2.10 Provisions, contingent liabilities and contingent assets
A provision is recognised when the Company has a present obligation as a result of a past event and it is probable that an outflow of embodying economic benefits will be required to settle the obligation and there is a reliable estimate of the amount of the obligation. Provisions are measured at the best estimate of the expenditure required to settle the present obligation at the Balance sheet date. Provisions are determined by discounting the expected future cash flows (representing the best estimate of the expenditure required to settle the present obligation at the balance sheet date) at a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the liability.
Contingent liability is a possible obligation arising from past events and 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 the entity or a present obligation that arises from past events but is not recognised because it is not probable that an outflow of resources embodying economic benefits will
be required to settle the obligation or the amount of the obligation cannot be measured with sufficient reliability.
Contingent liabilities are not recognised but are disclosed in the notes. Contingent assets are neither recognised nor disclosed in the financial statements. Provisions are reviewed at each balance sheet date and adjusted to effect current management estimates. Contingent liabilities are recognised when there is possible obligation arising from past events.
2.11 Income taxes
Income tax expense comprises current and deferred tax. It is recognised in statement of profit and loss except to the extent that it relates to items recognised directly in equity or in OCI.
(i) Current tax
Current tax is measured at the amount expected to be paid in respect of taxable income for the year in accordance with the Income Tax Act, 1961. Current tax comprises the expected tax payable or receivable on the taxable income or loss for the year and any adjustment to the tax payable or receivable in respect of previous years. It is measured using tax rates and tax laws enacted or substantively enacted at the reporting date.
Current income tax relating to items recognised outside profit or loss is recognised outside profit or loss (either in other comprehensive income or in equity). Current tax items are recognised in correlation to the underlying transaction either in OCI or directly in equity. Management periodically evaluates positions taken in the tax returns with respect to situations in which applicable tax regulations are subject to interpretation and establishes provisions where appropriate.
Current tax assets and current tax liabilities are offset only if the Company has a legally enforceable right to set off the recognised amounts, and it intends to realise the asset and settle the liability on a net basis or simultaneously.
(ii) Deferred tax
Deferred tax is provided using the liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements.
Deferred tax assets arising mainly on account of carry forward losses and unabsorbed depreciation under tax laws are recognised only if there is reasonable certainty of its realisation.
Deferred tax assets on account of other temporary differences are recognised only to the extent that there is reasonable certainty that sufficient future taxable income will be available against which such deferred tax assets can be realised.
Deferred tax assets and liabilities are measured using tax rates and tax laws that have been enacted or substantively enacted at the Balance Sheet date. Changes in deferred tax assets / liabilities on account of changes in enacted tax rates are given effect to in the standalone statement of profit and loss in the period of the change. The carrying amount of deferred tax assets are reviewed at each Balance Sheet date.
Deferred tax assets and deferred tax liabilities are off set when there is a legally enforceable right to set¬ off assets against liabilities representing current tax and where the deferred tax assets and deferred tax liabilities relate to taxes on income levied by the same governing taxation laws.
2.12 Earnings per share (basic and diluted)
The Company reports basic and diluted earnings per equity share. Basic earnings per equity share have been computed by dividing net profit/loss attributable to the equity share holders for the year by the weighted average number of equity shares outstanding during the year. Diluted earnings per equity share have been computed by dividing the net profit attributable to the equity share holders after giving impact of dilutive potential equity shares for the year by the weighted average number of equity shares and dilutive potential equity shares outstanding during the year, except where the results are anti-dilutive.
2.13 Borrowing costs
Expenses related to borrowing cost are accounted using effective interest rate. Borrowing costs are interest and other costs (including exchange differences relating to foreign currency borrowings to the extent that they are regarded as an adjustment to interest costs) incurred in connection with the borrowing of funds. Borrowing costs directly attributable to acquisition or construction of an asset which necessarily take a substantial period of time to get ready for their intended use are capitalised as part of the cost of that asset. Other borrowing costs are recognised as an expense in the period in which they are incurred. The difference between the discounted amount mobilised and redemption value of commercial papers is recognised in the statement of profit and loss over the life of the instrument using the EIR.
2.14 Investment in subsidiaries
Investments in subsidiaries, joint ventures and associates are recognised at cost as per Ind AS 27. Except where investments accounted for at cost shall be accounted for in accordance with Ind AS 105, Non-current Assets Held for Sale and Discontinued Operations, when they are classified as held for sale.
2.15 Goods and services tax paid on acquisition of assets or on incurring expenses
Expenses and assets are recognised net of the goods and services tax paid, except when the tax incurred on a purchase of assets or services is not recoverable from the tax authority, in which case, the tax paid is recognised as part of the cost of acquisition of the asset or as part of the expense item, as applicable.
The net amount of tax recoverable from, or payable to, the tax authority is included as part of receivables or payables, respectively, in the balance sheet.
2.16 Foreign currency
Transactions in foreign currencies are recorded at the rate of exchange prevailing on the date of the transaction. Exchange differences arising on settlement of revenue transactions are recognised in the statement of profit and loss. Monetary assets and liabilities contracted in foreign currencies are restated at the rate of exchange ruling at the Balance Sheet date. Non-monetary assets and liabilities that are measured at fair value in a foreign currency are translated into the functional currency at the exchange rate when the fair value was determined. Non¬ monetary assets and liabilities that are measured based on historical cost in a foreign currency are translated at the exchange rate at the date of the transaction.
2.17 Standards issued and effective
The Ministry of Corporate Affairs ("MCA”) has notified the Companies (Indian Accounting Standards) Amendment Rules, 2025 to amend the following Ind AS which are effective from effective from 01 April, 2025. These amendments do not have a material impact on The Company's financial statements or material accounting policy information.
Ind AS 12 - Income Taxes - The amendment introduced relates to OECD Pillar Two global minimum tax rules. The Company has assessed the amendment and concluded that there is no impact.
Ind AS 21 - The Effects of Changes in Foreign Exchange Rates - A new framework has been introduced for situations involving non-exchangeable currencies, requiring entities
to assess exchangeability and estimate spot rates when exchangeability is lacking. Additional disclosures are required for currencies under restrictions. The Company has assessed these changes and noted no impact.
Ind AS 1 - Presentation of Financial Statements - Amendments clarify the principles for classification of liabilities as current or non-current, including treatments of covenant breaches and updated disclosure requirements. The Company has evaluated these amendments and determined no significant impact.
Ind AS 7 / Ind AS 107 - Statement of Cash Flows / Financial Instruments Disclosures - Amendments require enhanced disclosures relating to supplier-finance arrangements, including terms, outstanding balances, and liquidity risk considerations. The Company does not have material supplier-finance arrangements; therefore, no impact arises.
Ind AS 101 - First-time Adoption of Ind AS - Amendments require additional disclosures for entities operating in hyperinflationary environments and introduce transitional reliefs relating to lease classification under Ind AS 116. As The Company is not a first-time adopter, these amendments do not affect the Company.
Ind AS 115 - Revenue Recognition - Technical updates have been made to replace outdated cross-references to superseded standards. No impact on the Company's financial statements.
Ind AS 116 - Leases - Transitional relief is provided for lease arrangements involving land and building components, allowing classification based on facts at the transition date. This is not applicable to the Company.
2.18 Standards notified but not yet effective
The amendments to the standards that are notified by the Ministry of Corporate Affairs (MCA), but not yet effective, up to the date of issuance of the Company's financial statements are disclosed below. The Company will adopt these amendments to the standards, when they become effective.
(i) Amendments to Ind AS 1 - Classification of Liabilities as Current or Non-current and Non-current Liabilities with Covenants and Ind AS 10 Events after the Reporting Period Ind AS 10 has been amended to remove the previous treatment under which a lender's post reporting date waiver-granted before the financial statements were approved for issue-of a breach of a material covenant in a long term loan arrangement that occurred on or before the end of the reporting period, resulting in the liability becoming payable on demand at the reporting date, was regarded as an adjusting event. For annual reporting periods beginning on or after 1 April, 2026, any breach of a covenant-whether material or immaterial-occurring on or before the reporting date will, in accordance with Ind AS 1, require the related liability to be classified as current, unless the lender has granted a waiver of the breach on or before the reporting date and has agreed not to demand repayment for at least 12 months after the reporting date as a consequence of the breach. Such a waiver shall be treated as an adjusting event.
The amendments are effective for annual reporting periods beginning on or after 1 April, 2026 retrospectively in accordance with Ind AS 8. The Company has evaluated the amendment and there is no impact on its financial statement.
3 CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS
The preparation of financial statements in conformity with Ind AS requires management to make estimates, judgements and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities (including contingent liabilities) and disclosures as of the date of the financial statements and the reported amounts of revenues and expenses for the reporting period. Actual results could differ from these estimates. Accounting estimates and underlying assumptions are reviewed on an ongoing basis and could change from period to period. Appropriate changes in estimates are recognised in the periods in which the Company becomes aware of the changes in circumstances surrounding the estimates. Any revisions to accounting estimates are recognised prospectively in the period in which the estimate is revised and future periods. Following are estimates and judgements that have significant impact on the carrying amount of assets and liabilities at each balance sheet:
3.1 Business model assessment
Classification and measurement of financial assets depends on the results of the SPPI (Solely Payments of Principal and Interest) and the business model test. The Company determines the business model at a level that reflects how groups of financial assets are managed together to achieve a particular business objective. This assessment includes judgement reflecting all relevant evidence including how the performance of the assets is evaluated and their performance measured, the risks that affect the performance of the assets and how these are managed. The Company monitors financial assets measured at amortised cost or fair value through other comprehensive income that are derecognised prior to their maturity to understand the reason for their disposal and whether the reasons are consistent with the objective of the business for which the asset was held. Fair value
and supportable information that is relevant and available without undue cost or effort. This includes both quantitative and qualitative information and analysis, based on the Company's historical experience and credit assessment and including forward-looking information.
The inputs used and process followed by the Company in determining the ECL have been detailed in note 48.
3.7 Deferred Tax
Deferred tax is recorded on temporary differences between the tax bases of assets and liabilities and their carrying amounts, at the rates that have been enacted or substantively enacted at the reporting date. The ultimate realisation of deferred tax assets is dependent upon the generation of future taxable profits during the periods in which those temporary differences become deductible. The Company considers the expected reversal of deferred tax liabilities and projected future taxable income in making this assessment. The amount of the deferred tax assets considered realisable, however, could be reduced in the near term if estimates of future taxable income during the carry-forward period are reduced.
through profit or loss (FVTPL), where the assets are managed in accordance with an approved investment strategy that triggers purchase and sale decisions based on the fair value of such assets. Such assets are subsequently measured at fair value, with unrealised gains and losses arising from changes in the fair value being recognised in the standalone statement of profit and loss in the period in which they arise.
3.2 Fair value of financial instruments
The fair value of financial instruments is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction in the principal (or most advantageous) market at the measurement date under current market conditions (i.e., an exit price) regardless of whether that price is directly observable or estimated using another valuation technique. When the fair values of financial assets and financial liabilities recorded in the balance sheet cannot be derived from active markets, they are determined using a variety of valuation techniques that include the use of valuation models. The inputs to these models are taken from observable markets where possible, but where this is not feasible, estimation is required in establishing fair values. Judgements and estimates include considerations of liquidity and model inputs related to items such as credit risk (both own and counterparty), funding value adjustments, correlation and volatility. For further details about determination of fair value please see note 47.
Some of the Company's assets and liabilities are measured at fair value for financial reporting purposes. 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.
Fair value measurements under Ind AS are categorised into Level 1,2, or 3 based on the degree to which the inputs to the fair value measurements are observable and the significance of the inputs to the fair value measurement in its entirety, which are described as follows:
• Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company can access at measurement date
• Level 2: inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly; and
• Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs) that the Company can access at measurement date
3.3 Effective Interest Rate (EIR) method
The Company's EIR methodology, recognises interest income / expense using a rate of return that represents the best estimate of a constant rate of return over the expected behavioral life of loans given / taken and recognises the effect of potentially different interest rates at various stages and other characteristics of the financial instruments.
This estimation, by nature, requires an element of judgement regarding the expected behavior and life¬ cycle of the instruments, as well expected changes to India's base rate and other fee income/expense that are integral parts of the instrument.
3.4 Provisions and other contingent liabilities
The Company operates in a regulatory and legal environment that, by nature, has a heightened element of litigation risk inherent to its operations. As a result, it is involved in various litigation, arbitration and regulatory investigations and proceedings in the ordinary course of the Company's business. When the Company can reliably measure the outflow of economic benefits in relation to a specific case and considers such outflows to be probable, the Company records a provision against the case. Where the probability of outflow is considered to be remote, or probable, but a reliable estimate cannot be made, a contingent liability is disclosed.
Given the subjectivity and uncertainty of determining the probability and amount of losses, the Company takes into account a number of factors including legal advice, the stage of the matter and historical evidence from similar incidents. Significant judgement is required to conclude on these estimates.
3.5 Share based payments
Estimating fair value for share based payment requires determination of the most appropriate valuation model. The estimate also requires determination of the most appropriate inputs to the valuation model including the expected life of the option, volatility and dividend yield and making assumptions about them. The assumptions and models used for estimating fair value for share based payments transactions are discussed in note 43 "Employee stock option plan" (ESOP).
3.6 Expected Credit loss
When determining whether the risk of default on a financial instruments has increased significantly since initial recognition, the Company considers reasonable
3.8 Defined benefit plans
The cost of the defined benefit plans and the present value of the defined benefit obligation are based on actuarial valuation using the projected unit credit method. An actuarial valuation involves making various assumptions that may differ from actual developments in the future. These include the determination of the discount rate, future salary increases and mortality rates. Due to the complexities involved in the valuation and its long-term nature, a defined benefit obligation is highly sensitive to changes in these assumptions. All assumptions are reviewed at each reporting date.
3.9 Leases
Ind AS 116 defines a lease term as the non-cancellable period for which the lessee has the right to use an underlying asset including optional periods, when an entity is reasonably certain to exercise an option to extend (or not to terminate) a lease. The Company consider all relevant facts and circumstances that create an economic incentive for the lessee to exercise the option when determining the lease term. The option to extend the lease term are included in the lease term, if it is reasonably certain that the lessee will exercise the option. The Company reassess the option when significant events or changes in circumstances occur that are within the control of the lessee.
Nature and purpose of reserves
(A) General reserve
Under the erstwhile Companies Act 1956, general reserve was created through an annual transfer of net income at a specified percentage in accordance with applicable regulations, however the same is not required to be created under Companies Act, 2013. This reserve can be utilised only in accordance with the specified requirements of Companies Act, 2013.
(B) Securities premium
Securities premium is used to record the premium received on issue of shares. The reserve can be utilised only for limited purposes in accordance with the provisions of the Companies Act, 2013.
(C) Retained earnings
Retained earnings are the profits that the Company has earned till reporting date, less any transfers to generate reserve, dividends or other distributions paid to shareholders. It also includes remeasurement gains and losses on defined benefit plans recognised in other comprehensive income (net of taxes). This also includes transfer within equity, i.e., transfer from equity-settled share-based payment reserve towards the amount recognised for services received from an employee, if the vested equity settled shared based payments instruments are later forfeited or not exercised.
(D) Equity settled share based payment reserve
This reserve is created by debiting the statement of profit and loss account with the value of share options granted to the employees by the Company. Once shares are issued by the Company, the amount in this reserve will be transferred to share capital, securities premium or retained earnings.
Note (a):
The Company has entered into an official partner agreement. In terms of this agreement, a bank guarantee has been issued for securing the Company's obligation to make rights fees as well as performance of other obligations.
Note (b):
Above disputed income tax demands not provided for includes:
(i) H 93.91 million (31 March, 2025: H 93.91 million) on account of disallowance made as speculation loss for A.Y. 2009-10 considered by ITAT in favour of the Company. Department filed an appeal before Hon'ble High Court of Bombay on 25 July, 2018;
(ii) H 7.53 million (31 March, 2025: H 7.53 million) on account of disallowance made as speculation loss for A.Y. 2012-13 vide reassessment order dated 15 December, 2017 passed by Assessing Officer. Company filed an appeal before CIT(A) on 17 January, 2018;
(iii) H 1.99 million (31 March, 2025: H 1.99 million) on account of disallowance made under Section 14A for A.Y. 2020-21 vide assessment order dated 27 September 2022 passed by Assessing Officer. Company filed an appeal before CIT(A) on 25 October, 2022;
(iv) H 0.11 million (31 March, 2025: H 0.11 million) demand for F.Y. 2017-18 made by GST officer, Punjab vide order dated 20 December,
2023. Company filed an appeal before the Appellate Authority on 20 March, 2024;
(v) H 0.38 million (31 March, 2025: H 0.38 million) demand for F.Y. 2018-19 made by GST officer, Punjab vide order dated 19 April,
2024. Company filed an appeal before the Appellate Authority on 18 July, 2024;
(vi) H 0.33 million (31 March, 2025: H 0.33 million) demand for F.Y. 2017-18 to 2019-20 made by GST officer, Bihar vide order dated 05 February, 2025. Company filed an appeal before the Appellate Authority on 04 April, 2025;
(vii) H 0.94 million (31 March, 2025: H 0.94 million) demand for F.Y. 2020-21 made by GST officer, Karnataka vide order dated 25 February, 2025. Company filed an appeal before the Appellate Authority on 26 May, 2025;
(viii) H 0.59 million (31 March, 2025: NIL) demand for F.Y. 2018-19 made by GST officer, Rajasthan vide order dated 26 September,
2025. Company filed an appeal before the Appellate Authority on 25 December, 2025;
(ix) H 0.05 million (31 March, 2025: NIL) on account of defects not corrected in Form 61B for A.Y. 2023-24 vide order dated 04 November, 2025 passed by Officer on 11 November, 2025. Company filed an appeal before CIT(A) on 11 December, 2025;
(x) H 44.88 million (31 March, 2025: NIL) demand for F.Y. 2018-19 to F.Y. 2022-23 made by GST officer, Maharashtra vide order dated 9 December, 2025. Company filed an appeal before the Appellate Authority on 07 March, 2026;
(xi) H 1.61 million (31 March, 2025: NIL) demand for F.Y. 2018-19 made by GST officer, Maharashtra vide order dated 18 December, 2025. Company filed an appeal before the Appellate Authority on 05 March, 2026;
(xii) H 7.03 million (31 March, 2025: NIL) demand for F.Y. 2021-22 made by GST officer, Karnataka vide order dated 26 December, 2025. Company filed an appeal before the Appellate Authority on 05 March, 2026; and
(xiii) H 1.05 million (31 March, 2025: NIL) demand for F.Y. 2021-22 made by GST officer, Delhi vide order dated 30 December, 2025. Company will file an appeal before the Appellate Authority.
(xiv) H 0.33 million (31 March, 2025: NIL) demand for F.Y. 2019-20 to F.Y. 2022-23 made by GST officer, Maharashtra vide order dated 27 February, 2026. Company will file an appeal before the Appellate Authority.
Above disputed demands does not include interest under the Income Tax Act, 1961 and GST Act, 2017 as the same is not determinable till the final outcome. The management believes that the ultimate outcome of the above proceedings will not have a material adverse effect on the Company's financial position and result of operations.
43 EMPLOYEE STOCK OPTION PLAN
• On 26 April, 2018, the Board of Directors approved the Angel Broking Employee Stock Option Plan 2018 ("ESOP Plan 2018") to issue stock options to key employees and directors of the Company and its subsidiaries. According to the ESOP Plan 2018, the employees selected by the Nomination and Remuneration Committee, from time to time, are entitled to options, subject to satisfaction of the prescribed vesting conditions, viz., continuing employment and subject to performance parameters defined in the ESOP Plan 2018.
• On 28 January, 2021, the Board of Directors approved the Angel Broking Employee Long Term Incentive Plan 2021 ("LTI Plan 2021") to issue options, equity settled Restricted Stock Units (RSU) and Performance Stock Units (PSU) to eligible employees of the Company and its subsidiaries to attract, retain and motivate key talent, align individual performance with the Company objective by rewarding senior management and key high performing employees, subject to the approval of shareholders. The shareholders approved the LTI Plan 2021 through Postal ballot on 05 March, 2021. According to the LTI Plan 2021, the Nomination and Remuneration Committee ("Committee") will decide which of the eligible employees should be granted Award units under the plan and accordingly, the Committee would offer the Award units to the identified employees under the LTI Plan 2021 to the extent permissible by applicable laws. Selection of participants for a given year will be based on and include role scope, level, performance and future potential, manager recommendation and any other criteria as approved by the Committee for the given year subject to satisfaction of the prescribed vesting conditions, viz., continuing employment in case of options, continuing employment and performance parameters in case of PSUs.
During the year ended 31 March, 2026, the Board of Directors and the shareholders approved a split / sub-division of the Company's equity shares, whereby each equity share of face value H 10 was sub-divided into 10 equity shares of face value H 1 each. Pursuant to this share split, appropriate adjustments were approved to the equity-settled Restricted Stock Units (RSUs) and Performance Stock Units (PSUs) ("Stock Options”) granted under the LTI Plan 2021, to ensure that all outstanding awards (both vested but unexercised and unvested) as well as the pool of options available for future grants were fairly and proportionately adjusted in accordance with the share sub-division.
Terms and conditions of transactions with related parties:
a) Income from broking and allied activities
The Company collects various charges from related parties which includes but not limited to brokerage, account maintenance charges, call & trade charges, demat charges, interest on margin trading funding, delayed payment charges etc. on the same terms as applicable to third parties in an arm's length transaction and in ordinary course of business.
b) Dividend received from subsidiary
Interim dividend received from wholly owned subsidiaries of the Company. Dividend was issued compliant with the relevant law and regulation applicable to the Company.
c) Capital Infusion in wholly owned subsidiary
The Company has invested in equity shares of Angel One Asset Management Company Limited at face value of H 10 per share, Angel One Trustee Limited at face value of H 10 per share and Angel One Foundation Ltd at face value of H 10 per share (incorporated on 10 November, 2024). Both the Company are wholly owned subsidiaries.
d) Capital Infusion in Associates
The Company has invested in equity shares of Angel One Livwell Life Insurance Limited at face value of H 10 per share (incorporated on 11 September, 2025).
e) Employee stock option scheme
The Company has granted restricted stock and performance stock units to the employees of the few of its wholly owned subsidiaries. The Company has obtained valuation report determining value as on the grant date. The excess of option value over the exercise price is recognised as a deemed investment in the books of the Company.
f) Lease income
The Company has its owned property, located in Andheri for use as the corporate office. The lease agreement requires the subsidiaries to pay fixed lease rental on a monthly basis. The Company and its subsidiaries mutually negotiates and agrees, and payment terms with the related parties by benchmarking the same to transactions with third party i.e. at available market rate at the same premises.
The Company also has owned its investment property, located in Andheri. The lease agreement requires the director to pay fixed lease rental on a monthly basis.
The above lease agreement with related parties does not contain any escalation clauses, are short term in nature and renewable at the end of lease term. The Company has not recorded any impairment on lease payments due from the related party. Refer note 33.
g) Software Maintenance Charges
One of the subsidiaries is engaged in providing software and support, maintenance and project services. The Company mutually negotiates and agrees, and payment terms with the subsidiary by benchmarking the same to transactions with non¬ related parties. It requires the Company to make monthly payments within 15 days from the date of invoice.
h) Business support services income
a. The Company has entered into business support service agreements with the subsidiaries for providing shared services which includes medical insurance, employee benefit expense and electricity. These expenses are allocated based on ratios defined in the agreement. The shared services are provided to subsidiaries to operate the business in an economical and efficient manner.
b. The Company has entered into business support services agreement with one of the subsidiaries for using its owned office space at Andheri, along with other support facilities. The Company and its subsidiaries mutually negotiate and agrees, the payment terms with the related parties by benchmarking the same to transactions with third party. In addition to above the subsidiary also recovers the proportionate expenses towards property tax, electricity and water charges, etc. based on area occupied.
i) Business support services expenses
The Company paid recurring referral incentives to one of its step-down subsidiaries for referring clients to the Company. The referral incentives were computed as a percentage of the fees earned by the Company from such referred clients. These referral arrangements were undertaken in the ordinary course of business and the consideration was based on the arm's length terms, consistent with the pricing of similar arrangements with unrelated parties.
j) Reimbursement of Expenses
In case the Company make certain payment on behalf of subsidiaries then the same is recovered from the said subsidiaries as reimbursement. The amount recoverable are unsecured and interest free.
k) Commission paid for Commercial paper
Commission for arranging Commercial paper issued by the Company is charged by one of the subsidiaries. The Company mutually negotiates with subsidiary and agrees arranger fees by benchmarking the same to with the similar transaction with unrelated party.
l) Remuneration paid (including ESOP Charged)
The amounts disclosed are the amounts recognised as an expensed during the financial year related to KMP which includes short term benefits and Employee stock option expensed. The amounts do not include expense, if any, recognised toward post¬ employment benefits and other long-term benefits of key managerial personnel. Such expenses are measured based on an actuarial valuation done for each Company as a whole. Hence, amounts attributable to KMPs are not separately determinable.
m) Directors' sitting fees and Commission to non-executive directors
All the Non-Executive Directors were paid sitting fees for attending the meetings of the Board and Committees constituted by the Board. Apart from above, there are no other pecuniary relationship or transactions between any Non-Executive Directors and the Company during the year under review. Commission to the Non-Executive Directors of the Company is not exceeding 1% of the net profits of the Company. The amounts disclosed are the amounts recognised as an expensed during the financial year.
No share options have been granted to the non-executive members of the Board of Directors under this scheme.
n) CSR Contributions to Subsidiary Company
The CSR contribution was given to Angel One Foundation for implementing CSR programs on behalf of the Company. The contribution has been charged to the Statement of Profit and Loss under "Corporate social responsibility expenses”.
o) Brand usage and trademark (Royalty fees) received
The Company has entered into brand usage and trademark arrangements with its subsidiaries, under which a fee is charged based on an agreed percentage of the subsidiary's total income, subject to the subsidiary earning profits during the relevant period. These fees represent compensation for the use of the Company's brand & trademark, and are recognised as "Other Income” in the Statement of Profit and Loss.
p) Sale of Property plant and equipment
The sale of Property, plant and equipment to the subsidiaries was carried out at the net book value, in accordance with the Board Resolution authorising the transfer. The resulting gain or loss arising from the sale has been recognised in the Statement of Profit and Loss.
q) Dividend paid / payable
Interim Dividend and final dividend are paid/payable to all the shareholders whose name/s appear in the register of members as on the record date including related parties of the companies which is approved by the board of directors/shareholders (in case of final dividend).
r) Intercorporate deposit
The Intercorporate deposit given/ taken between the group entities are for the purpose of investment of its surplus funds for the purpose of business activities. The loan rate is determined by considering the average borrowing rate of the group and all intercorporate deposits are repayable on demand. During the year ended, the Company has not recorded any impairment on Intercorporate deposits.
s) Payable to subsidiaries & trade payables to key managerial person
Trade payables outstanding balances and payable to subsidiaries are unsecured, interest free and require settlement in cash. No guarantee or other security has been given against these payables.
t) Recoverable from group companies
Recoverable from group companies are unsecured, interest free and require settlement in cash. No guarantee or other security has been received against these receivables.
u) Trade receivable
Trade receivables outstanding balances are unsecured, interest free and require settlement in cash. No guarantee or other security has been received against these receivables.
v) Other receivables
No rent is charged by one of the directors on property which is used as an office by the Company. H 7.50 million pertains to security deposits paid against the same property.
45 SEGMENT REPORTING
The Company's operations predominantly relate to equity, currency and commodity broking and its related activities business and is the only operating segment of the Company. The Chairman and Managing Director of the Company has been indentified as Chief Operating Decision Maker (CODM) as defined under IND AS 108, reviews the operations of the Company as one operating segment. Hence no separate segment information has been furnished herewith.
46 LEASES
Information about lease
The Company has taken office premises at certain locations and vehicles on operating lease. The agreements are executed for a period ranging from 3 months to 120 months.
The changes in the carrying value of right of use assets for the year ended 31 March, 2026 and 31 March, 2025 has been disclosed in note 13.
The aggregate depreciation expense on right of use assets is included under depreciation and amortisation expense in the statement of profit and loss.
The movement in lease liabilities has been disclosed in note 21.
B Fair value hierarchy
The following is the hierarchy for determining and disclosing the fair value of financial instruments by valuation technique: Level 1 - Quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2 - Inputs other than quoted prices 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).
Level 3 - Inputs for the assets or liabilities that are not based on observable market data (unobservable inputs).
The carrying amount of cash and bank balances, trade receivables, loans, trade payables, borrowings and other receivables and payables are considered to be the same as their fair values due to their short term nature. The fair values of borrowings (lease liability) and security deposits were calculated based on cash flows discounted using a current lending rate. They are classified as level 3 fair values in the fair value hierarchy due to the inclusion of unobservable inputs including own and counterparty credit risk.
*Valuation techniques used to determine fair value
Specific valuation techniques used to value financial instruments includes investment in equity investment valued at quoted closing price on stock exchange / other basis based on materiality.
48 FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES
The Company is exposed to various financial risks. These risks are categorised into market risk, credit risk and liquidity risk. The Company's risk management is coordinated by the Board of Directors and focuses on securing long term and short term cash flows. The Company does not engage in trading of financial assets for speculative purposes.
(A) Market risk
Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises following types of risk: interest rate risk and currency risk. Financial instruments affected by market risk include borrowings.
(i) Interest rate risk
Interest rate risk is 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 is exposed to interest rate risk arising mainly from borrowings with floating interest rates. The Company is exposed to interest rate risk because the cash flows associated with floating rate borrowings will fluctuate with changes in interest rates. The Company manages the interest rate risks by maintaining a debt portfolio comprising a mix of fixed and floating rate borrowings.
(ii) Foreign currency risk
Foreign currency risk is the risk that the fair value for future cash flows of a financial instrument will fluctuate because of changes in foreign exchange rates. As at each reporting date, the Company does not have significant exposure in foreign currency, therefore it is not exposed to currency risk.
(B) Credit risk
Credit risk is the risk that the Company will incur a loss because its customers or counterparties fail to discharge their contractual obligation. The Company manages and controls credit risk by setting limits on the amount of risk it is willing to accept for individual counterparties, and by monitoring exposures in relations to such limits.
The maximum exposure to credit risk for each class of financial instruments is the carrying amount of that class of financial instruments presented in the financial statements. The Company's major classes of financial assets are cash and cash equivalents, loans, term deposits, trade receivables and security deposits.
Cash and cash equivalents and term deposits with banks are considered to have negligible risk or nil risk, as they are maintained with high rated banks / financial institutions as approved by the Board of directors. Security deposits are kept with stock exchanges for meeting minimum base capital requirements. These deposits do not have any credit risk.
The management has established accounts receivable policy under which customer accounts are regularly monitored. The Company has a dedicated risk management team, which monitors the positions, exposures and margins on a continuous basis.
Expected credit loss
A) Trade receivables
The Company applies the Ind AS 109 simplified approach to measure expected credit losses which uses a lifetime expected loss allowance (ECL) for all trade receivables.
The application of simplified approach does not require the Company to track changes in credit risk. Rather, it recognises impairment loss allowance based on lifetime ECLs at each reporting date, right from its initial recognition.
To measure the expected credit losses, trade receivables have been grouped based on shared credit risk characteristics as follow:
• Receivable from Brokerage (Secured by collaterals mainly in form of Securities of listed Company)
• Receivable from Exchange (Unsecured)
• Receivable from Depository (Secured by collaterals mainly in form of Securities of listed Company)
• Receivable from Distribution Operations (Unsecured)
Receivable from exchange (unsecured) : There are no historical loss incurred in respect of receivable from exchange. Entire exposure/receivable as at each reporting period is received and settled within 7 days from reporting period. Therefore, no ECL is recognised in respect of receivable from exchange.
Receivable from brokerage and depository: Company has large number of customer base with shared credit risk characteristics. As per policy of the Company, trade receivable to the extent not covered by collateral (i.e. unsecured trade receivable) is considered as default and are fully written off as bad debt against respective trade receivables and the amount of loss is recognised in the statement of profit and loss. Subsequent recoveries of amounts previously written off are credited to the income statement as bad debts recovered. Trade receivable of the Company are of short duration with credit period ranging up to maximum 30 days. In case of delay in collection, the Company has right to charges interest (commonly referred as delayed payment charges) on overdue amount for the overdue period. However, in case of receivable from depository, the Company doesn't have right to charge interest. Though credit period given to customer in respect of receivable from depository is very short, generally there is significant delay in ultimate collection. The Company has computed expected credit loss due to significant delay in collection. Incremental borrowing rate is considered as effective interest rate on these trade receivable for the purpose of computing time value loss.
Receivable from distribution operations (unsecured) : For receivables from distribution operations (unsecured), the Company applies an ageing-based provisioning matrix to compute ECL, with IPO distribution receivables and other commission/fees receivables provisioned at rates ranging from Nil to 100% depending on their ageing and recoverability. These ECL rates reflect the Company's historical experience and are reviewed at each reporting date.
B) Margin trading facilities:
In accordance with Ind AS 109, the Company applies expected credit loss model (ECL) for measurement and recognition of impairment loss. The expected credit loss is a product of exposure at default (EAD), probability of default (PD) and loss given default (LGD). The financial assets have been segmented into three stages based on the risk profiles, primarily based on past due.
Company has large number of customer base with shared credit risk characteristics. Margin trading facilities are secured by collaterals. As per policy of the Company, margin trading facilities to the extent covered by collateral and servicing interest on a regular basis is not considered as due/default. Accounts becoming due/default are fully written off as bad debt against respective receivables and the amount of loss is recognised in the Statement of Profit and Loss. Subsequent recoveries of amounts previously written off are credited to the Statement of Profit and Loss as bad debts recovered.
51 CORPORATE SOCIAL RESPONSIBILITY (CSR) EXPENSES
As per Section 135 of the Companies Act 2013, a company meeting the activity 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. The Company undertook initiatives to channelise efforts to empower the underprivileged constituents of society through programmes designed in the domains of financial and digital literacy, skilling and placement of youth in Maharashtra, Gujarat, Rajasthan, Telangana, Karnataka, Delhi, Madhya Pradesh, Meghalaya, Manipur, Uttar Pradesh, Haryana, Tamil Nadu, Jharkhand, Assam, Orissa, and West Bengal.
To implement the programmes the Company partnered with credible Not-For-Profit Organisations namely Raah Foundation, NIIT Foundation, Sambhav Foundation, Aajeevika Bureau Trust, Kherwadi Social Welfare Association, Trust for Retailers and Retail Associates of India, Head High Foundation and Angel One Foundation.
During the year, the Company also made a contribution of H 18.30 million (31 March, 2025: Nil) to the Prime Minister's National Relief Fund / PM Cares Fund, in compliance with the provisions of Section 135 of the Companies Act, 2013. The said contribution qualifies as CSR expenditure in accordance with Schedule VII of the Act.
Gross amount required to be spent by the Company during the year H 291.01 million (previous year H 236.09 million)
Gross amount approved by board to be spent by the Company during the year H 291.01 million (previous year H 240.12 million)
50 CAPITAL MANAGEMENT
Risk management
The Company manages its capital structure and makes necessary adjustments in light of changes in economic conditions and the requirement of financial covenants. To maintain or adjust the capital structure, the Company may adjust the dividend payment to shareholders, return on capital to shareholders, issue new shares or raise / repay debt.
For the purpose of the Company's capital management, capital includes issued equity capital and all other equity reserves attributable to the equity holders. The primary objective of the Company's capital management is to maximise the shareholder value and to ensure the Company's ability to continue as a going concern. There is no non compliance with any covenants of borrowings. No changes were made in the objectives, policies or processes for managing capital during the years ended 31 March, 2026 and 31 March, 2025.
During the year, the Company has contributed H 13.73 million (31 March, 2025: Nil) to Angel One Foundation, a wholly owned subsidiary of the Company, towards Corporate Social Responsibility (CSR) activities. These funds are utilised by Angel One Foundation for undertaking CSR initiatives through its own centres as well as through Head Held High Foundation and Raah Foundation engaged in activities covered under Schedule VII of the Companies Act, 2013.
Out of the total contribution of H 13.73 million, an amount of H 3.15 million was granted by Angel One Foundation to Head Held High Foundation and Raah Foundation, towards CSR activities undertaken during the year.
There is no unspent amount that is required to be transferred to unspent CSR account within 30 days from the end of the financial year, in accordance with the Companies Act, 2013 read with the CSR Amendment Rules.
54 OTHER STATUTORY INFORMATION
(a) Additional regulatory information required under (WB) (xiv) of Division III of Schedule III amendment, disclosure of ratios, is not applicable to the Company for current and previous financial year as it is in broking business and not an NBFC registered under Section 45-IA of Reserve Bank of India Act, 1934.
(b) During the years ended 31 March, 2026 and 31 March, 2025, there were no charges or satisfaction yet to be registered with Registrar of Companies beyond the statutory period.
(c) During the years ended 31 March, 2026 and 31 March, 2025, the Company did not have any transactions which had not been recorded in the books of accounts that had been surrendered or disclosed as income during the current and previous 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).
(d) The Company does not hold any benami property and no proceedings have been initiated or pending against the Company for holding any benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and rules made thereunder during the years ended 31 March, 2026 and 31 March, 2025.
(e) The Company has not traded or invested in Crypto currency or Virtual Currency during the years ended 31 March, 2026 and 31 March, 2025.
(f) During the years ended 31 March, 2026 and 31 March, 2025, the Company is not declared wilful defaulter by any bank or financial institution or other lender.
(g) During the current and previous year, the Company has complied with the requirements of the number of layers prescribed under Section 2(87) of the Companies Act, 2013 read with Companies (Restriction on number of Layers) Rules, 2017.
(h) For the current and previous financial year, quarterly statements of current assets filed with banks and financial institutions for fund borrowed from those banks and financial institutions on the basis of security of current assets are in agreement with the books of account.
(i) During the years ended 31 March, 2026 and 31 March, 2025, the Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the Intermediary shall 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 to or on behalf of the Ultimate Beneficiaries.
(j) During the years ended 31 March, 2026 and 31 March, 2025, the Company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the Company shall 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 to or on behalf of the Ultimate Beneficiaries.
(k) During the currrent year and previous year, the Company has no transactions with struck off companies under Section 248 of the Companies Act, 2013 except as disclosed below:
55 RESTRUCTURING
The Board of Directors of the Company, at their meeting held on 14 May, 2025, approved Business Transfer Agreement ("BTA") for the transfer of the securities broking business, depository participant business, mutual fund distribution business and research analyst business (collectively referred to as ("Business Undertaking") of the Company to Angel Securities Limited ("ASL"), a wholly owned subsidiary of the Company, as a going concern, through a slump sale basis. Pursuant to which the business of the Company was supposed to be transferred to the above mentioned subsidiary in the manner as laid out in the BTA. However, the Board of Directors of the Company, vide Resolution dated 15 January, 2026, has decided to withdraw the proposed BTA.
56 The Company maintains its books of account using accounting software, namely Oracle Fusion (SaaS), In-house and Class software, all of which are enabled with an audit trail (edit log) feature and the same remained enabled and operational throughout the year for all relevant transactions recorded in the respective software. Further, there are no instance of audit trail feature being tampered with. Additionally, in respect of the said software, the Company has recorded and preserved the audit trail in compliance with the requirements of Section 128(5) of the Companies Act, 2013 for the financial year 2025-26, and has also preserved the audit trail records for the financial years 2023-24 and 2024-25, to the extent such functionality was enabled and recorded in the respective accounting software during those years.
The Company has used a) third-party accounting software i.e. Oracle Fusion (SAAS) for maintaining its books of account. The service provider has confirmed to the management that it takes a backup of the books of account on a daily basis which has been maintained on servers physically located in India and retained for 14 days, along with a weekly backup retained for 60 days.
Such periodic backups are for Oracle's sole use to minimise data loss in the event of an incident. Such data can be provided upon termination of the contract. Further, from 17 January, 2026, the Company has implemented an additional daily backup mechanism, whereby the books of account and other books are maintained in electronic mode are backed up on Company's server physically located in India. b) Class and Inhouse software, where the books of account and relevant documents are backed up on a daily basis and maintained on servers physically located in India.
57 LABOUR CODE
On 21 November, 2025, the Central Government issued four separate notifications in the Official Gazette announcing implementation of four Labour Codes, viz., the Code on Wages, 2019, the Industrial Relations Code, 2020, the Code on Social Security, 2020 and the Occupational Safety, Health and Working Conditions Code, 2020. These four codes replace and consolidate 29 existing labour laws. Following the implementation of the four labour codes, the Central Government has pre-published the draft rules on 31 December, 2025 under the respective Labour Codes, for public comment and the final rules are expected to be notified in due course. To ensure smooth implementation, the Ministry of Labour and Employment has also issued the Frequently Asked Questions (FAQs) on the four codes.
The four codes prescribe an inclusive definition of the term 'wages', which among other matters is relevant for determination of post-employment benefits including gratuity to all employees. In accordance with the definition, certain specified items forming part of remuneration are not included in the wages and these excluded items cannot exceed 50% of total remuneration. If there is an excess, then it is presumed that excess amount also forms part of wages. The four codes also introduce changes related to leave entitlement and encashment for workers. Going forward, workers' leave balance in excess of 30 days will be encashed at the end of each calendar year and workers will have a right to demand encashment for entire leave.
The Company has assessed the impact of these changes on the basis of legal view obtained by the and the best information available till authorisation of the financial statements for issue. The Company has determined that these changes result in an increase in gratuity obligation of H 41.02 million, respectively. The Company has presented increase in obligation as an expense under the head "Employee Benefit Expense" in the consolidated statement of profit and loss for the year ended 31 March, 2026. Considering that it is emerging topic and the finalisation of Central/ State Rules is still pending, the Company will continue monitoring changes and provide appropriate accounting effect as required based on future developments.
58 SUBSEQUENT EVENTS
There have been no events after the reporting date and up to the date of approval of these financial statements that require adjustment to, or disclosure in, the financial statements.
59 The standalone financial statements of the Company for the year ended 31 March, 2026 were approved for issue in accordance with a resolution of the Board of Directors on 16 April, 2026.
As per our report of even date
For S.R. Batliboi & Co. LLP For and on behalf of the Board of Directors
Firm Registration No. : 301003E/E300005 Chartered Accountants
Rutushtra Patell Dinesh Thakkar Ambarish Kenghe
Partner Chairman and Managing Director CEO & Whole Time Director
Membership No.: 123596 Din: 00004382 Din: 10949234
Vineet Agrawal Naheed Patel
Chief Financial Officer Company Secretary
Membership No.: ACS22506
Place: Mumbai Place: Mumbai
Date: 16 April, 2026 Date: 16 April, 2026
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