xiv. Provisions and Contingent liabilities
Provisions
Provisions are recognized when the Company has a
present obligation (legal or constructive) as a result of
a past event, it is probable that an outflow of resources
embodying economic benefits will be required to
settle the obligation and a reliable estimate can be
made of the amount of the obligation. The expense
relating to a provision is presented in the statement
of profit and loss net of any reimbursement.
If the effect of the time value of money is material,
provisions are discounted using a current pre-tax rate
that reflects, when appropriate, the risks specific to
the liability. When discounting is used, the increase in
the provision due to the passage of time is recognized
as a finance cost.
Contingent Liabilities
Contingent liability is a possible obligation that arises
from past events and the existence of which will be
confirmed only by the occurrence or non-occurrence
of one are more uncertain future events not wholly
within the control of the Company, or is a present
obligation that arises from past event but is not
recognized because either it is not probable that an
outflow of resources embodying economic benefits
will be required to settle the obligation, or a reliable
estimate of the amount of the obligation cannot be
made. Contingent liabilities are disclosed and not
recognized.
xv. Financial instruments
A financial instrument is any contract that gives rise
to a financial asset of one entity and a financial liability
or equity instrument of another entity.
Financial assets
Initial recognition and measurement:
Financial assets are classified, at initial recognition,
as subsequently measured at amortised cost, fair
value through other comprehensive income (FVTOCI),
and fair value through profit or loss (FVTPL). The
classification of financial assets at initial recognition
depends on the financial asset's contractual cash
flow characteristics and the Company's business
model for managing them.
All financial assets, except in case of financial assets
recorded at fair value through profit or loss, are
recognized initially at fair value plus transaction costs
that are attributable to the acquisition of the financial
asset. Transaction costs of financial assets carried
at fair value through profit or loss expensed off in the
statement of profit and loss. Trade receivables that
does not contain a significant financing component
are measured at transaction price.
In order for a financial asset to be classified and
measured at amortised cost or FVTOCI, it needs to
give rise to cash flows that are 'solely payments of
principal and interest (SPPI)' on the principal amount
outstanding. This assessment is referred to as the
SPPI test and is performed at an instrument level.
Financial assets with cash flows that are not SPPI are
classified and measured at fair value through profit or
loss, irrespective of the business model.
The Company's business model for managing
financial assets refers to how it manages its financial
assets in order to generate cash flows. The business
model determines whether cash flows will result
from collecting contractual cash flows, selling the
financial assets, or both. Financial assets classified
and measured at amortised cost are held within a
business model with the objective to hold financial
assets in order to collect contractual cash flows while
financial assets classified and measured at FVTOCI
are held within a business model with the objective
of both holding to collect contractual cash flows and
selling.
Purchases or sales 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 recognized on the trade date, i.e., the
date that the Company commits to purchase or sell
the asset.
Subsequent Measurement
Debt instruments
Subsequent measurement of debt instruments
depends on the Company's business model for
managing the asset and the cash flow characteristics
of the asset. There are three measurement
categories into which the Company classifies its debt
instruments:
• Amortised cost: Financial assets that are
held for collection of contractual cash flows
that represent solely payments of principal
and interest are measured at amortised cost.
Interest income from these financial assets is
included in interest income using the effective
interest rate (EIR) method. Any gain or loss
arising on derecognition and impairment losses
(if any) are recognized directly in the statement
of profit and loss. The Company's financial
assets subsequently measured at amortised cost
includes trade receivables, loans and certain
other financial assets etc.
• Fair value through other comprehensive
income (FVTOCI): Financial assets that are held
for collection of contractual cash flows and for
selling, where the assets' cash flows represent
solely payments of principal and interest, are
measured at FVTOCI. Movements in the carrying
amount are taken through OCI except for the
recognition of impairment gains or losses,
interest income and foreign exchange gains and
losses which are recognized in the statement
of profit and loss. When the financial asset
is derecognized, the cumulative gain or loss
previously recognized in OCI is reclassified from
OCI to statement of profit and loss.
• Fair value through profit or loss (FVTPL):
Financial assets that do not meet the criteria
for amortised cost or FVTOCI are measured at
fair value through profit or loss. Changes in the
fair value, interest income, dividend income
and foreign exchange gains and losses of the
financial assets at fair value through profit or
loss are recognized in the statement of profit and
loss. A gain or loss on the derecognition of debt
investment that is subsequently measured at fair
value through profit or loss is also recognized in
the statement of profit and loss.
Equity instruments: Any equity instrument in the
scope of Ind AS 109 is subsequently measured at fair
value through profit or loss. However, the Company
may make an irrevocable election to present
subsequent changes in the fair value in OCI (if an
instrument is not held for trading). The Company
makes such election on an instrument-by-instrument
basis
Where the Company's management has elected
to present fair value gains and losses on equity
investments in OCI, there is no subsequent
reclassification of fair value gains and losses to profit
or loss following the derecognition of the investment.
Dividends from such investments are recognized in
the statement of profit and loss when the Company's
right to receive payments is established. FVTOCI
Changes in the fair value and dividend income of
equity instruments subsequently measured at FVTPL
are recognized in the statement of profit and loss.
The Company has made an irrevocable election to
present subsequent changes in the fair value of
certain investments in equity instruments not held
for trading in other comprehensive income.
Derecognition
A financial asset (or, where applicable, a part of a
financial asset or part of a group of similar financial
assets) is primarily derecognized (i.e. removed from
the Company's balance sheet) when:
• The rights to receive cash flows from the asset
have expired, or
• The Company has transferred its rights to receive
cash flows from the asset or has assumed an
obligation to pay the received cash flows in full
without material delay to a third party under a
'pass-through' arrangement; and either (a) the
Company has transferred substantially all the
risks and rewards of the asset, or (b) the Company
has neither transferred nor retained substantially
all the risks and rewards of the asset, but has
transferred control of the asset.
When the Company has transferred its rights to
receive cash flows from an asset or has entered into
a pass-through arrangement, it evaluates if and to
what extent it has retained the risks and rewards
of ownership. When it has neither transferred nor
retained substantially all of the risks and rewards of
the asset, nor transferred control of the asset, the
Company continues to recognize the transferred
asset to the extent of the Company's continuing
involvement. In that case, the Company also
recognizes an associated liability. The transferred
asset and the associated liability are measured on a
basis that reflects the rights and obligations that the
Company has retained.
Continuing involvement that takes the form of a
guarantee over the transferred asset is measured at
the lower of the original carrying amount of the asset
and the maximum amount of consideration that the
Company could be required to repay.
Impairment of financial assets (excluding
investments in subsidiaries measured at cost)
The Company assesses on a forward-looking basis
the expected credit losses ("ECL") associated with
its financial assets carried at amortised cost and
FVTOCI debt instruments. Different impairment
methodologies are applied depending on whether
there has been a significant increase in credit risk or
not. For trade receivables and contract assets, the
Company applies the simplified approach required
by Ind AS 109, which requires expected lifetime
losses to be recognized from initial recognition of the
receivables.
The application of simplified approach does not
require the Company to track changes in credit risk.
Rather, it recognizes impairment loss allowance based
on lifetime ECLs at each reporting date, right from
its initial recognition. The Company has established
a provision matrix that is based on its historical
credit loss experience, adjusted for forward-looking
factors specific to the debtors and the economic
environment.
At each reporting date, for recognition of impairment
loss on other financial assets and risk exposure,
the Company determines whether there has been
a significant increase in the credit risk since
initial recognition. If credit risk has not increased
significantly, 12-month ECL is used to provide for
impairment loss. However, if credit risk has increased
significantly, lifetime ECL is used. If, in a subsequent
period, credit quality of the instrument improves
such that there is no longer a significant increase in
credit risk since initial recognition, then the Company
reverts to recognising impairment loss allowance
based on 12-month ECL.
ECL impairment loss allowance (or reversal)
recognized during the year is recognized as income/
expense in the statement of profit and loss.
Financial liabilities
Initial recognition and measurement
Financial liabilities are classified, at initial recognition,
as subsequently measured at amortised cost or fair
value through profit or loss, as appropriate.
All financial liabilities are recognized initially at fair
value. Financial liabilities measured at amortised cost
are recorded net of directly attributable transaction
costs.
The Company's financial liabilities include trade
payables, lease liabilities and other financial liabilities.
Subsequent measurement
The measurement of financial liabilities depends on
their classification, as described below:
Financial liabilities at amortised cost
After initial recognition, these liabilities are
subsequently measured at amortised cost using the
EIR method. Gains and losses are recognized in the
statement of profit and loss when the liabilities are
derecognized as well as through the EIR amortisation
process.
Amortised cost is calculated by taking into account
any discount or premium on acquisition and fees
or costs that are an integral part of the EIR. The
EIR amortisation is included as finance costs in the
statement of profit and loss. This category generally
applies to trade payables, lease liabilities and other
financial liabilities.
Financial liabilities at fair value through profit or loss
Financial liabilities at fair value through profit or loss
include financial liabilities held for trading or financial
liabilities designated upon initial recognition as at fair
value through profit or loss.
Financial liabilities are classified as held for trading
if they are incurred for the purpose of repurchasing
in the near term.
Gains or losses on liabilities held for trading are
recognized in the statement of profit and loss.
Financial liabilities designated upon initial
recognition at fair value through profit or loss are
designated as such at the initial date of recognition,
and only if the criteria in Ind AS 109 are satisfied.
For liabilities designated as FVTPL, fair value gains/
losses attributable to changes in own credit risk
are recognized in OCI. These gains/ losses are not
subsequently transferred to P&L. However, the
Company may transfer the cumulative gain or loss
within equity. All other changes in fair value of such
liability are recognized in the statement of profit and
loss.
Derecognition
A financial liability is derecognized when the obligation
under the liability is discharged or cancelled or
expires. When an existing financial liability is replaced
by another from the same lender on substantially
different terms, or the terms of an existing liability
are substantially modified, such an exchange or
modification is treated as the derecognition of the
original liability and the recognition of a new liability.
The difference in the respective carrying amounts is
recognized in the statement of profit and loss.
Offsetting of financial instruments
Financial assets and financial liabilities are offset,
and the net amount is reported in the balance sheet
if there is a currently enforceable legal right to offset
the recognized amounts and there is an intention to
settle on a net basis, to realise the assets and settle
the liabilities simultaneously.
xvi. Impairment of non-financial assets
(including investments in subsidiaries measured
at cost)
The Company assesses at each reporting date,
whether there is an indication that an asset may be
impaired. If any indication exists, or when annual
impairment testing for an asset is required, the
Company estimates the asset's recoverable amount.
Recoverable amount is determined for an individual
asset, unless the asset does not generate cash
inflows that are largely independent of those from
other assets or groups of assets. An asset's or cash¬
generating unit's (CGU) recoverable amount is the
higher of its fair value less costs of disposal and its
value in use. When the carrying amount of an asset
or CGU exceeds its recoverable amount, the asset
is considered impaired and is written down to its
recoverable amount.
In assessing value in use, the estimated future cash
flows are discounted to their present value using a
pre-tax discount rate that reflects current market
assessments of the time value of money and the risks
specific to the asset or CGU.
In determining fair value less costs of disposal, recent
market transactions are taken into account. If no
such transactions can be identified, an appropriate
valuation model is used. These calculations are
corroborated by valuation multiples, quoted share
prices for publicly traded companies or other available
fair value indicators.
The Company bases its impairment calculation on
detailed budgets and forecast calculations, which are
prepared separately for each of the Company's CGUs
to which the individual assets are allocated. These
budgets and forecast calculations generally cover a
period of five to ten years as the Company believes this
to be the most appropriate timescale for reviewing
and considering annual performance before applying
a fixed terminal growth rate to the final cash flows.
To estimate cash flow projections beyond years
covered by the most recent budgets/forecasts, the
Company extrapolates cash flow projections in the
budget using a steady or declining growth rate for
subsequent years, unless an increasing rate can be
justified. In any case, this growth rate does not exceed
the long-term average growth rate for the products,
industries, or country or countries in which the entity
operates, or for the market in which the asset is used.
Impairment losses are recognized in the statement
of profit and loss.
For the purpose of impairment testing, goodwill
acquired in a business combination is, allocated to
cash-generating units that are expected to benefit
from the combination, irrespective of whether other
assets or liabilities of the acquiree are assigned to
those units.
A cash generating unit to which goodwill has been
allocated is tested for impairment annually, or more
frequently when there is an indication that the unit
may be impaired. For the businesses, which are similar
in nature, the Company considers such businesses
as one cash generating unit for the purpose of
impairment testing of goodwill.
If the recoverable amount of the CGU is less than its
carrying amount, the impairment loss is allocated
first to reduce the carrying amount of any goodwill
allocated to the unit and then to the other assets of
the unit pro rata based on the carrying amount of
each asset in the unit.
For the purpose of impairment testing of Goodwill
in relation to Uber Eats Business acquisition, the
Company has considered the business of Uber
Eats acquisition and Zomato business as one cash
generating unit as nature of both business is same.
For assets excluding goodwill, an assessment is made
at each reporting date to determine whether there is
an indication that previously recognized impairment
losses no longer exist or have decreased. If such
indication exists, the Company estimates the asset's
or CGU's recoverable amount. A previously recognized
impairment loss is reversed only if there has been a
change in the assumptions used to determine the
asset's recoverable amount since the last impairment
loss was recognized. The reversal is limited so that
the carrying amount of the asset does not exceed its
recoverable amount, nor exceed the carrying amount
that would have been determined, net of depreciation,
had no impairment loss been recognized for the
asset in prior years. Such reversal is recognized in
the statement of profit and loss unless the asset
is carried at a revalued amount, in which case, the
reversal is treated as a revaluation increase.
xvii. Cash and cash equivalents
Cash and cash equivalents in the balance sheet
comprise cash at banks and on hand and short-term
deposits with an original maturity of three months
or less, which are subject to an insignificant risk of
changes in value.
For the purpose of the statement of cash flows, cash
and cash equivalents consist of cash and short-term
deposits, as defined above, net of outstanding bank
overdrafts (if any) as they are considered an integral
part of the Company's cash management.
xviii. Treasury shares
The Company has created an Employee Benefit
Trust (EBT). The Company uses EBT as a vehicle for
distributing shares to employees under the employee
stock option schemes. The Company treats EBT as
its extension and shares held by EBT are treated as
treasury shares.
Own equity instruments that are held by the trust are
recognized at cost and deducted from equity. No gain
or loss is recognized in profit or loss on the purchase,
sale, issue or cancellation of the Company's own
equity instruments. Any difference between the
carrying amount and the consideration, if reissued,
is recognized in the other equity.
xix. Events occurring after the balance sheet
date
Based on the nature of the event, the Company
identifies the events occurring between the balance
sheet date and the date on which the standalone
financial statements are approved as 'Adjusting
Event' and 'Non-adjusting event'. Adjustments to
assets and liabilities are made for events occurring
after the balance sheet date that provide additional
information materially affecting the determination
of the amounts relating to conditions existing at
the balance sheet date or because of statutory
requirements or because of their special nature. For
non-adjusting events, the Company may provide a
disclosure in the standalone financial statements
considering the nature of the transaction.
2.3 Estimates and critical judgements
The estimates and judgements used in the
preparation of these standalone financial statements
are continuously evaluated by the Company, and are
based on historical experience and various other
assumptions and factors (including expectations
of future events), that the Company believes to be
reasonable under the existing circumstances. The
said estimates and judgements are based on the facts
and events, that existed as at the reporting date, or
that occurred after that date but provided additional
evidence about conditions existing as at the reporting
date.
Although the Company regularly assesses these
estimates, actual results could differ materially
from these estimates - even if the assumptions
underlying such estimates were reasonable when
made. The changes in estimates are recognized in the
standalone financial statements in the year in which
they become known 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.
2.3.1 Estimates:
The estimates and assumptions that have a significant
risk of causing a material adjustment to the carrying
values of assets and liabilities are discussed below:
Defined benefit plans (gratuity benefits)
The cost of the defined benefit gratuity plan and
the present value of the gratuity obligation are
determined using actuarial valuations. 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.
The parameter most subject to change is the discount
rate. In determining the appropriate discount rate
for plans operated, the management considers the
interest rates of government bonds in currencies
consistent with the currencies of the post¬
employment benefit obligation.
The mortality rate is based on publicly available
mortality table. The mortality table tend to change
only at interval in response to demographic changes.
Future salary increases and gratuity increases are
based on expected future inflation rates.
Fair value measurement of financial instruments
When the fair values of financial assets and financial
liabilities recorded in the balance sheet cannot be
measured based on quoted prices in active markets,
their fair value is measured using valuation techniques
and inputs to be used. The inputs to these models
are taken from observable markets where possible,
but where this is not feasible, a degree of estimates
and judgements are required in establishing fair
values. These estimates and judgements include
considerations of inputs such as liquidity risk, credit
risk and volatility. Changes in these factors could
affect the reported fair value of financial instruments.
Impairment of Goodwill
Goodwill recognized on business combination is
tested for impairment on annual basis or whenever
there is an indication that the recoverable amount of
the cash generating unit (CGU), to which such Goodwill
is allocated, is less than the carrying amount. The
calculation of value in use of a CGU involves use of
significant estimates including future economic and
market conditions.
Impairment of investments in subsidiaries
The Company asses the carrying amounts of
investment in subsidiaries to determine whether
there is any indication that those investments have
suffered an impairment loss. Where the carrying
amount of investments exceeds its recoverable
amount, the investment is considered impaired
and is written down to its recoverable amount. An
impairment loss (if any) is recognized in statement of
profit and loss.
2.3.2 Critical judgements in applying the
Company's accounting policies:
The critical judgements which the management
has made in the process of applying the Company's
accounting policies and have the most significant
impact on the amounts recognized in these standalone
financial statements are discussed below:
Significant influence assessment
When the Company invests in an entity, it also assesses
whether it has significant influence over the investee.
Significant influence is the power to participate in
the financial and operating policy decisions of the
investee but does not constitute control or joint
control over those policies. The Company exercises
significant judgment in order to assess whether it has
significant influence over the investee or not.
User incentives
As disclosed in note 2.2 (x), the Company provides
incentives to its transacting users in various forms
including credits and direct payment discounts to
promote traffic on its platform. All incentives given
to the users, where the Company consider user as
its customer, are recorded as a reduction of revenue
to the extent of the revenue earned by the Company
from that user on a transaction-by-transaction basis.
The amount of incentives in excess of the revenue
earned from the transacting users is recorded
as advertisement and sales promotion expense.
Management exercises significant judgement to
determine whether the incentives are, in substance,
payments on behalf of the restaurant partners and
should therefore be recorded as a reduction of
revenue earned by the Company from the restaurant
partners or recorded as advertisement and sales
promotion expense. Some of the factors considered
in management's evaluation of such incentives
include whether the incentives are given at the
Company's discretion, contractual agreements with
the restaurant merchants, business strategy and
objectives and design of the incentive program(s),
etc.
Deferred tax recognition
Deferred tax asset (DTA) is recognized only when
and to the extent there is convincing evidence that
the Company will have sufficient taxable profits in
future against which such assets can be utilized.
Significant management judgment is required to
determine the amount of deferred tax assets that can
be recognized, based upon the likely timing and the
level of future taxable profits together with future tax
planning strategies, recent business performance
and developments.
Impairment of Goodwill -
For the purpose of impairment testing, goodwill acquired in a business combination is allocated to the cash generating
unit (CGU), which benefit from the synergies of the acquisition. Goodwill is tested for impairment at least annually.
Impairment is recognised, when the carrying amount of cash generating units (CGU) including goodwill, exceeds the
estimated recoverable amount of CGU. The Company's CGU containing goodwill is India food ordering and delivery
(Goodwill: INR 1,209 crore)
The recoverable amount of India food ordering and delivery CGU is determined based on market value of the Company.The
estimated recoverable amount of CGU exceeded its carrying amount and accordingly, no impairment was recognized. No
reasonable possible change in the inputs (used for recoverable value calculation) would cause the recoverable amount
of the above CGU to fall shorter than their carrying value.
* includes cost of stock options allocated to subsidiary companies for stock options given to employees of subsidiary companies.
AThe strike off of Zomato Media (Private) Limited (Sri Lanka) was published in the Government Gazette dated November 21,2025. Further,
the name of Zomato Media (Private) Limited (Sri Lanka) was struck off from the register of companies on April 2, 2026.
@During the year ended March 31,2026, Shiprocket Limited (formerly Shiprocket Private Limited) issued bonus shares in 1:265 ratio to its
existing equity shareholders. Consequently, the conversion ratio of CCPS was revised from 1:1 to 1:266, following which all outstanding
CCPS were converted into equity shares.
# Consequent to the execution of business transfer agreement between the Company and CTPL during the year ended March 31,2020,
the carrying amount of investment in CTPL has been reduced to"Nil".
Terms/rights attached to equity shares
The Company has only one class of equity shares having a par value of INR 1 per share. Each holder of equity
is entitled to one vote per share. Dividends (including proposed dividends), if any, are declared and paid or
proposed in Indian rupees. The dividend proposed if any by the Board of Directors is subject to the approval
of the shareholders in the ensuing Annual General Meeting.
In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining
assets of the company, after distribution of all preferential amounts. The distribution will be in proportion to
the number of equity shares held by the shareholders.
As per records of the Company, including its register of shareholders/members and other declarations received
from shareholders regarding beneficial interest, the above shareholding represents both legal and beneficial
ownership of shares. The Company is professionally managed and does not have an identifiable promoter.
* As per Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations,
2021, the trustees of a Foodie Bay Employees ESOP Trust, shall not vote in respect of the shares held by the
trust.
iii) In the period of five years immediately preceding March 31, 2026:
a) The Company had allotted 1,576 fully paid up equity shares of face value INR 1/- each during the year
ended March 31, 2021 pursuant to acquisition of Jogo Technologies Private Limited ("FitSo") for non
cash consideration.
b) The Company had approved and allotted bonus shares during the financial year ended March 31, 2022
in the ratio of 1:6699 to existing equity shareholders and had also approved bonus issuance to option
holders whose name appears in the register of employee stock options, which will be issued basis the
equity shares held by the option holders upon the exercise of the option.
c) During the year ended March 31, 2023 the Company had acquired 33,018 equity shares of Blink
Commerce Private Limited by issuance and allotment of 62,85,30,012 equity shares of the Company.
iv) Shares reserved for issue under options:
For details of shares reserved for issue under the employee stock option (ESOP) plan of the Company,
please refer note 27
13 (c) Nature and purpose of Reserves:
Capital reserve
The Company recognises profit or loss on purchase, sale, issue or cancellation of the Company's own equity
instruments to capital reserve.
Securities premium
Securities premium is used to record the premium on issue of shares. The reserve is utilised in accordance
with the provisions of section 52 of the Companies Act, 2013.
Share based payment reserve
The share based payment reserve is used to recognise the grant date fair value of options issued to employees
under Employee stock option plan.
Retained earnings
Retained earnings represent the net profit or (loss) accumulated by the Company till date, adjusted for
any distributions made to shareholders and any transfers from Other Comprehensive Income (OCI) or
reclassification/adjustments within the other equity, as per applicable accounting framework.
Includes amount transferred from Share based payment reserve at the time of exercise of employee stock
options amounting to INR 2,490 crore and INR 1,820 crore as at March 31, 2026 and March 31, 2025 respectively.
The same is not available for distribution of dividend.
Treasury shares
Own equity instruments that are held by the ESOP Trust are recognised at cost and deducted from equity. No
gain or loss is recognised in the statement of profit and loss on the purchase, sale, issue or cancellation of
the Company's own equity instruments. Any difference between the carrying amount and the consideration,
if reissued/transferred, is recognised in equity.
Business transfer adjustment reserve
The Company has accounted for the business transfer of Carthero Technologies Private Limited ("CTPL") to
the Company under 'pooling of interest' method. Consequently, investment of the company in CTPL, share
capital of CTPL has been cancelled. The difference between the net assets acquired and the value of shares
and investment so cancelled has been recognized in Business Transfer Adjustment Reserve. From utilisation
perspective, this is akin to debit balance in retained earnings.
Remeasurements of the defined benefit plans
Remeasurements, comprising of actuarial gains and losses, excluding amounts included in net interest on
the net defined benefit liability and reimbursement right are recognised immediately in the OCI in the period
in which they occur. They are then accumulated in a separate reserve named as "Remeasurement of defined
benefit plans". These amounts are not reclassified to statement of profit and loss in subsequent years.
Exchange differences on translation of foreign operations
Exchange differences arising on translation of the foreign operations are recognised in other comprehensive
income and are accumulated in exchange differences on translation of foreign operations. The cumulative
amount is reclassified to profit or loss when the foreign operations are disposed off.
Equity instruments through other comprehensive income
The Company has elected to recognise changes in the fair value of certain investments in equity instruments in
other comprehensive income. These fair value changes are accumulated in "Equity instruments through other
comprehensive income" within other equity. The Company transfers amounts from this reserve to retained
earnings when the relevant equity instruments are derecognised.
Debt instruments through other comprehensive income
Debt instruments through other comprehensive income represents the cumulative gains (net of losses) arising
on fair valuation 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 derecognised.
- During the previous year ended March 31, 2025, the Company had recognised an impairment loss of INR
3 crore on its investments in Eternal Technology Solutions Limited (ETSL) (formerly known as Zomato
Financial Services Limited (ZFSL)), (a wholly owned subsidiary of the Company) as it had voluntarily
withdrawn its application for a Non-Banking Financial Company (Type II NBFC-ND) registration, which
was accepted by the RBI.
- During the previous year ended March 31, 2025, in addition to above, the Company had recognised an
impairment loss of INR 8 crore on its investment in Zomato Local Services Private Limited ("ZLSPL"), (a
wholly owned subsidiary of the Company). The impairment was recorded following the closure of ZLSPL's
hyperlocal delivery service operations.
26 Employee benefits obligation
a) Defined benefit obligations (Gratuity)
(i) The Company has a defined benefit gratuity plan. Effective November 21, 2025, the gratuity plan of India is
governed by the Code on Social Security, 2020 (replacing the existing Payment of Gratuity Act, 1972) and
the gratuity plan of United Arab Emirates is governed by the United Arab Emirates Labour Law. Under the
Code on Social Security, 2020, employee who has completed five years of service (one year in case of Fixed
Term Employee) is entitled to specific benefit. The level of benefits provided depends on the employee's
length of service and salary at retirement age.
The sensitivity analysis above have been determined based on a method that extrapolates the impact on
defined benefit obligation as a result of reasonable changes in key assumptions occurring at the end of
the reporting date.
The average remaining future service at the end of the reporting year is 26.74 - 30.50 years (March 31,
2025: 28.25 - 30.44 years).
The weighted average duration of defined benefit obligation, at the end of the reporting year is 4.00 - 7.00
years (March 31, 2025: 4.00 - 5.00 years).
(ii) Gratuity Insurance / Investment Plan
A part of defined benefit obligation is invested in an appropriate investment product of an Insurance
Company (Gratuity Insurance / Investment Plan) and is recognized as having 'reimbursement right' as per
Ind AS 19.The Gratuity Insurance/Investment Plan is treated as a separate asset measured at fair value
and is not offset against the defined benefit obligation.
27 Share-based payments
General Employee Share-option Plan ("GESP") (Equity settled):
The Foodie Bay Employee Stock Option Plan 2014 ("ESOP 2014") was approved by the shareholders of the
Company on June 27, 2014 (last amendment was done by the Board of directors on February 10, 2022) for
granting aggregate 27,089 Employees stock options ("ESOPs/Option(s)") of the Company. The Company
further increased number of Options by 5,364 under the ESOP 2014 at the extraordinary general meeting of
shareholders held on September 07, 2015, and 9,313 Options under the ESOP scheme at the extraordinary
general meeting of shareholders held on March 04, 2016 aggregating to 41,766 Options. The ESOP 2014
covers grant of Options to the specified employees covered under ESOP 2014. Further, bonus issuance in the
ratio 1:6699 to equity shareholders was approved by the shareholders at their meeting held on April 5, 2021.
Accordingly, the number of shares that can be issued under the ESOP 2014 has been increased from 41,766
to 27,98,32,200.
Zomato Employee Stock Option Plan 2018 ("ESOP 2018") was approved by the shareholders of the Company on
October 22, 2018 (last amendment was done by the shareholders on November 22, 2024) for granting aggregate
30,150 Employees stock options ("ESOPs/Option(s)") which were reduced to 18,135 Options vide extraordinary
general meeting held on September 4, 2020. The ESOP 2018 covers grant of Options to the specified employees
covered under ESOP 2018. Further, bonus issuance in the ratio 1:6699 to equity shareholders was approved by
the shareholders at their meeting held on April 5, 2021. Accordingly, the number of shares that can be issued
under the ESOP 2018 were increased from 18,135 to 12,15,04,500. Further, the Company changed the mode
of implementation and administration of ESOP 2018 from direct allotment to trust route through an already
setup irrevocable employee welfare trust of the Company, namely 'Foodie Bay Employees ESOP Trust' ("ESOP
Trust") w.e.f November 22, 2024.
Zomato Employee Stock Option Plan 2021 ("ESOP 2021") was approved by the shareholders of the Company
on April 5, 2021 (last amendment was done by the shareholders on November 22, 2024) for granting aggregate
50,25,00,000 Employees stock option ("ESOPs/Option(s)") of the Company. The ESOP 2021 covers grant of
Options to the specified employees covered under ESOP 2021. Further, the Company changed the mode of
implementation and administration of ESOP 2021 from direct allotment to trust route through ESOP Trust
w.e.f November 22, 2024.
Zomato Employee Stock Option Plan 2022 (" ESOP 2022") was approved by the shareholders of the Company
through postal ballot on July 25, 2022 (last amendment was done by the shareholders on November 22, 2024),
for granting aggregate 3,36,55,902 Employees stock option ("ESOPs/Option(s)") of the Company. The ESOP
2022 covers grant of Options to the specified employees covered under ESOP 2022. Further, the Company
changed the mode of implementation and administration of ESOP 2022 from direct allotment to trust route
through ESOP Trust w.e.f November 22, 2024.
Zomato Employee Stock Option Plan 2024 ("ESOP 2024") has been approved by the shareholders of the Company
through postal ballot on June 29, 2024 (last amendment was done by the shareholders on November 22, 2024),
for grant aggregating 18,26,27,402 Employees stock option ("ESOPs/Option(s)") of the Company. The ESOP
2024 covers grant of Options to the specified employees covered under ESOP 2024. Further, the Company
changed the mode of implementation and administration of ESOP 2024 from direct allotment to trust route
through Trust w.e.f November 22, 2024.
Total expense arising from share based payment transaction for the year is INR 275 crore (March 31, 2025: INR
380 crore) has been charged to standalone statement of profit and loss. Further share based payment expense
allocated to subsidiary companies for the year is INR 544 crores (March 31, 2025 : INR 418 crore)
The weighted average remaining contractual life for the share options outstanding as at March 31, 2026 was
7.07 years (March 31, 2025 : 7.03 years)
The weighted average fair value of options granted during the year was for ESOP 2014 and ESOP 2018 is INR
16,55,038 (March 31, 2025 : INR 13,33,125). For ESOP 2021, ESOP 2022 and ESOP 2024 is INR 275 (March 31,
2025 : INR 220)
The weighted average share price at the date of exercise of stock options during the year was INR 277 (March
31, 2025 : INR 226)
For ESOP 2014, the range of exercise prices for options outstanding at the end of the year was INR 1 to INR
2,50,000 (March 31, 2025 : INR 1 to 2,50,000)
For ESOP 2018, ESOP 2021, ESOP 2022 and ESOP 2024 the exercise prices for options outstanding at the end
of the year was INR 1 (March 31, 2025 : INR 1)
The expected life of the share options is based on historical data and current expectations and is not
necessarily indicative of exercise patterns that may occur. The expected volatility reflects the assumption
that the historical volatility over a period similar to the life of the options is indicative of future trends, which
may also not necessarily be the actual outcome.
28 Right-of-use assets and Lease liabilities
Various commercial premises are leased by the Company such as office buildings for its business operations.
Set out below are the carrying amounts of right-of-use assets recognized and the movements during the year:
(b) Fair value hierarchy
The Company uses the following hierarchy for determining and disclosing the fair value of financial instruments
by valuation technique using:
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).
There were no transfers between Level 1 and Level 2 fair value measurements during the year ended March
31, 2026 and March 31, 2025.
The following methods / assumptions were used to estimate the fair values:
i) The carrying value of cash and cash equivalents, bank balances other than cash and cash equivalents,
trade receivables, loans, other financial assets, trade payables and other financial liabilities approximate
their fair value mainly due to the short-term maturities of these instruments.
ii) Fair value of quoted mutual funds is based on the last available Net assets value ("NAV") as at the reporting
date.
iii) The fair values of the unquoted investments in Equity instruments have been estimated using one or
more of the valuation techniques such as discounted cash flow method ("DCF"), comparable companies
multiples method ("CCM"), comparable companies transactions multiples method ("CTM"), net asset value
("NAV") method and backsolve method.
iv) The investments in Government securities and debentures or bonds are valued by referring to market
inputs including quotes, trades, poll, primary issuances for securities and /or underlying securities issued
by the same or similar issuer for similar maturities and movement in benchmark security, etc.
(c) Financial risk management
Financial risk factors
The Company's activities exposes it to a variety of financial risks namely market risk, credit risk and liquidity
risk. The Company's primary focus is to foresee the unpredictability of financial markets and seek to minimise
potential adverse effects on its financial performance.
Risk management is carried out by senior management for cash and cash equivalents, trade receivables,
investments, deposits with banks and NBFC, foreign currency risk exposure and liquidity risk.
Market risk
Market risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because
of changes in market prices. Market risk comprises three types of risk: interest rate risk, foreign currency
risk and other price risk, such as equity price risk and commodity risk. The Company ensures optimisation of
cash through fund planning and robust cash management practices.
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's investments are predominantly held in government
securities, debenture or bonds, bank and NBFC deposits and mutual funds.
Investment in bank and NBFC deposits and certain government securities are measured at amortised cost
and are fixed interest rate bearing instruments and hence not subject to interest rate volatility. The Company
also invests in mutual fund schemes of leading fund houses, such investments are susceptible to market
interest risks 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 risk is not
significant. Investments in debenture or bonds and certain government securities are subject to interest rate
risk which are fair valued through other comprehensive income to recognize market volatility.
Sensitivity analysis
The following table demonstrate the sensitivity to a reasonably possible change in interest rates:
A reduction in interest rates would have an equal and opposite effect on the company's financial statements.
ii) Foreign currency risk
Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because
of changes in foreign exchange rates. The Company's exposure to foreign currencies is negligible, with the
exception of the AED, which has an impact on profit and loss for the year ended March 31, 2026 of INR 1 crore
(March 31, 2025: INR 1 crore) for 1% change in foreign exchange rate. The Company keeps a regular track of
all the changes in foreign currency rates to monitor and manage this foreign currency risk.
Credit risk
Credit risk refers to the risk of default on its obligation by the counterparty resulting in a financial loss. The
maximum exposure to the credit risk at the reporting date is primarily from trade receivables amounting
to INR 173 crore (March 31, 2025: INR 125 crore). Trade receivables are typically unsecured and are derived
from revenue earned from customers primarily located in India and United Arab Emirates. Credit risk has
always been managed by the Company through credit approvals, establishing credit limits and continuously
monitoring the creditworthiness of customers to which the Company grants credit terms in the normal course
of business.
The Company uses expected credit loss ("ECL") model to assess the impairment loss. The Company has
established an allowance for impairment that represents its ECL in respect of trade receivables and other
financial assets. The management uses a simplified approach for the purpose of computation of ECL for
trade receivables and 12 months expected credit loss for other financial assets, in case credit risk has not
increased significantly since initial recognition for other financial assets. However, if credit risk has increased
significantly, lifetime ECL is used. The Company uses a provision matrix to compute the ECL for trade
receivables. The provision matrix takes into account available external and internal credit risk factors such
as the Company's historical experience for customers and adjusted for forward-looking information.
Outstanding trade receivables are regularly and closely monitored. Basis historical trend, the Company
provides for any outstanding beyond 180 days. The trade receivables on the respective reporting dates are
net off the allowance which is sufficient to cover the entire lifetime credit loss recognized including those that
are currently less than 180 days outstanding.
The Company has made investments in government securities which carries sovereign rating and debenture
or bonds which are rated AAA; which do not have a default history.
The Company's treasury maintains its cash and cash equivalents and deposits - with banks, financial and
other institutions, having a good reputation and past track record which are considered to carry a low credit
risk. Similarly, counterparties of the Company's other receivables carry either negligible or very low credit
risk. Further, the Company reviews the creditworthiness of the counter-parties on the basis of its ratings and
financial strength for all the above assets on an ongoing basis, and if required, takes necessary mitigation
measures.
The Company has established an allowance for impairment that represents its expected credit losses in
respect of investments in debt instruments. The management uses a 12 months expected credit loss approach
after taking into account the time value of money and other reasonable information available as a result of
past events, current conditions and forecasts of future economic conditions.
For trade receivable ageing, refer note 39.
Liquidity risk
Liquidity risk is defined as the risk that the Company will not be able to settle or meet its obligations on time.
The Company has established an appropriate liquidity risk management framework for the management of
the Company's short, medium and long-term funding and liquidity requirements.
The Company's principal sources of liquidity are cash and cash equivalents and liquid mutual funds. The
Company manages liquidity risk by maintaining adequate cash reserves, by continuously monitoring forecast
and actual cash flows and by matching the maturity profiles of financial assets and liabilities. Accordingly, no
liquidity risk is perceived.
34 Capital and other commitments :
(a) The Company has commitments for purchase / sale orders which are issued after considering requirements
per operating cycle for purchase / sale of goods and services, employee benefits. The Company does not
have any long term commitment or material non-cancellable contractual commitments/contracts which
might have a material impact on the financial statements.
(b) The Company has estimated amount of contract remaining to be executed on capital account not provided
for, net of advances as at March 31, 2026 is INR 23 crore (March 31, 2025: INR 3 crore).
35 Contingent Liabilities:
Claims against the Company not acknowledged as debt :
(a) The Company is in receipt of the following Show Cause Notices ("SCNs") and Demand Orders ("Orders")
from various GST authorities :
a. Orders for October 2019 to March 2022 for all the States for INR 420 crores
b. Order for April 2022 to March 2023 for Andhra Pradesh for INR 8 crores
c. SCN for April 2022 to March 2023 for Gujarat for INR 13 crores
d. SCN for April 2023 to March 2024 for Andhra Pradesh for INR 6 Crores,
There are no SCNs or Orders on this matter other than those mentioned here.The SCNs and Orders require
the Company to pay GST on the delivery charges collected by the Company from the end users on behalf of
the delivery partners, along with additional interest and penalties as per GST provisions. The Company is
contesting the Orders/ SCNs at applicable forums. The Company, supported by the external independent
expert's advice, is of the view that it has a strong case on merits. W.e.f. September 22, 2025, the government
has included local delivery services provided through Electronic Commerce Operators ("ECOs") by unregistered
service providers u/s 9(5) of CGST Act, 2017. Pursuant to change in law, the Company is paying GST on delivery
charges collected from the customers on behalf of unregistered delivery partners.
(b) The Company has certain pending litigations pertains to consumer cases and other legal cases amounting
to INR 19 crore (March 31, 2025: INR 13 crore).
(c) During the year ended March 31, 2022, the Company was served with a copy of a writ petition filed by the
Indian Federation of APP-Based Transport Workers (IFAT) and two others, which is in the nature of a public
interest litigation before the Hon' ble Supreme Court of India. The writ petition has been filed against 5
ministries of the Union of India (i.e. Ministry of Labour and Employment, Ministry of Commerce and Industry,
Ministry of Consumer Affairs, food and public distribution, Ministry of Road Transport and Highways,
Ministry of Electronic and Information Technology) and aggregators such as ANI Technologies Pvt Ltd
(Ola), Uber India Systems Pvt. Ltd. (Uber) and Swiggy Limited (formerly known as Bundl Technologies Pvt.
Ltd). and Eternal Limited (formerly known as Zomato Limited) have been made a party to the writ petition.
The petitioners have sought several alternative reliefs, including a declaration to recognize app based/
gig workers as 'workers' under various labour/social legislations; directions to the Government of India
for promulgating schemes extending social security benefits to gig/ app based workers which schemes
are yet to be formulated. At this stage, there is no specific obligation that can be ascribed to the Company
pending the Hon'ble Court's final decision in the Writ Petition.
(d) During the year ended March 31,2022, the Company received an order under Section 26(1) of the Competition
Act, 2002, under which the Hon'ble Competition Commission of India (CCI) initiated an investigation into
certain aspects of the Company's business. The Company continues to work closely with the Hon'ble CCI
to assist them with their inquiry and explain to the Hon'ble CCI why all its practices are in compliance with
competition laws and do not have any adverse effect on competition in India.
36 On August 27, 2024, Eternal Limited (formerly known as Zomato Limited) completed the acquisition of
Orbgen Technologies Private Limited ("OTPL"), and Wasteland Entertainment Private Limited ("WEPL"),
holding the "Movies Ticketing" business and "Events" business respectively, from One 97 Communications
Limited ("OCL"/"Seller"). These acquisitions were executed through a combination of secondary share
purchases from OCL amounting to INR 758 crore (for both the entities) and primary infusion into the OTPL
and WEPL amounting to INR 1,260 crore. This amount was subject to adjustments as agreed in definitive
agreements. Post adjustment, the total purchase consideration amounted to INR 2,014 crore.
The cash consideration paid for 100% of paid-up equity share capital of OTPL and WEPL amounted to INR
1,236 crore and INR 778 crore respectively.
37 The Company has made long term strategic investments in Zomato Hyperpure Private Limited ("ZHPL"),
Zomato Entertainment Private Limited ("ZEPL"), Blink Commerce Private Limited ("BCPL"), Orbgen
Technologies Private Limited ("OTPL") and Wasteland Entertainment Private Limited ("WEPL") ("subsidiary
companies"), which are in their initial/developing stage of operation and would generate growth and
returns over a period of time. These subsidiary companies have incurred significant expenses for building
the brand, market share and operations which have added to the losses of these entities. The Company
has committed to provide support to each of its subsidiaries in the event they are unable to meet their
individual liabilities. The Company conducted impairment assessment of these investments by getting
valuation performed for these investments by an external expert using methods like Discounted cash flow
method ("DCF") and Comparable companies mutiple method ("CCM") and concluded that no impairment is
required as on March 31, 2026. The same was noted by the Audit Committee and the Board.
The significant unobservable inputs used in the estimation of recoverable value together with a quantitative
sensitivity analysis as at March 31, 2026 and March 31, 2025 are as shown below:
There is no project whose completion is overdue or has exceeded its cost compared to its original plan during
the year.
41 (a) During the previous year ended March 31, 2025, the Company had allotted 33,64,73,755 Equity Shares
of face value INR 1 each to eligible Qualified Institutional Buyers (QIB) at an issue price of INR 252.62 per
Equity Share (including a premium of INR 251.62 per Equity Share) aggregating to INR 8,500 crores, pursuant
to Qualified Institutional Placement (QIP) in accordance with the provisions of Securities and Exchange Board
of India (Issue of Capital and Disclosure Requirements) Regulations (the "SEBI ICDR Regulations").
Following are the details of utilisation of proceeds of INR 8,436 crore post meeting issue expenses of INR 64
crore (inclusive of Goods & Services Tax (GST) as applicable)
44 The Ministry of Corporate Affairs (MCA) introduced certain requirements, where accounting software(s)
used by the Company should have a feature of recording audit trail of each and every transaction (effective
April 01,2023). The Company has an IT environment which is adequately governed with General information
technology controls (GITCs) for financial reporting process and the Company has assessed all of its IT
applications that are relevant for maintaining books of accounts.
The Company has used accounting software(s) for maintaining its books of account for the year ended
March 31, 2026 which has a feature of recording audit trail (edit log) facility and the same has operated
throughout the year for all relevant transactions recorded in the software(s), except that:
(a) in respect of certain accounting software(s), the audit trail log for direct data changes at database
level in the software is being maintained throughout the year, at any given point in time for a period
up to 30 days for all relevant transactions recorded in the software.
(b) In respect of software(s) used for payroll processing and purchase records in which the database is
maintained by a third party software service provider, the Company is in the discussion with a third
party service provider to implement audit trail (edit log) feature at database level.
The Company has not noted any tampering of the audit trail feature in respect of the software for which
the audit trail feature was operating.
Additionally, the audit trail that was enabled and operated for the year ended March 31, 2024 and year
ended March 31, 2025, has been preserved by the Company as per the statutory requirements for record
retention.
45 (a) No funds (which are material either individually or in the aggregate) have been advanced or loaned or
invested (either from borrowed funds or share premium or any other sources or kind of funds) by the
Company to or in any other person(s) or entity(is), 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.
(b) No funds (which are material either individually or in the aggregate) have been received by the Company
from any person(s) or entity(is), 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.
46 Based on the calculations as per section 135 of the Act, no expenditure on Corporate Social Responsibility
("CSR") activities was required to be incurred by the Company for current as well as previous year.
47 The Government of India, with effect from November 21, 2025, notified the Code on Social Security, 2020;
the Occupational Safety, Health and Working Conditions Code, 2020; the Industrial Relations Code, 2020;
and the Code on Wages, 2019 (collectively, the "Labour Codes"), which replace existing central labour
legislations. Draft rules under the Labour Codes were released by the Ministry of Labour and Employment
on December 30, 2025 and are yet to be notified. Various State Governments have also notified state-
specific legislations. Based on the Company's assessment, the provisions currently in force do not have a
material impact on the financial statement of the Company. The financial impact, if any, of the remaining
provisions will be assessed upon notification of the final rules and their effective dates.
49 Recent pronouncements :
(a) Newly applicable standards:
The Ministry of Corporate Affairs has notified Companies (Indian Accounting Standards) Amendment Rules,
2025 dated May 07, 2025, to amend Ind AS 21 relating to Lack of exchangeability and Companies (Indian
Accounting Standards) Second Amendment Rules, 2025 dated August 13, 2025, to amend Ind AS 7 and
Ind AS 107 relating to Supplier Finance Arrangements, Ind AS 1 relating to Classification of Liabilities as
Current or Non-current and Non-current Liabilities with Covenants and Ind AS 12 relating to International
Tax Reform-Pillar Two Model Rules.
These amendments are effective for annual reporting periods beginning on or after April 01, 2025. The
Company has applied these amendments for the first-time.
(i) Amendments to Ind AS 21 - Lack of exchangeability
The amendments specifies how an entity should assess whether a currency is exchangeable and
how it should determine a spot exchange rate when exchangeability is lacking. The amendments also
require disclosure of information that enables users of its financial statements to understand how the
currency not being exchangeable into the other currency affects, or is expected to affect, the entity's
financial performance, financial position and cash flows.
The amendments have no impact on the Company's financial statements.
(ii) Amendments to Ind AS 7 and Ind AS 107 - Supplier Finance Arrangements
The amendments clarify the characteristics of supplier finance arrangements and require additional
disclosures of such arrangements. The disclosure requirements in the amendments are intended to
assist users of financial statements in understanding the effects of supplier finance arrangements
on an entity's liabilities, cash flows and exposure to liquidity risk.
The amendments have no impact on the Company's financial statements.
(iii) Amendments to Ind AS 1 - Classification of Liabilities as Current or Non-current
The amendments specify the requirements for classifying liabilities as current or non-current. The
amendments clarify:
• What is meant by a right to defer settlement
• That a right to defer must exist at the end of the reporting period
• That classification is unaffected by the likelihood that an entity will exercise its deferral right
• That only if an embedded derivative in a convertible liability is itself an equity instrument would
the terms of a liability not impact its classification
In addition, an entity is required to disclose when a liability arising from a loan agreement is classified
as non-current and the entity's right to defer settlement is contingent on compliance with future
covenants within twelve months.
The amendments have no impact on the Company's financial statements.
(iv) Amendments to Ind AS 12 - International Tax Reform-Pillar Two Model Rules
The amendments have been introduced in response to the OECD's BEPS Pillar Two rules and include:
• A mandatory temporary exception to the recognition and disclosure of deferred taxes arising
from the jurisdictional implementation of the Pillar Two model rules. This mandatory temporary
exception needs to be applied retrospectively; and
• Disclosure requirements for affected entities to help users of the financial statements better
understand an entity's exposure to Pillar Two income taxes arising from that legislation,
particularly before its effective date.
The amendments have no impact on the Company's financial statements.
(b) Standards issued/notified but not yet effective:
The Ministry of Corporate Affairs has notified Companies (Indian Accounting Standards) Second
Amendment Rules, 2025 dated August 13, 2025, to amend Ind AS 1 and Ind AS 10 relating to classification
of liabilities as Current or Non-current and Non-current liabilities with Covenants. The amendments are
effective for annual reporting periods beginning on or after April 01, 2026.
Amendments to Ind AS 1 and Ind AS 10 - Classification of Liabilities as Current or Non-current and
Non-current Liabilities with Covenants
Ind AS 10: Events after the Reporting Period has been amended to eliminate the earlier requirement to
treat a lender's waiver of a covenant breach, granted after the reporting date but before approval of the
financial statements, as an adjusting event where such breach made the liability repayable on demand at
the reporting date.
For annual reporting periods beginning on or after April 01, 2026, any breach of a covenant occurring on
or before the reporting date will require the related liability to be classified as current in accordance with
Ind AS 1, unless the lender has granted a waiver of the breach on or before the reporting date and agreed
not to demand repayment for at least 12 months after the reporting date.
The amendments are not expected to have any impact on the Company's financial statements.
(c) New Income Tax Act
The Government of India has enacted the Income-tax Act, 2025, replacing the existing Income tax Act,
1961, effective for the financial years beginning on and after April 01, 2026. Based on management's
assessment, the new legislation will not have any material impact on the financial statements of the
Company.
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