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Company Information

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HINDUJA GLOBAL SOLUTIONS LTD.

30 January 2026 | 02:19

Industry >> IT Enabled Services

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ISIN No INE170I01016 BSE Code / NSE Code 532859 / HGS Book Value (Rs.) 1,712.13 Face Value 10.00
Bookclosure 27/09/2024 52Week High 633 EPS 26.10 P/E 15.67
Market Cap. 1902.91 Cr. 52Week Low 394 P/BV / Div Yield (%) 0.24 / 0.00 Market Lot 1.00
Security Type Other

NOTES TO ACCOUNTS

You can view the entire text of Notes to accounts of the company for the latest year
Year End :2025-03 

w Provisions

Provisions are recognized when the Company has a present legal or constructive obligation as a result of
past events, it is probable that an outflow of resources will be required to settle the obligation and the amount
can be reliably estimated.

Provisions are measured at the present value of management's best estimate of the expenditure required
to settle the present obligation at the end of the reporting period. The discount rate used to determine the
present value is a pre-tax rate that reflects current market assessments of the time value of money and the
risks specific to the liability. The increase in the provision due to the passage of time is recognized as interest
expense.

Provisions for onerous contracts are recognised when the expected benefits to be derived by the Company
from a contract are lower than the unavoidable costs of meeting the future obligations under the contract.
Provisions for onerous contracts are measured at the present value of lower of the expected net cost of
fulfilling the contract and the expected cost of terminating the contract.

x Employee benefits

(i) Short-term obligations

Liabilities for wages and salaries, including non-monetary benefits that are expected to be settled wholly
within 12 months after the end of the period in which the employees render the related service are
recognized in respect of employees' services up to the end of the reporting period and are measured at
the amounts expected to be paid when the liabilities are settled. The liabilities are presented as current
employee benefit obligations in the balance sheet.

(ii) Other long-term employee benefit obligations

The liabilities for earned leave are not expected to be settled wholly within 12 months after the end
of the period in which the employees render the related service. They are therefore measured as the
present value of expected future payments to be made in respect of services provided by employees
up to the end of the reporting period using the projected unit credit method. The benefits are discounted
using the market yields at the end of the reporting period that have terms approximating to the terms
of the related obligation. Remeasurements as a result of experience adjustments and changes in
actuarial assumptions are recognized in statement of profit and loss.

(iii) Post-employment obligations

The Company operates the following post-employment schemes:

(a) defined benefit plans such as gratuity and Pension;

(b) defined contribution plans such as provident fund.

Defined benefit obligation

The liability or asset recognized in the balance sheet in respect of defined benefit plans is the present
value of the defined benefit obligation at the end of the reporting period less the fair value of plan
assets. The defined benefit obligation is calculated annually by actuaries using the projected unit credit
method.

In accordance with the Payment of Gratuity Act, 1972, applicable for Indian companies, the Company
provides for a lump sum payment to eligible employees, at retirement or termination of employment
based on the last drawn salary and years of employment with the Company. These plans are partially
funded and managed by the third-party fund managers.

The Company also maintains pension and similar plans for employees outside India, based on country
specific regulations. These plans are partially funded, and the funds are managed by third party fund
managers. The plans provide for monthly payout after retirement as per salary drawn and service
period or for a lumpsum payment as set out in rules of each fund.

The present value of the defined benefit obligation denominated in INR is determined by discounting
the estimated future cash outflows by reference to market yields at the end of the reporting period on
government bonds that have terms approximating to the terms of the related obligation. The benefits
which are denominated in currency other than INR, the cash flows are discounted using market yields
determined by reference to government bond that are denominated in the currency in which the
benefits will be paid, and that have terms approximating to the terms of the related obligation.

The net interest cost is calculated by applying the discount rate to the net balance of the defined benefit
obligation and the fair value of plan assets. This cost is included in employee benefit expense in the
profit and loss.

Remeasurement gains and losses arising from experience adjustments and changes in actuarial
assumptions are recognized in the period in which they occur, directly in other comprehensive income.
They are included in retained earnings in the statement of changes in equity and in the balance sheet.

Changes in the present value of the defined benefit obligation resulting from plan amendments or
curtailments are recognized immediately in statement of profit and loss as past service cost.

Defined contribution plans

The Company pays contributions to publicly administered funds as per local regulations. The Company
has no further payment obligations once the contributions have been paid. The contributions are
accounted for as defined contribution plans and the contributions are recognized as employee benefit
expense when they are due. Prepaid contributions are recognized as an asset to the extent that a cash
refund or a reduction in the future payments is available.

The Superannuation Fund applicable to certain employees, constitutes an insured benefit, which
is classified as a defined contribution plan as the Company makes contributions to an insurance
Company and has no further obligation beyond making the payment to the insurance Company.

(iv) Share-based payments

Share-based compensation benefits are provided to employees via the Hinduja Global Solutions
Limited Employee Stock Option Plan.

Employee options

The fair value of options granted under the Hinduja Global Solutions Limited Employee Stock Option
Plan is recognized as an employee benefits expense with a corresponding increase in equity. The total
amount to be expensed is determined by reference to the fair value of the options granted.

The total expense is recognized over the vesting period, which is the period over which all of the
specified vesting conditions are to be satisfied. At the end of each period, the entity revises its
estimates of the number of options that are expected to vest based on the non-market vesting and
service conditions. It recognizes the impact of the revision to original estimates, if any, in statement of
profit and loss, with a corresponding adjustment to equity.

(v) Termination benefits

Termination benefits are payable when employment is terminated by the Company before the normal
retirement date, or when an employee accepts voluntary redundancy in exchange for these benefits.
The Company recognizes termination benefits at the earlier of the following dates: (a) when the
Company can no longer withdraw the offer of those benefits; and (b) when the entity recognizes costs
for a restructuring that is within the scope of Ind AS 37 and involves the payment of terminations
benefits. In the case of an offer made to encourage voluntary redundancy, the termination benefits are
measured based on the number of employees expected to accept the offer. Benefits falling due more
than 12 months after the end of the reporting period are discounted to present value.

y Contributed equity

Equity shares are classified as equity. Incremental costs directly attributable to the issue of new shares or
options are shown in Other equity as a deduction, net of tax, from the proceeds.

z Dividends

Provision is made for the amount of any dividend declared, being appropriately authorized and no longer at
the discretion of the entity, on or before the end of the reporting period but not distributed at the end of the
reporting period.

za Earnings per share

(i) Basic earning per share

Basic earnings per share is calculated by dividing:

a. the profit attributable to owners of the Company

b. by the weighted average number of equity shares outstanding during the financial year, adjusted
for bonus elements in equity shares issued during the year and excluding treasury shares.

(ii) Diluted earning per share

Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to
take into account:

a. the after income tax effect of interest and other financing costs associated with dilutive potential
equity shares, and

b. the weighted average number of additional equity shares that would have been outstanding
assuming the conversion of all dilutive potential equity shares.

zb Non-current assets (or disposal groups) held for sale and discontinued operations

Non-current assets (or disposal group) are classified as held for sale if their carrying amount will be
recovered principally through a sale transaction rather than through continuing use and sale is considered
highly probable. They are measured at the lower of carrying amount or fair value less cost to sell, except for
assets such as deferred tax assets, assets arising from employee benefits, financial assets and contractual
rights under insurance contracts, which are specifically exempt from this requirement.

An impairment loss is recognized for any initial or subsequent write-down of the asset (or disposal group) to
fair value less cost to sell. A gain is recognized for any subsequent increase in the fair value less cost to sell
of any asset (or disposal group), but not in excess of any cumulative impairment loss previously recognized.
A gain or loss not previously recognized by the date of the sale of the non-current asset (or disposal group)
is recognized at the date of de-recognition.

Non-Current assets (including those that are part of a disposal group) are not depreciated or amortised while
they are classified as held for sale. Interest and other expenses attributable to the liabilities of a disposal
group classified as held for sale continue to be recognised.

Non-current assets classified as held for sale and the asset of a disposal group classified as held for sale are
presented separately from the other assets in the balance sheet. The liabilities of disposal group classified
as held for sale are presented separately from other liabilities in the balance sheet.

A discontinued operations is a component of the entity that has been disposed of or is classified as held
for sale and that represents a separate major line of business or geographical area of operations, is a part
of a single co-ordinated plan to dispose of such line of business or area of business of operations, or is a
subsidiary acquired exclusively with a view of resale. The result of discontinued operations are presented
separately in the statement of profit and loss.

zc Segment reporting

Operating segments are reported in a manner consistent with the internal reporting provided to the Chief
Operating Decision Maker (CODM). The Board of Directors of the Company has been identified as CODM
which also consists of key managerial personnel of the Company. Refer note 52 for segment information.

zd Subsequent events

The Company evaluates all transactions and events that occur after the balance sheet date but before the
financial statements are issued. Based upon the evaluation, the Company did not identify any recognized
or non-recognized subsequent events that would have required adjustment or disclosure in the financial
statements, except as disclosed.

ze Rounding off amounts

All amounts disclosed in the financial statements and notes have been rounded off to nearest Crore as per
the requirement of schedule III unless otherwise stated.

zf New Accounting standards adopted by the Company during year

The Company has adopted the amendments to the Indian accounting standards w.e.f April 1,2024 and the
adoption of these new amendments did not have any material impact on the standalone statement of profit
and loss for the year ended March 31, 2025.

zg New Accounting standards not yet adopted by the Company

i. The Ministry of Corporate Affairs (“MCA”) notifies new standards or amendments to the existing
standards under Companies (Indian Accounting Standards) Rules as issued from time to time. For the
year ended March 31, 2025, MCA has notified Ind AS - 117 Insurance Contracts and amendments to
Ind AS 116 - Leases, relating to sale and leaseback transactions, applicable to the Company w.e.f.
April 1, 2024. The Company has reviewed the new pronouncements and based on its evaluation has
determined that it does not have any significant impact in its financial statements.

ii. New and amended standards issued but not effective

Ministry of Corporate Affairs (“MCA”) notifies new standards or amendments to the existing standards under
Companies (Indian Accounting Standards) Rules as issued from time to time. For the year ended March 31,
2025, there are no standards that are notified and not yet effective as on date.

On May 9, 2025 MCA notifies the amendments to Ind As 21 - Effect to changes in Foreign Exchange Rates.
These amendments aim to provide clearer guidance on assessing currency exchangeability and estimating
exchange rates when currencies are not readily exchangeable. The amendments are effective for annual
periods beginning on or after April 1, 2025. The company is currently assessing the probable impact on
these amendments on its financial statements.

(iv) The Board of Directors at their meeting held on January 6, 2022 had approved issuance of Bonus Equity
Shares of the Company in the proportion of 1 (One) Bonus Equity Share of ' 10/- each for every 1 (One)
existing Equity Share of ' 10/- each, with a record date of February 23, 2022.

(v) The shareholders of the Company approved the proposal of buyback of Equity Shares recommended by the
Board of Directors by way of e-voting through postal ballot at the Maximum buyback price of ' 1,700/- per
equity share and the Maximum buyback size of ' 1,020.00 crore. Subsequently, the Buyback Committee at its
meeting held on January 27, 2023 has approved the buyback of 0.60 crore Equity Shares at a price of '1,700
i.e. up to ' 1020.00 crore (excluding transaction cost taxes) with the Record Date of March 6, 2023.

The buyback was offered to all eligible equity shareholders of the Company on proportionate basis through
the “Tender offer” route in accordance with SEBI (Buy-back of Securities) Regulations, 2018. The Buyback of
equity shares has commenced on May 22, 2023 and closed on June 2, 2023. The buyback settlement was
complete on June 9, 2023.

The Company had bought back 0.60 crore equity shares of Face Value of ' 10 each ( i.e. ' 6 crore) at a
price of ' 1,700 per equity share by utilising its Securities premium reserve,General Reserve and Retained
Earnings. The Company credited 'Capital Redemption Reserve' with an amount of ' 6 crore, being amount
equivalent to the nominal value of the Equity Shares bought back as an appropriation from General
Reserve. The Buyback resulted in cash outflow of ' 1020.00 crore (excluding transaction cost and taxes)
and reduction of 11.43% of pre-buyback paid up equity share capital of the Company as at March 31,2023..

(vi) The Board of Directors of the Company, at its meeting held on February 17, 2022 had considered and
approved the scheme of arrangement between Hinduja Global Solutions Limited (the “Resulting Company”)
and NXTDIGITAL Limited (the “Demerged Undertaking”) for the demerger of Digital, Media & Communications
Business Undertaking along with the investments in its subsidiaries of NXTDIGITAL Limited into Hinduja
Global Solutions Limited and had recommended the swap ratio of 20 equity share of '10/- each fully paid-up
of Hinduja Global Solutions Limited for every 63 equity shares of '10/- each fully paid-up held by the public
shareholders of NXTDIGITAL Limited.As per the swap ratio approved in the scheme, the shareholders of
NXTDIGITAL Limited holding 3,36,71,621 equity shares (of NDL) to receive 1,06,89,403 equity shares of
Hinduja Global Solutions Limited having face value of ' 10 each. Pursuant to the Scheme of arrangement,
shares of Hinduja Global Solutions Limited are issued to the public shareholders of NXTDIGITAL Limited.

Notes:

1. NDL Ventures Limited (Formerly known as NXTDIGITAL Limited ) has received income tax
demand pertaining to IT/ ITES business aggregating ' 71.45 Crore in respect of period prior to
October 1,2006 which is reimbursable by the Company pursuant to the Scheme of Arrangement
and Reconstruction for demerger of IT/ITES business into the Company sanctioned by High
Court of Judicature of Bombay and made effective on March 7, 2007. In this regard, the Company
had paid ' 55.50 Crore to NDL Ventures Limited to discharge part payment of disputed income
tax dues pertaining to IT/ITES business. Out of this amount, the Company has received refund
of ' Nil including interest of ' Nil during the year (March 31,2024- ' Nil including interest of ' Nil).
NDL Ventures Limited (Formerly known as NXTDIGITAL Limited ) also received income tax
demand pertaining to IT/ ITES business in respect of the same issue for the A.Y 2002-03 to
A.Y 2007-08. Pursuant to the Scheme of Arrangement and Reconstruction for merger of Digital,
Media & Communications Business into the Company sanctioned by High Court of Judicature of
Bombay and made effective on February 1,2022, all liabilites of the demerged undertaking stand
transferred to Resulting Company. The aggregate demand is ' 170.91 Crore including interest '
82.91 Crore (March 31, 2024 - ' 167.86 Crore, ' 79.86 Crore respectively).

2. The Company has received Income Tax Demand orders for the A.Y. (Assessment Year) 2007-08
to A.Y 2011-12. In all the above assessment orders, demand has been raised mainly on account
of denial of section 10A benefit as per the Income Tax Act 1961 in respect of profit earned by the
Company's undertaking in Software Technology Parks. The aggregate demand is ' 106.11 Crore
including interest ' 19.25 Crore (March 31, 2024 - ' 106.11 Crore, ' 19.25 Crore respectively).

Against the above demands, the respective companies have made various appeals before the
relevant Appellate Authority; NDL Ventures Limited received a favourable order from Honourable
High Court of Bombay in respect of year 2005-06 dated July 26, 2017. The Honourable Supreme
Court of India has admitted a Special Leave Petition (SLP) in respect of the same matter for the
years A.Y 2002-03 to A.Y 2005-06. Future cash outflow in respect of above, if any, is determinable
only on receipt of judgements/ decisions pending with relevant authorities and accordingly the
amounts are disclosed as a contingent liability. In view of legal advice obtained the Management
considers these disallowances as not tenable against us, and therefore no provision for this tax
contingency has been recognised. “

3. Entertainment tax (‘ET') material disputes are given below:

Entertainment tax on Local cable operator (LCO) Points (Maharashtra)

The Government of Maharashtra issued Resolution No. - ENT2013/PK59/T-1 ('GR') dated 7
March 2013 for payment of ET on franchisee points by Multi System Operator (MSO). Accordingly,
the ET authorities issued demand notices of ' 18.09 crore relating to Mumbai, Nagpur and
Nashik as under:

In response to the demand notice issued by the ET authorities in Nagpur, the Company has
filed a writ petition with Hon'ble High Court of Bombay (Nagpur Bench) challenging the order of
Collector and the validity of GR. The matter shifted to Bombay Bench for Consolidation with writ
filed by other MSO's and local cable operator ('LCO') associations in Mumbai and Nashik for
similar demand order issued. In the interim, for writ filed by the Company before Nagpur Bench,
the Hon'ble High Court of Bombay has stayed any recovery proceeding against the Company
and in all writ petitions, Hon'ble High Court of Bombay has directed the LCOs to deposit the ET
directly to the Entertainment tax authorities or through the Hon'ble High Court of Bombay. Based
on the Orders of the Court, collectors in Mumbai have started to collect the Entertainment tax
from the LCO's.

The Government of Maharashtra has vide an Ordinance dated 10 February 2014 amended the
Maharashtra Entertainment Duty Act, 1923 and the said ordinance was replaced with an Act and
amendments passed by the ordinance become part of the Maharashtra Entertainment Duty Act,
1923 vide amendment dated 25 July 2014. The constitutional validity of the Ordinance and the
Amendments has been challenged by another MSO and a LCO federation in Maharashtra before
the Hon'ble High Court of Bombay. The Company has amended its writ petitions filed before
Hon'ble High Court of Bombay.

Based on the above facts, the Company is of the opinion that liability for payment of ET on LCO
points for the period April 2013 to June 2017 is not required to be provided in its books as the
amount of entertainment tax payable is not ascertainable by the company at this stage and it is
not payable by the Company.

4. Order from Service tax authorities for reversal of Cenvat Credit on Counter-veiling duty
(‘CVD') paid on import of Set-top boxes (‘STB')

'Effective November 2012, Digital Access System (DAS) was introduced in the broadcasting
industry in India, in a phased manner, pursuant to which the Company had paid CVD on imported
STB's. The Company issues STBs to end subscribers through LCOs (in some cases directly
to subscribers) on payment of activation charges. These STBs are not sold to customers and

continue to be asset of the Company. STB's are used for providing output service i.e. Cable
operator service. The Company has claimed input credit of CVD paid on import against the output
liability on Cable operator services under Rule 3 of CENVAT Credit Rules, 2004. The Service
Tax Authorities had issued two show cause notice for the period April 2010 to December 2014
and January 2015 to June 2017, denying the claim of the Company for providing Cable operator
services for LCO Points, contending STBs are not necessary for providing said services, thus
CVD paid on such STBs cannot be availed as input credit under Cenvat Credit Rules, 2004.
The matter was heard by Commissioner of the Service Tax during 2023-2024 and an Order was
passed confirming the demand in both the show cause notices along with penalty amounting to
' 126.53 crore. In response to the Order, the Company has filed an appeal with the Central
Excise and Appellate Tribunal (CESTAT) in April 2019.

Based on the above facts, the Company is of the opinion that it still remains the owner of STBs
and such STBs have direct nexus with providing of Cable operator services and is thus eligible
for input credit and accordingly does not require to make any provisions in the books.

5. Value added tax (VAT) material disputes are given below :

The Company had paid service tax on the activation fees of set top boxes (STB). The VAT
authorities in the state of Telangana, Uttar Pradesh, Andhra Pradesh, Karnataka and Chattisgarh
passed orders respectively treating the transaction as transfer of Right to use/ Deemed
sale and levied VAT. The Company has filed appeal with respective Appellate authorities.
The Company is of the opinion that it still remains the owner of STBs. Though physical control of
STB is passed on to the end subscriber effective control remains with the Company hence the
transaction is not required to be taxed as transfer of Right to use/ Deemed sale. Accordingly the
Company is of the opinion that it does not require to make any provisions in the books for the
said demand.

6. License fee demand notice from Department of Telecommunication :

The Company received notices during the financial year 2017-2018 from the Department of
Telecommunication (DOT) towards alleged revenue loss due to license fees payable along with
interest and penalty thereon, for the period 2010-2011 to 2014-2015, aggregating to ' 507.75
crore, under the License No. 820-5/2002-LR dated 16 May 2002 (hereinafter referred to as ISP
License) and Unified License bearing No. 821-52/2013-DS for ISP Category A for PAN India.
During the said period i.e from 2010-15, the ISP license was in the name of IndusInd Media and
Communications Limited (IMCL) which was subsequently transferred to ONEOTT Intertainment
Limited (OIL) with effect from 1 April 2015. DOT demand on the Company was stayed by TDSAT
vide its order dated 20 December 2017 and the said stay has not been vacated as on the date of
balance sheet.

Although the above referred license has been transferred by IMCL to OIL, the amounts mentioned
above have been reported under contingent liability in view of the counter indemnity given by
IMCL in favour of OIL, against the indemnity given by OIL to DoT to service any past liability in
connection with the said license.

Further, in connection with Network Operations Services availed by the Company from OIL, for
the periods starting from Mar 2018 onwards, the Company has given an indemnity to reimburse
a sum of ' 9.40 crore (as at 31st Mar 2024: ' 9.40 crore) along with applicable interest, penalty
and interest on penalty towards license fees payable on the adjusted gross revenues thereon, in
the event the same becomes a crystallized liability in the hands of OIL.

In light of the Hon'ble Supreme Court's judgement in FY 20, DOT decided to re-examine all
demand orders raised and asked all license holders to submit comprehensive representations of
the issues involved. The Company have filed representations at appropriate authorities denying
the alleged liabilities.

TDSAT vide its order dated 12 June 2020 has set aside the impugned demands and directed DoT
to issue directives for maintaining level playing field for all operators. Relying on an independent
legal expert's opinion, the Company and OIL continue to believe that the demands will not be
upheld and therefore has disclosed these as Contingent Liabilities.

The Company has received revised demand for F.Y2014-15, the earlier demand was ' 90.18
crore, which got revised to ' 160.14 crore.

7. Custom Duty on Activation Fee

The Company had received Show cause notice from the Directorate of Revenue Intelligence
(DRI), Mumbai for evasion of Custom Duty on payment of activation fees to Nagra Vision
SA and inadvertent claim of Exemption for payment of Special Additional Duty pursuant
to Notification No. 21/2012 dated 17 March 2012. The Additional Director General DRI
(Adjudication) vide its order dated 28 February 2018 rejected the submissions made by the
Company and passed the order confirming a demand of ' 9.27 crore (including penalty and
redemption fine). The Company has filed an Appeal before the CESTAT, Mumbai in June 2018.
Based on the contention that the amount paid to Nagra Vision SA is towards activation fees and not
licence fees, the Company expects that the outcome of the matter will be favorable to the Company
on the basis of the Appeal and hence has included the demand as above under contingent liabilities.
In addition to above order, during the Previous Year, Company had received a new Show
Cause Notice on similar issue for Cable and HITS Division. The reply has already been filed
by the Company and the matter got heared before the Adjudicating Authority in the previous
year. Company has received a lettter dated 26th March, 2021, intimating that the adjudication
proceeding to be kept pending under the relevant provision of the Custom Act, 1962. The decision
to keep the procedings on hold is on account of the Hon'ble Supreme Court Judgment dated
09/03/2021 in the case of M/s. Canon India Private Limited V/s. Commissioner of Customs.

8. Provident Fund

The Company has proceedings pending with the Income tax, Service tax authorities, Customs
tax authorities, Sales tax authorities and Local body tax authorities. The Company has reviewed
all its pending proceedings and has adequately provided where provisions are required and
disclosed as contingent liabilities where applicable and quantifiable, in these standalone financial
statements. The Company does not expect the outcome of these proceedings to have a materially
adverse effect on these standalone financial statements.

9. The Company has proceedings pending with the Income tax, Service tax authorities, Customs
tax authorities, Sales tax authorities and Local body tax authorities. The Company has reviewed
all its pending proceedings and has adequately provided where provisions are required and
disclosed as contingent liabilities where applicable and quantifiable, in these standalone financial
statements. The Company does not expect the outcome of these proceedings to have a materially
adverse effect on these standalone financial statements.

10. The Company has given an undertaking to three banks (i.e. Yes Bank Ltd., Axis Bank Ltd. and
RBL Bank Ltd.) to retain shareholding to the extent of 51% in the subsidiary viz. IndusInd Media
& Communications Limited (IMCL) until all the amounts outstanding under various Facility
Agreements entered into by IMCL with the said banks are repaid in full by IMCL. As at the
balance sheet date there are no outstanding amounts payable to RBL Bank Limited.

i) Capital and other commitments:

(i) Estimated Amount of Contracts (net of capital advances) remaining to be executed on capital
account ' 16.07 Crore. (March 31, 2024: ' 100.66 Crore).

(ii) The Company has issued an Undertaking to the following step-down subsidiaries to provide
need based financial support and is committed, if needed, to continue such support to meet the
ongoing obligations.

i. HGS Mena FZ LLC

ii. C-Cubed B.V

iii. C-Cubed N.V

iv. HGS St. Lucia

41 Employee benefit obligations

(i) Compensated Absences

The leave obligations cover the Company's liability for earned leaves of employees.

The amount of the provision of ' 22.00 Crore (As at March 31, 2024: ' 20.44 Crore) out of which, ' 8.82
Crore (As at March 31, 2024: ' 6.85 Crore ) has been disclosed as current and ' 13.18 Crore (As at March
31, 2024: ' 13.59 Crore ) is disclosed as non-current. Based on past experience, the Company does not
expect all employees to take the full amount of accrued leaves to make payments in lieu of accrued leaves
within the next 12 months.

(ii) Post-employment obligations

a) Gratuity

The Company provides for gratuity for employees in India as per the Payment of Gratuity Act, 1972.
Employees who are in continuous service for a period of 5 years are eligible for gratuity. The amount
of gratuity payable on retirement/ termination is the employees last drawn basic salary per month
computed proportionately for 15 days multiplied for the number of years of service. The gratuity plan
is a funded plan and the Company makes contributions to Life Insurance Corporation of India (LIC)
as per Investment Pattern stipulated for Pension and Group Schemes Fund by Insurance Regulatory
and Development Authority Regulations. The Company does not fully fund the liability and maintains a
target level of funding to be maintained over a period of time based on estimations of expected gratuity
payments.

b) Pension benefits

The Branch has a non-contributory and actuarially computed defined benefit pension plan covering
substantially all of its employees. The benefits are based on years of service and compensation at the
date of retirement, as defined in the policies of the Company.

The plan provides lump sum benefits upon retirement, death, total and permanent disability and
separation from service from completion of at least five years of service. Under the provisions of the
retirement plan, the normal retirement age is 60 with at least 5 years of credited service, but early
retirement is possible for employees reaching age 50 with at least 10 years of credited service. Normal
retirement is entitled to 1.5 months basic salary per year of service while early retirement with 10 to 15
years' service is entitled to 1 month basic salary per year of service or 1.5 months per year of service if
tenure is beyond 15 years. Employees below 50 years old with at least 10 years of service are entitled
to the retirement benefit in case of voluntary separation. 10 to 15 years of service is eligible for 50% of
monthly basic pay per year of service, 75% for 15 to 20 years, and 100% of monthly basic pay for 20
years tenure or more.

Plan assets are held in trust by a trustee bank, which is governed by local regulations and practice in
the Philippines.

Investments are well diversified, such that the failure of any single investment would not have a material
impact on the overall level of assets. The largest proportion of assets is invested in debt securities. The
Branch believes that debt securities offer the best returns over long term with an acceptable level of
risk.

(iii) Defined contribution plans

The Company has classified various benefits provided to employees as under:

a) Provident Fund

b) Superannuation Fund

c) State Defined Contribution Plans:

i. Employers' Contribution to Employee's State Insurance

Derivative financial instruments:

The fair value of loan, cash and cash equivalents, trade receivables, borrowings, trade payables, other current
financial assets and liabilities approximate their carrying amount largely due to the short-term nature of these
instruments. The Company's long-term debt has been contracted at market rates of interest. Accordingly, the
carrying value of such long-term debt approximates fair value. These financial asset & liabilities have been
classified as Level 2.

Level 1: Level 1 hierarchy includes financial instruments measured using quoted prices.

Level 2: The fair value of financial instruments that are not traded in an active market (for example, over-the-
counter derivatives) is determined using valuation techniques which maximize the use of observable market data
and rely as little as possible on entity-specific estimates. If all significant inputs required to fair value an instrument
are observable, the instrument is included in level 2.

Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in
level 3. This is the case for unlisted equity securities, contingent consideration and indemnification asset included
in level 3.

There have been no transfers among Level 1, Level 2 and Level 3 during the year.

Valuation techniques and significant unobservable inputs

The following table show the valuation techniques used in measuring Level 3 fair values, as well as the significant
unobservable inputs used.

45 Financial risk management

The Company's activities expose it to a variety of financial risks: market risk, credit risk and liquidity risk. The
Company's primary focus is to foresee the unpredictability of financial markets and seek to minimize potential
adverse effects on its financial performance. The primary market risk to the Company is foreign exchange risk. The
Company uses derivative financial instruments - foreign currency forward contracts to mitigate foreign exchange
related risk exposures. The Company's exposure to credit risk, excluding trade receivables from related parties,
is influenced mainly by the individual characteristic of each customer and the concentration of risk from the top few
customers.

The Company's risk management is carried out by the finance department under direction of the Board of Directors.
The company's finance department identifies, evaluates and hedges financial risks in close cooperation with the
Company's operating units. The Board provides direction for overall risk management as well as policies covering
specific areas, such as foreign exchange risk, credit risk, use of derivative financial instruments and managing the
liquidity.

A) Credit risk

Credit risk arises from trade receivables including unbilled receivables, loans and intercorporate deposits,
cash and cash equivalents and deposits with banks and financial institutions.

i) Credit risk management:

Credit risk arises from the possibility that customers and borrowers may not be able to settle their
obligations as agreed. A default on a financial asset arises when the counterparty fails to make
contractual payments within agreed credit terms or when they fall due. Credit risk is managed on
a financial asset basis. For banks and financial institutions, only high rated banks/institutions are
accepted.

Company's maximum exposure to credit risk for each class of financial asset is the carrying amount of
the financial assets recognized in the balance sheet.

The Company considers the probability of default upon initial recognition of asset and whether there
has been a significant increase in credit risk on an ongoing basis throughout each reporting period. To
assess whether there is a significant increase in credit risk the Company compares the risk of a default
occurring on the asset as at the reporting date with the risk of default at the date of initial recognition.
It considers available reasonable and supportive forward looking information. Especially the following
indicators are incorporated:

- Historical default experience by class of financial asset

- the credit rating and financial condition of borrowers

- actual or expected significant adverse changes in business, financial or economic conditions that are
expected to cause a significant change to the counterparty's ability to meet its obligations

- Other applicable macro economic information such as regulatory changes

A default on a financial asset is when the counterparty fails to make contractual payments within agreed
credit terms from the date when they fall due. This definition of default is determined by considering the
business environment in which entity operates and other macro-economic factors.

The major exposure to the credit risk at the reporting date is primarily from:

a. Trade receivables and unbilled receivables amounting to ' 348.33 Crore (March 31, 2024'374.99 Crore).
Trade receivables are typically unsecured. The Company exposure to credit risk is influenced mainly by the
individual characteristics of each customer. Accordingly, credit risk is managed through customer specific
credit approvals, establishing credit limits and monitoring the creditworthiness of customers. In general, it is
presumed that credit risk has significantly increased since initial recognition if the payments are more than
120 days past due from agreed credit terms with customer. Historically, the company has not experienced
any significant non-payment or write-offs and the provision made as at reporting date is considered to be
adequate. During the year, the Company made write-offs of ' 5.68 Crore (March 31, 2024'1.21 Crore) of
trade receivables.

Exposure to 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 and other receivables.
Trade receivables and unbilled revenue are typically unsecured and are derived from revenue earned from
customers. Credit risk has always been managed by the Company by continuously monitoring the credit
worthiness of customers to which the Company grants credit terms in the normal course of business.

Expected credit loss assessment for trade and other receivables from customers

The Company uses allowance matrix to measure the expected credit loss of trade and other receivables.

The following table provides information about the exposure to credit risk and expected credit loss allowance
(including specific allowance) for trade and other receivables:

In addition to the historical pattern of credit loss, this assessment is not based on any mathematical model
but an assessment considering the nature of and the financial strength of the customers in respect of whom
amounts are receivable. Company closely monitors its customers who are going through financial stress
and assesses actions such as change in payment terms, recognition of revenue on collection basis etc.,
depending on severity of each case.

The Company held cash and cash equivalents and Other bank balances with credit worthy banks of ' 207.13
Crore as at March 31, 2025 (March 31, 2024: ' 272.55 Crore) respectively. The credit worthiness of such
banks and financial institutions is evaluated by management on an ongoing basis and is considered to be
good.

Loans receivable and Intercorporate deposits amounting to ' 1,211.64 Crore (March 31, 2023'1,484.47
Crore). The loans and intercorporate deposits are placed with parties approved by the Audit Committee
subject to the party-wise and overall limits established by the Board of Directors. The loans and intercorporate
deposits are unsecured and are repayable on demand. The Company periodically assesses the credit rating

Liquidity risk is defined as the risk that the Company will not be able to settle or meet its obligations on time
or at a reasonable price. The Company's corporate treasury department, overseen by senior management,
is responsible for liquidity and funding as well as settlement management.

Prudent Liquidity risk management implies maintaining sufficient cash and marketable securities and
the avaiIabiIity of funding through an adequate amount of committed credit facilities' to meet obligation's
when due and to cIose out market positions. Due to the dynamic nature of the underIying businesses, the
Company's treasury maintains fIexibiIity in funding by maintaining avaiIabiIity under committed credit Iines.
These Iimits vary by Iocation to take into account the Liquidity of the market in which the entity operates.

The Company's liquidity management policy involves projecting cash flows in major currencies, considering
the IeveI of Iiquid assets necessary to meet these, monitoring baIance sheet liquidity ratios and maintaining
debt financing pIans. Management monitors rolling forecasts of the Company's net liquidity position on the
basis of expected cash fIows. The company invests its surplus funds in loans and intercorporate deposits
with parties approved by the Board of Directors to generate better returns. These investments are subject to
the party-wise and overall limits established by the Board of Directors. The limits are regularly assessed and
determined based upon and analysis of the credit ratings and financial solvency reviews

i) Foreign currency risk

The Company operates internationally and is exposed to foreign exchange risk arising from foreign
currency transactions, primarily with respect to USD, GBP and CAD. Foreign exchange risk arises from
highly probable forecast transactions (including inter-company transactions) and recognized assets
and liabilities denominated in a currency that is not the functional currency . The risk is measured
through a forecast of highly probable foreign currency cash flows.

The company's risk management policy is to hedge upto 75% of forecasted foreign currency sales
for the next 12 months; 40% of forecasted foreign currency sales for the next 24 months and 20% of
forecasted foreign currency sales for the next 36 months. As per the risk management policy, foreign
exchange forward contracts are taken to hedge the forecasted sales.

As the critical terms of the foreign exchange forward contracts and their corresponding hedged items
are the same, the Company performs a qualitative assessment of effectiveness and it is expected that
the value of the foreign exchange forward contracts and the value of the corresponding hedged items
will systematically change in opposite direction in response to movements in the underlying interest
rates. The company monitors the aforesaid critical terms on a quarterly basis to assess if the hedging
relationship remains highly effect.

46 Financial risk management

Impact of hedging activities

(a) Disclosure of effects of hedge accounting on financial position:

The Company's hedging policy only allows for effective hedge relationships to be established. Hedge
effectiveness is determined at the inception of the hedge relationship and through periodic prospective
effectiveness assessments to ensure that an economic relationship exists between the hedged item and
hedging instrument. The company enters into hedge relationships where the critical terms of the hedging
instrument match exactly with the terms of the hedged item. As the critical terms of the hedging instruments
and their corresponding hedged items are the same, the Company performs a qualitative assessment of
effectiveness and whether it is expected that the value of the hedging instruments and the value of the
corresponding hedged items will systematically change in opposite direction in response to movements
in the underlying exchange rates/interest rates. The Company monitors the aforesaid critical terms on a
quarterly basis to assess if the heding relationship remains highly effective.”

Hedge ineffectiveness is recognised on a cash flow hedge in the statement of profit and loss. Ineffectiveness
represents remaining portion of gain or loss on the hedging instrument that cannot be offset with the change
in the fair value of the hedged item. The main source of hedge ineffectiveness in these hedging relationships
is the effect of the counterparty and the Company's own credit risk on the fair value of the forward contracts,

Notes:

1. TL-1- The Loan is repayable in 7 years in 28 quarterly instalments, for each tranche of disbursement. First
repayment will commence from 4th month of the date of each tranche of disbursement. Interest rate 6
months MCLR and Yes Bank Limited shall reset the 6 months MCLR on 1st day of the month falling after six
calendar months including the month in which drawdown has been made. First Charge on all current and
movable assets (both present and future) and Escrow Account for collection of proceeds of lease rentals to
be created in favour of Vistra ITCL India Ltd. - Pre closed in June-2024

2. TL-2 are secured by pari passu hypothecation on all current assets, movable fixed assets (present and fu¬
ture) and immovable properties.

3. TL-3 are secured by first pari passu hypothication on all current assets, movable fixed assets (present and
future) of the Media Division.

4. TL-4 are secured by first pari passu hypothication on all current assets, movable fixed assets (present and
future) of the Media Division.

5 TL-5 are secured by cash margin in the form of Fixed Deposits @ 10% of total loan value.

6 TL-6 are secured by a Cash Margin in the Form of Fixed Deposit @ 25% of the total loan value and Subsur-
velient charge on all present and future fixed assets of Media Division.

7 TL-7 - Borrowings are accounted as per the requirement of IND AS 116 for sale and lease back of fixed
assets. These borrowing are unsecured.

8 Bank Overdraft are secured by First Pari-passu charge on current assets and movable Fixed Assets present
and future.

9 The quarterly returns / statements of current assets filed by the Company with banks / financial institutions
are in agreement with the books of accounts.

Refer Notel : Due to Increase in borrowings and decrease in loans given
Refer Note2 : Due to Increase in borrowings and decrease in shareholders.

Refer Note 3: Due to Increase in borrowings & Lease liabilities and decrease in Earnings available for debt service
Refer Note 4: Due to decrease in Net Profits after taxes & Average Shareholder's Equity.

Refer Note 5: Refer Note 6: Due to Increase in Net sales and Net decrease in Working Capital mainly on account
of decrease in loans given and increase in borrowings.

52 Segment reporting

In accordance with paragraph 4 of Ind AS 108 “Operating segments”, the Company has presented segmental
information only on the basis of the Consolidated financial statements (Refer Note 49 of the Consolidated financial
statements).

53 Additional regulatory information required by Schedule III to the Companies Act, 2013

(i) The Company does not have any benami property held in its name. No proceedings have been initiated on or
are pending against the Company for holding benami property under the Benami Transactions (Prohibition)
Act, 1988 (as amended in 2016) and rules made thereunder.

(ii) The Company has not traded or invested in Crypto currency or Virtual Currency during the year.

(iii) The Company has not come across any transaction ocurred with struck-off companies under section 248 of
the Companies Act, 2013 or section 560 of the Companies Act, 1956.

(iv) The Company has not been declared wilful defaulter by any bank or financial institution or other lender or
government or any government authority.

(v) The Company does not have any charges or satisfaction of charges which is yet to be registered with the
Registrar of the Companies beyond the statutory period.

(vi) Utilization of borrowed funds and share premium :

(I) 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:

(a) Directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever
by or on behalf of the Company (Ultimate Beneficiaries) .

(b) Provide any guarantee, security or the like to or on behalf of the ultimate beneficiaries

(II) 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:

(a) Directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever
by or on behalf of the Funding Party (Ultimate Beneficiaries) or

(b) Provide any guarantee, security or the like to or on behalf of the ultimate beneficiaries

(vii) There is no income surrendered or disclosed as income during the year in tax assessments under the
Income Tax Act, 1961 (such as search or survey), that has not been recorded in the books of account.

54. During the year ended March 31, 2024, the Income Tax department carried out survey/search at the Company's
premises. Subsequently, the Company received a notice for reopening of assessment for Assessment Year (AY)

2021- 22 and the Show Cause Notices (SCNs) for the AY 2022-23 and AY 2023-24, regarding applicability of
provisions of Chapter X-A of the Income Tax Act, 1961 and the Company has filed its reply to the SCNs. Further,
the Company has received Notice dated January 13, 2025, from Principal Commissioner of Income Tax for AY

2022- 2023 and AY 2023-24. The company filed its reply before the Office of Principal Commissioner of Income
Tax on February 21, 2025 and March 10, 2025 and appeared before the Principal Commissioner of Income Tax
on March 10, 2025. Hence the outcome, if any, of the same will be known on completion of those proceedings.
However, the Company, after considering all available information including expert opinion, is of the view that no
adjustment is considered necessary in the books of accounts.

55. The Board of Directors of Company at its meeting held on March 20, 2024 had approved a plan to rationalise
the supply chain management function of its media division and its media subsidiaries with a view to bringing
in operational efficiencies and optimise costs. The plan also includes monetization of its Optical fiber assets to
Indusind Media Communication Limited (“IMCL”), a subsidiary of the Company, for a consideration of ' 208.03
crore. The said consideration is based on valuation report of independent valuation firm. The Company has
recognised gain of FY 2024-25 ' Nil, FY 2023-24'44.69 crore which is included in other income of the Standalone
financial statements.

56. Previous year figures have been regrouped / rearranged wherever considered necessary, to conform to current
year classification.

As per our report of even date

For Haribhakti & Co. LLP ....... . , . ......... ...

For and on behalf of the Board of Directors of Hinduia Global Solutions Limited

Firm registration no. 103523W / W100048
Chartered Accountants

Snehal Shah Anil Harish Partha DeSarkar Vynsley Fernandes

Partner Director Whole-time Director & Chief Executive Officer Whole-time Director

Membership No. 048539 DIN: 00001685 DIN: 00761144 DIN: 02987818

Place : Mumbai Place : Mumbai Place : Mumbai

Srinivas Palakodeti Narendra Singh

Chief Financial Officer Company Secretary

Place : Mumbai Place : Mumbai

Place : Mumbai

Date : May 28, 2025 Date : May 28, 2025