financial Statements

In terms of our report attached

For Deloitte Haskins & Sells For and On behalf of the Board of Directors
Chartered Accountants
(Firm’s Registration No. 302009E)
Ananthi Amarnath Suneel Pandey Sib Sankar Bandyopadhyay
Partner Director Director
Membership No. - 209252 DIN - 8017025 DIN - 8016972

Place: Chennai Place: Secunderabad

Date: 4th May, 2023 Date: 4th May, 2023

501
 PAVAN POPLAR limited

Notes forming part of the Financial Statements

1. Company Overview 2.6 Cash Flow Statement
The Company is in the business of trading of poplar woods, saplings and Cash flows are reported using the indirect method, whereby profit / (loss)
agro forestry and other related activities, which consists of harvesting and is adjusted for the effects of transactions of non-cash nature and any
selling of poplar wood, and is based in the states of Uttarakhand and Uttar deferrals or accruals of past or future cash receipts or payments. The cash
Pradesh. The Company is presently exploring business opportunities in flows from operating, investing and financing activities of the Company
trading of agri produce and has undertaken trading of poplar saplings. are segregated.
2. Significant Accounting Policies 2.7 Property, Plant and Equipment – Recognition and Depreciation
2.1 Statement of Compliance Property, Plant and Equipment are stated at cost less accumulated
These financial statements have been prepared in accordance with depreciation and impairment, if any. The cost comprises its purchase price
Indian Accounting Standards (Ind AS) notified under section 133 of the net of any trade discounts and rebates, any import duties and other taxes
Companies Act, 2013, read with the Companies (Indian Accounting (other than those subsequently recoverable from the tax authorities),
Standards) Rules, 2015, as amended. The financial statements have also any directly attributable expenditure on making the asset ready for its
been prepared in accordance with the relevant presentation requirements intended use, other incidental expenses related to acquisition.
of the Companies Act, 2013. Depreciable amount for assets is the cost of an asset, or other amount
2.2 Basis of Preparation substituted for cost, less its estimated residual value. Depreciation is
provided on the straight-line method as per the useful life prescribed in
The financial statements are prepared in accordance with Indian Schedule II to the Companies Act, 2013.
Accounting Standards (Ind AS) under the historical cost convention,
except for certain items that are measured at fair values, as explained 2.8 Revenue Recognition
in the accounting policies below, and on accrual basis. The financial (a) Sale of Products: Revenue is recognised at the transaction price
statements are presented in Indian Rupees (INR) which is also the that the Company receives or expects to receive as consideration
Company’s functional currency. for products supplied (net off estimated returns and discounts),
Fair value is the price that would be received to sell an asset or paid to upon transfer of significant risks and rewards of ownership of the
transfer a liability in an orderly transaction between market participants products to the buyer, the amount of revenue can be measured
at the measurement date, regardless of whether that a price is directly reliably and it is probable that the economic benefits associated
observable or estimated using another valuation technique. In estimating with the transaction will flow to the entity and the costs incurred
the fair value of an asset or a liability, the Company takes into account or to be incurred in respect of the transaction can be measured
the characteristics of the asset or liability if market participants would take reliably.
those characteristics into account when pricing the asset or liability at the (b) Interest Income on deposits with bank is accounted for on an
measurement date. Fair value for measurement or disclosure purposes accrual basis at the effective interest rate.
in these financial statements is determined on such a basis, except for 2.9 Retirement Benefits
measurements that have some similarities to fair value but are not fair
value, such as net realizable value in Ind AS 2 or value in use in Ind AS 36. Defined Contribution Plans

2.3 Use of Estimates and Judgements The Company’s contribution to provident fund and employees’ state
insurance scheme are considered as defined contribution plans and are
The preparation of financial statements in conformity with Ind AS requires charged as an expense based on the amount of contribution required to
management to make judgements, estimates and assumptions that be made and when services are rendered by the employees.
affect the application of accounting policies and the reported amounts of
assets and liabilities, disclosure of contingent liabilities and the reported Defined Benefit Plans
amounts of income and expenses during the year. Actual results could The Company’s gratuity benefit scheme is a defined benefit plan which
differ from those estimates and the difference between the actual results is not funded. The cost of providing benefits is determined using the
and the estimates are recognised in the periods in which the results are Projected Unit Credit method, with actuarial valuations being carried out
known / materialise. The estimates and underlying assumptions are at each balance sheet date. Gain or Loss on account of remeasurements
reviewed on an ongoing basis. are recognised immediately through Other Comprehensive Income in the
2.4 Biological Assets other than Bearer Plants period in which they occur. Past service cost is recognised immediately to
the extent that the benefits are already vested and otherwise is amortised
Biological assets other than bearer plants comprises of matured as well as on a straight-line basis over the average period until the benefits become
growing poplar trees. These trees are felled for wood and are then sold vested. The retirement benefit obligation recognised in the Balance
to farmers, the usual production cycle ranging from 5 – 6 years. At any Sheet represents the present value of the defined benefit obligation as
reporting period, these trees would be at various stages of growth. Since adjusted for unrecognised past service cost. Any asset resulting from
the trees have a growing period of 5-6 years, and there is no market for this calculation is limited to past service cost, plus the present value of
such trees in the initial 4-5 years of their growth, the fair value of the available refunds.
same cannot be established. Hence, such assets are measured at cost
less any accumulated depreciation and any accumulated impairment Other Long-Term Employment Benefits
losses on initial recognition and at the end of each reporting period. In Compensated absences which are not expected to occur within twelve
determination of cost, no adjustment is made to the total cost of trees months after the end of the period in which the employee renders the
on account of undeveloped / diseased trees, being normal loss during related services are recognized as a liability at the present value of the
the period of maturity of plantation (based on a technical estimate) defined benefit obligation at the balance sheet date.
except that realization / insurance claim for such trees is reduced from 2.10 Earnings Per Share (‘EPS’)
total cost. Cost includes all direct and indirect expenses in respect of the
Basic earnings per share (‘EPS’) is computed by dividing the net profit/
poplar plantation. Further, 75% of net standard realizable value of inter
(loss) attributable to the equity shareholders for the period by the
cropping, waste, etc. is reduced from the above cost because entire farm
weighted average number of equity shares outstanding during the
cost is first added to the cost of plantation.
reporting period. Diluted EPS is computed by dividing the net profit/
Fair valuation is done for those trees which have attained a growth of 5 (loss) attributable to the equity shareholders for the period by the
years and is ready for sale in the next one year, provided it is reasonably weighted average number of equity and equivalent dilutive equity shares
certain that the existing market prices are unlikely to show wide variability outstanding during the period, except where the results would be anti-
in the next one year. To determine the fair value, reference is made to the dilutive.
current market price of similar grade of wood less estimated costs to be
2.11 Taxation
incurred for making the sale.
Income-tax expense comprises current tax and deferred tax charge or
Unharvested agricultural produce of intercropping traditional crops are
credit. Current tax is determined in accordance with the Income-tax Act,
valued at fair value less costs to sell.
1961. Income tax, in so far as it relates to items disclosed under Other
2.5 Inventories Comprehensive Income or Equity, are disclosed separately under Other
Agricultural produce after harvest i.e., felled wood from poplar trees Comprehensive Income or Equity, as applicable.
and inter-cropping of traditional crops (viz., wheat and sugarcane) are Deferred tax is recognized on temporary differences between the
measured at 75% of their net realizable value in accordance with well- carrying amounts of assets and liabilities for financial reporting purposes
established practice in the industry. and the amounts used for taxation purposes.
In respect of traded items, inventories are valued at weighted average The deferred tax charge or credit and the corresponding deferred tax
cost basis. liabilities or assets are recognised using the tax rates and tax laws that

502
 PAVAN POPLAR limited

Notes forming part of the Financial Statements (Contd.)

have been enacted or substantively enacted by the balance sheet date. cash-generating unit) in prior years. A reversal of an impairment loss is
Deferred tax assets are recognised only to the extent there is reasonable recognised immediately in profit and loss.
certainty that the assets can be realised in future; however, where there 2.13 Contingencies and Provisions
is unabsorbed depreciation or carried forward loss under taxation laws,
deferred tax assets are recognised only if there is a virtual certainty of A provision is recognised when the Company has a present obligation
realisation of such assets. Deferred tax assets are reviewed as at each (legal or constructive) as a result of past events and it is probable that an
balance sheet date and written down or written-up to reflect the amount outflow of resources will be required to settle the obligation in respect
that is reasonably/virtually certain (as the case may be) to be realised. As of which a reliable estimate can be made. The amount recognised as a
the Company is currently engaged in trading of agricultural produce, provision is the best estimate of the consideration required to settle the
such income is exempt from income tax. Accordingly, there are no present obligation at the end of the reporting period, taking into account
deferred tax assets/liabilities arising therefrom. the risks and uncertainties surrounding the obligation. When a provision
2.12 Impairment of Assets is measured using the cash flows estimated to settlement to settle the
present obligation, its carrying amount is the present value of those cash
To provide for impairment loss, if any, to the extent, the carrying amount
flows (when the effect of the time value of money is material).
of assets exceed their recoverable amount. Recoverable amount is the
higher of an asset’s fair value less costs of disposal and its value in use. 2.14 Operating Cycle
Value in use is the present value of estimated future cash flows expected Based on the nature of products / activities of the Company which
to arise from the continuing use of an asset and from its disposal at the consists of harvesting and selling of poplar wood on an annual basis
end of its useful life. from the existing trees which have attained maturity and the normal
When an impairment loss subsequently reverses, the carrying amount time between acquisition of assets and their realisation in cash or cash
of the asset (or a cash-generating unit) is increased to the revised equivalents, the Company has determined its operating cycle as 12
estimate of its recoverable amount, but so that the increased carrying months for the purpose of classification of its assets and liabilities as
amount does not exceed the carrying amount that would have been current and non-current. In the process of trading of agri produce also,
determined had no impairment loss been recognised for the asset (or the operating cycle has been determined as 12 months.

Notes forming part of Financial Statements D) Shares held by Promoters:

(All amounts are in Indian Rupees thousands unless otherwise stated)
Sl. Promoters As at 31st March 2023 As at 31st March 2022
As at As at No Name
31 March 2023 31 March 2022 No of shares % of % change No of % of %
3. Biological Assets other than Bearer Plants as at end of Total during the shares as at Total change
the year Shares year end of the Shares during
Unharvested Agri-Produce (Inter cropping of traditional crops) 4,327.03 4,327.03 year the year
Unharvested Poplar Trees (Standing crops) 20,986.18 20,986.18
25,313.21 25,313.21 1 ITC Limited 55,10,004 100 - 55,10,004 100 -
Less: Provision for Write Down (Refer Note 22) (25,313.21 ) (25,313.21 ) As at As at
– – 31 March 2023 31 March 2022
Note: Additional disclosure in terms of Schedule III and Ind AS 41 have not been given in view of the 8. Other Equity
ongoing litigation (Refer Note 22). Reserves and Surplus:
4.
Cash and Cash Equivalents General Reserve
Balances with Banks This represents appropriation of profit by the Company. 500.00 500.00
Current Account 92.98 193.70 Retained Earnings
Deposit Accounts (Refer Note below) 3,100.00 3,252.00 Retained earnings comprise of the Company’s undistributed
Cash on Hand 5.58 0.23 earnings after taxes. (51,730.73 ) (51,458.64 )
3,198.56 3,445.93 Other items of other comprehensive income
Note: Deposits maintained by the Company with banks comprise of time deposits, which can be withdrawn by Other items of other comprehensive income consist of
the Company at any point without prior notice or penalty on the principal. remeasurement of net defined benefit liability/asset. (829.91 ) (835.21 )
5. Other Financial Assets (52,060.64 ) (51,793.85 )
Current 9. Provisions
Employee Benefits:
Interest Accrued on the Bank Deposits 77.74 65.66
Gratuity (Refer Note 23) 125.63 118.11
77.74 65.66 Compensated Absences 15.32 7.87
6. Other Current Assets 140.95 125.98
Deposits with Statutory Authorities 42.34 42.34 Non-current
42.34 42.34 Gratuity (Refer Note 23) 121.98 114.85
Compensated Absences 14.88 7.68
7. Equity Share Capital
Authorised Share Capital: 136.86 122.53
1,00,00,000 Equity Shares of ` 10 each fully paid-up 1,00,000.00 100,000.00 Current
Issued, Subscribed and Paid-Up Capital: Gratuity (Refer Note 23) 3.65 3.26
55,10,004 Equity Shares of ` 10 each fully paid-up 55,100.40 55,100.40 Compensated Absences 0.44 0.19
A) Reconciliation of number of Equity Shares outstanding: 4.09 3.45
No. of Shares Amount 140.95 125.98
Balance at April 1, 2021 55,10,004 55,100.04
10. Other Financial Liabilities
Add: Issued during the year – –
Current:
Balance at March 31, 2022 55,10,004 55,100.04 Employee Dues Payable 3.60 4.41
Add: Issued during the year – – 3.60 4.41
Balance at March 31, 2023 55,10,004 55,100.04
11. Other Liabilities
B) Shareholders holding more than 5% of the Equity Shares in the Company: Current:
As at March 31, 2023 As at March 31, 2022 Statutory Liabilities 5.58 6.11
(No. of Shares) % (No. of Shares) % 5.58 6.11
ITC Limited and its nominees 55,10,004 100 55,10,004 100
For the year ended For the year ended
* 55,09,998 shares are held by ITC Limited, the Holding Company and the balance 6 shares are held by
nominees of the Holding Company jointly with the Holding Company. 31 March 2023 31 March 2022

C) Rights, preferences and restrictions attached to the Equity Shares: 12. Revenue from Operations
Sale of Products (Saplings) 1,140.00 340.00
The equity shares of the Company, having par value of ` 10 per share, rank pari passu in all respects
including voting rights and entitlement to dividend. 1,140.00 340.00

503
 PAVAN POPLAR limited

Notes forming part of the Financial Statements (Contd.)

For the year ended For the year ended For the year ended For the year ended
31 March 2023 31 March 2022 31 March 2023 31 March 2022
13. Other Income
18. Earnings Per Share
Interest Income on: Computation of earnings per share is set out below:
Bank Deposits 93.00 173.35 Net (Loss) / Profit attributable to
Other interest 3.22 – Equity Shareholders (A) (272.09) (440.16)
Income tax refund 2.26 – Weighted Average Number of Equity Shares
98.48 173.35 outstanding during the year (B) (Nos.) 55,10,004 55,10,004
Face value of Equity Share (INR) 10.00 10.00
14. Employee Benefits Expense
Earnings Per Share (Basic and Diluted)
Salaries and Wages (Refer Note 25) 300.28 265.83
(A/B) (in INR) (0.05) (0.08)
Contribution to Provident and Other Funds 32.65 35.09
Gratuity Expense (Refer Note 23) 12.82
19. Segment Information 11.18
Staff Welfare Expenses – 11.23
The Board of the Company has been identified as the Chief Operating Decision
345.75 323.33 Maker (CODM) as defined by IND AS 108 Operating Segments. The Company’s
15. Other Expenses activities involve predominantly business of growing and selling agricultural
Rent 7.76 7.76 produce in India, which is considered to be a single business segment since these
Rates and Taxes 2.08 1.35 are subject to similar risks and returns. Further, the business is carried out in India
Insurance 2.80 2.80 and product sold primarily in India and hence there are no reportable geographical
Repairs and Maintenance - Others 0.80 0.68 segments.
Security Charges 164.07 157.89 The Company receives more than 10% of its total revenue from operations from a
Legal and Consultancy Expenses 9.97 67.20 single customer as under
Miscellaneous Expenses 70.80 72.50 For the year ended For the year ended
31 March 2023 31 March 2022
258.28 310.18
Miscellaneous Expenses include: Mr. Karamjeet Singh 13.33% 0.00%
Payment to Auditors Mr. Jaswinder Singh 0.00% 17.00%
(excluding applicable taxes) Mr. Parvinder Singh 0.00% 11.90%
- Statutory Audit 50.00 50.00
- Tax Audit 15.00 15.00 20. Related Party Disclosures

65.00 65.00 a) Details of Related Parties :

16. Tax Expense Name Relationship
(a) The Company is in the business of Agro Forestry and related income ITC Limited Holding Company
and expenses are agricultural income, which are exempt u/s 10 of the Key Management Personnel Relationship
Income-Tax Act, 1961. (Also refer note 22) S. K. Sipani Non-Executive Director
(b) Remeasurement of actuarial losses relating to gratuity are related Suneel Pandey Non-Executive Director
agricultural activities of the Company. Hence, there is no tax impact
Sib Sankar Bandyopadhyay Non-Executive Director
on such remeasurement of actuarial losses.
(c) A reconciliation of the income tax provision to the amount computed (b) Details of Related Party Transactions:
by applying the Indian statutory income tax rate to the loss before tax
Description For the year ended For the year ended
is summarised below:
31 March 2023 31 March 2022
For the year ended For the year ended
31 March 2023 31 March 2022 ITC Limited:
Purchases 900.00 320.00
Loss before Income Tax (265.55) (440.16 )
Enacted Tax Rates 25.17% 25.17% (c) Details of Related Party Balances:
Computed Expected Tax Expense (67.00) (111.00 ) Description As at As at
Tax on Income after excluding 31 March 2023 31 March 2022
expenses for income exempt u/s 10 73.54 111.00 ITC Limited – –
Income Tax Expense 6.54 –
21. Trade Payable
17. Contingent Liabilities *
Claims against the Company not Total Outstanding dues of creditors of micro and small enterprises** – –
acknowledged as Debts
Total Outstanding dues of creditors other than
Revision of Land Lease Rent 10,700.00 10,700.00
micro and small enterprises 137.25 151.20
Other Matters 42.34 42.34
10,742.34 10,742.34 137.25 151.20

* It is not practicable for the Company to estimate the closure of the issue and the **The Company, based on the information available on the status of the suppliers, does not have any dues to
consequential timings of cash flows, if any, in respect of the above. enterprises covered under the Micro, Small and Medium Enterprises Development Act, 2006.

Ageing of Trade Payables

Particulars Outstanding for following periods
As at 31st March, 2023 Total
Not Due Unbilled Payable* Less than 1 Year 1-2 years 2-3 years More than 3 years
MSME - - - - - - -
Others - 137.25 - - - - 137.25
Disputed Dues - MSME - - - - - - -
Disputed Dues - Others - - - - - - -
Total - 137.25 - - - - 137.25
Ageing of Trade Payables
Particulars Outstanding for following periods
As at 31st March, 2022 Total
Not Due Unbilled Payable* Less than 1 Year 1-2 years 2-3 years More than 3 years
MSME - - - - - - -
Others - 151.20 - - - - 151.20
Disputed Dues - MSME - - - - - - -
Disputed Dues - Others - - - - - - -
Total - 151.20 - - - - 151.20
* Unbilled Payable denotes Provision for Expenses which are yet to be billed.

504
 PAVAN POPLAR limited

Notes forming part of the Financial Statements (Contd.)

22. During the year 2013-14, the Hon’ble High Court of Uttarakhand at Nainital, The principal assumptions used for the purpose of the actuarial valuation were as follows:
passed an order directing the State Authorities to take possession of the land leased As at As at
to the Company. The Company had filed an appeal against the said Order, which March 31, 2023 March 31, 2022
had been admitted and the matter is pending in the Hon’ble High Court.
Discount Rates 7.50% 6.75%
Consequent to the aforesaid Order, as a matter of prudence, cost of the land
Expected rates of salary increase 7.00% 7.00%
amounting to Rs. 23,410.91 thousands (being the difference between the premium
paid on acquisition of such leasehold land amounting to Rs. 44,933.86 thousands Mortality Table Indian Assured Lives Indian Assured Lives
and amortised to the extent of Rs. 21,522.95 thousands) was fully impaired in Mortality (2012-14) Mortality (2012-14)
2013-14. On transition to Ind AS, deemed cost of such leasehold land as on April 1, Ultimate Ultimate
2015 is Nil. Further, as the Company does not have access to such land, biological Retirement Age 58 Years 58 Years
assets (including agri-produce) thereon were fully provided for and consequently,
cost of such assets is Nil. The Company assesses these assumptions with its projected long-term plans of
In the interim, the Company has been examining alternate business opportunities growth and prevalent industry standards. The discount rate is based on the
and basis its long experience of trading in poplar wood/saplings, the Company government securities yield.
continues to engage in trading of poplar wood / saplings in the proximate markets.
As at March 31, 2023, every percentage point increase / decrease in discount rate
In view of the above and taking into account that the Company’s assets primarily
will affect the Company’s gratuity benefit obligation by approximately Rs. 4,300/-.
include current assets (Cash and Cash Equivalents), the Board has determined that
it would be appropriate to prepare its financial statements on a going concern As at March 31, 2022, every percentage point increase / decrease in compensation
basis. levels will affect the Company’s gratuity benefit obligation by approximately
23. Employee Benefits Rs. 5,000/-
Description of Plans 24. Financial Instruments and Related Disclosures
The Company makes contribution to defined contribution scheme (Provident
A. Capital Management
Fund) for qualifying employees. The Company makes a monthly contribution as a
percentage of eligible salary to Provident Fund. The Company’s financial strategy aims to strengthen its financial position through
The liabilities arising in the defined benefit schemes are determined in accordance optimum deployment of capital in the business of agro forestry and other related
with the actuarial valuation. Gratuity and Compensated Absences benefits are activities, which consists of harvesting and selling of poplar wood, and in trading
unfunded. of agri produce and nurture opportunities available in the markets. The Company
Risk Management aims at maintaining a strong capital base so as to maintain adequate supply of
The defined benefit plans expose the Company to actuarial deficit arising out of funds towards future growth of its businesses as a going concern.
interest rate risk, longevity risk and salary cost inflation risk. These plans are not
B. Categories of Financial Instruments
exposed to any unusual, entity specific or scheme specific risks but there are general
risks. The Scheme’s accounting liabilities are calculated using a discount rate set Note As at March 31, 2023 As at March 31, 2022
with reference to the Government security yields. A decrease in yields will increase Carrying Fair Value Carrying Fair Value
the fund liabilities, leading to accounting deficit in the funds. Increase in salary due Value Value
to adverse inflationary pressures might lead to higher liabilities. Financial Assets (Measured at
Gratuity: amortised cost)
The following tables set out the amount recognised in the Financial Statements as i) Cash and Cash Equivalents 4 3,198.56 3,198.56 3,445.93 3,445.93
of March 31, 2023 and March 31, 2022: ii) Other Financial Assets 5 77.74 77.74 65.66 65.66
For the year ended For the year ended Total Financial Assets 3,276.30 3,276.30 3,511.59 3,511.59
31 March 2023 31 March 2022 Financial Liabilities (Measured at
Change in Benefit Obligation amortised cost)
(i) Trade Payables 21 137.25 137.25 151.20 151.20
Benefit Obligation at the beginning 118.11 106.25 3.60 3.60 4.41 4.41
(ii) Other Financial Liabilities 10
Current Service Cost 4.85 4.54 140.85 140.85 155.61 155.61
Total Financials Liabilities
Interest Expense 7.97 6.64
Remeasurements - Actuarial Losses (5.30) 0.68 C. Financial Risk Management Objectives
Benefits Paid – – The Company’s activities expose it to primarily to interest rate risk arising
Benefit Obligations at the end 126.163 118.11 out of bank deposits made. The company does not have any outstanding
trade receivables at hand and hence there is no credit risk.
Amount for the year ended March 31, 2023 and March 31, 2022 recognised in the i) Interest Rate Risk
Statement of Profit and Loss under employee benefit expense: Interest rate risk refers to the risk that the fair value or future cash
flows of a financial instrument will fluctuate because of changes
Current Service Cost 4.85 4.54
in market interest rates. Though the majority of the financial
Interest Expense 7.97 6.64
assets of the Company are fixed interest bearing instruments,
Gratuity Expense 12.82 11.18 the Company’s net exposure to interest risk is negligible as such
instruments are invested in fixed interest bearing instruments
Amount for the year ended March 31, 2023 and March 31, 2022 recognised in the which are not subject to substantial movements in rates. The
Statement of Other Comprehensive Income: maximum exposure to interest rate risk is Rs. 3,100.00 thousands
(As at March 31, 2022 - Rs. 3252 thousands) and is represented
Remeasurements of the Defined Benefit Liabilities by carrying amount of Balance with Banks - Deposit Accounts
Effect of Experience Adjustments (3.37) (2.62) (Refer Note 4).
Effect of Experience Adjustment (1.93) 3.30 ii) Price Risk
The Company invests its surplus funds in bank deposits measured
Cost recognised in the Statement of
at amortized cost. Accordingly, these do not pose any significant
Other Comprehensive Income (5.30) 0.68
price risk.
Liability recognised in the Balance Sheet As at As at iii) Liquidity Risk
March 31, 2023 March 31, 2022 Liquidity risk is defined as the risk that the Company will not
Remeasurements of the be able to settle or meet its obligations as they become due.
The company has Cash and Cash equivalents of Rs. 3,198.56
Defined Benefit Liabilities
thousands while the aggregate of trade payables and other
Present Value of Defined Benefit Obligation 125.63 118.11
financial liabilities is Rs. 140.85 thousands. Aggregate of trade
Liability recognised in Balance Sheet payables and other financial liabilities is about 5% of the total
- Current 3.65 3.26 cash and cash equivalents, hence the company does not foresee
- Non-Current 121.98 114.85 any liquidity risk.
Liability recognised in Balance Sheet 125.63 118.11 iv) Credit risk
Credit risk is the risk that counterparty will not meet its obligations
under a financial instrument which may lead to a financial loss

505
 PAVAN POPLAR limited

Notes forming part of the Financial Statements (Contd.)

to the Company. The company does not deal in credit unless The movement of the expected loss provision made by the Company is as
specifically approved by the Chief Operating Decision Maker and under:
such credit extension is short term in nature ranging from 0 - 15 As at As at
days. There are no outstanding debtors for which ECL provision is 31, March 2023 31, March 2022
required to be assessed.
Opening Balance (0.00) (18.36)
The following table gives details in respect of percentage of revenues
Add: Provisions made (Net) – –
generated from top customer and top 5 customers
Less: Utilisation – 18.36
For the year ended For the year ended Closing Balance (0) (0.00)
31, March 2023 31, March 2022
D. Fair value measurement
Revenue from top customer 13% 17%
The Company does not have any Non-current Financial Assets and Non-
Revenue from top 5 customers 47% 59% current Financial Liabilities. Fair value of Current Financial Assets and
The Company’s credit period generally ranges from 0-15 days Current Financial Liabilities is equivalent to their carrying values.

25. Ratios

Ratio Numerator Denominator For the Year For the Year Variance Reason for Variance
Ended Ended
March 31, 2023 March 31, 2022
Current Ratio Current Assets Current Liabilities 22.05 21.52 2%
Return on Equity Ratio PAT Average Shareholder’s Equity * *
Trade Payable turnover Ratio Sales Average Trade Payable 7.90 2.29 245% Due to increase in
revenue.
Net Capital turnover Ratio Sales Working Capital 0.36 0.10 259% Due to increase in
revenue.
Net Profit Ratio PAT Sales * *
Return on Capital Employed PBIT Average Capital Employed * *

* Ratio not disclosed as the same is negative

Note:Debt Service Coverage Ratio, Inventory turnover Ratio, Debt Equity Ratio, Return on Investment and Trade Receivable Ratio are not applicable to the Company.

26. The financial statements were approved for issue by the Board of Directors On behalf of the Board of Directors
on May 2, 2023. Suneel Pandey Sib Sankar Bandyopadhyay
Director Director
Place: Secunderabad
Date: 4th May, 2023

506
NOTES

507
NOTES