Except for the above, aggregate number of shares issued for consideration other than cash during the period of five years immediately preceding the reporting date is nil.
10.1.1.2 During the year ended March 31, 2022, the Company had completed its initial public offer (IPO) of 30,489,362 equity shares of face value of ' 1 each at an issue price of ' 197 per share, comprising fresh issue of 24,093,423 shares and offer for sale of 6,395,939 shares by selling shareholders. The Company had recieved an amount of ' 4,466.78 millions (net off Company's share of IPO Expenses ' 304.87 millions (retained in the Monitoring Agency Account to the extent unpaid) from the proceeds of the fresh issue. Out of the Company's share of IPO Expenses ' 256.59 millions had been adjusted to securities premium and related GST of ' 31.87 millions had been adjusted to securities premium.
10.1.3 Employee stock options
Under 2016 Employee stock option plan, the Company had an approved ESOP pool of 1,200,000, upon exercise convertible into fully paid-up equity shares of ' 1 each. This has been adjusted and increased to 25,200,000 ESOP's, upon exercise convertible into fully paid-up equity shares of ' 1 each in the Company giving effect to the bonus issue of 20 ESOP for every 1 ESOP at their meeting held on August 3, 2021. During the year ended March 31, 2023, on October 29, 2022, the Company has granted 363,000 Employee Stock Options (ESOP) to eligible employees. During the year ended March 31, 2024, on May 18, 2023, the Company has granted 140,000 Employee Stock Options (ESOP) to eligible employees. The Terms attached to stock options granted to employees are described in Note 15 regarding employee share based payments.
10.1.4 Rights, preferences and restrictions attached to equity shares
The Company has a single class of equity shares. Accordingly, all equity shares rank equally with regard to dividends and share in the Company's residual assets. The equity shares are entitled to receive dividend as declared from time to time.
The voting rights of an equity shareholder on a poll (not on show of hands) are in proportion to its share of the paid-up equity capital of the Company. Voting rights cannot be exercised in respect of shares on which any call or other sums presently payable have not been paid. On winding up of the Company, the holders of equity shares will be entitled to receive the residual assets of the Company, remaining after distribution of all the preferential amounts in proportion to the number of equity shares held.
10.2.1 Securities premium represents the premium collected on issuance of equity shares. The reserve is utilized in accordance with provisions of Companies Act, 2013.
10.2.2 The general reserve is used from time to time to transfer profits from retained earnings for appropriation purposes. As the general reserve is created by a transfer from one component of equity to another and is not an item of other comprehensive income, items included in the general reserve will not be reclassified subsequently to statement of profit and loss.
10.2.3 Retained earnings are the accumulate profits of the Company made till date.
10.2.4 The Company has established various equity-settled share-based payment plans for certain categories of employees of the Company. Refer to note 15 for further details of these plans.
10.2.5 Remeasurements of defined benefit (liability)/asset comprises actuarial gains and losses and return on plan assets (excluding interest income).
10.2.6 The Special Economic Zone (SEZ) Re-investment Reserve has been created out of the profit of eligible SEZ units in terms of the provisions of Sec 10AA(1)(ii) of Income-tax Act, 1961. The reserve should be utilized by the Company for acquiring new plant and machinery for the purpose of its business in the SEZ unit as per the terms of the Sec 10AA(2) of the Income-tax Act, 1961.
11.1.2 Dues to micro enterprises and small enterprises
The Ministry of Micro, Small and Medium Enterprises has issued an office memorandum dated August 26, 2008 which recommends that the Micro and Small Enterprises should mention in their correspondence with its customers the Entrepreneurs Memorandum Number as allocated after filing of the Memorandum in accordance with the Micro, Small and Medium Enterprise Development Act, 2006 ('the Act'). Accordingly, the disclosure in respect of the amounts payable to such enterprises as at March 31, 2024 and March 31, 2023 has been made in the Financial Statements based on information received and available with the Company. Further in view of the Management, the impact of interest, if any, that may be payable in accordance with the provisions of the Act is not expected to be material. The Company has not received any claim for interest from any supplier as at the balance sheet date.
12.1 Disclosures relating to defined benefit plan - gratuity
The Company has a defined benefit gratuity plan in India, governed by the Payment of Gratuity Act, 1972. The plan entitles an employee, who has rendered at least five years of continuous service, to gratuity at the rate of fifteen days wages for every completed year of service or part thereof in excess of six months, based on the rate of wages last drawn by the employee concerned. These defined benefit plans expose the Company to actuarial risks, such as longevity risk, interest rate risk and market (investment) risk.
A. Funding
Plan is funded by the Company with LIC. The funding requirements are based on the gratuity fund's actuarial measurement framework set out in the funding policies of the plan. The funding of Plan is based on a separate actuarial valuation for funding purposes for which the assumptions may differ from the assumptions set out in 12.1.7 Employees do not contribute to the plan.
B. Reconciliation of the net defined benefit (asset) liability
The following table shows a reconciliation from the opening balances to the closing balances for the net defined benefit (asset) liability and its components.
12.1.8 Principal assumptions used for the purpose of actuarial valuation (Contd.)
Notes on the principal assumptions:
1. The discount rate is based on the prevailing market yields of Indian Government securities as at the balance sheet date for the estimated term of the obligations.
2. The estimates of future salary increases, considered in actuarial valuation, take into account inflation, seniority, promotion and other relevant factors, such as supply and demand factors in the employment market.
3. The Company provides for gratuity for employees in India as per the Payment of Gratuity Act, 1972. In respect of other employees, gratuity is arrived at based on last drawn basic salary of 15 days for every completed year of service, on completion of 4 years and 240 days of continuous service.
1. The loans granted to related parties, during the year ended March 31, 2022 amounting to 512.10 millions (outstanding as at March 31, 2024'526.10 millions and as at March 31, 2023'507.75 millions) pertains to Loan given to “Latent View Analytics UK Limited" on February 18, 2022 at the interest rate of 2.5% SONIA (Sterling Overnight Interbank Average Rate) per annum till December 31, 2023 and at an interest rate of 7% w.e.f January 1, 2024. The interest accrued at the end of the current year amounts to ' 9.87 millions.
2. The loans granted to related parties, during the previous year amounting to 551.93 millions (outstanding as at March 31, 2023'566.56) pertains to Loan given to “LatentView Analytics Corporation, USA" on September 20, 2022 at the interest rate of 3% SOFR (Secured Overnight Financing Rate) per annum for the purpose of working capital. The entire loan has been repaid in the current year.
3. The loans granted to related parties, during the current year amounting to 791.99 millions (outstanding as at March 31, 2024'806.40 millions) pertains to Loan given to “LatentView Analytics B.V., Netherlands" on October 20, 2023 at the interest rate of 4.50% per annum. The interest accrued for the current year amounts to ' 16.34 millions.
4. The loans granted to related parties, during the current year amounting to 272.06 millions (outstanding as at March 31, 2024'272.52) pertains to Loan given to “LatentView Analytics Corporation, USA" on February 8, 2024 at the interest rate of 6% per annum for the purpose of working capital. The interest accrued for the current year amounts to ' 2.37 millions.
2016 Employee stock option plan (hereinafter referred as "the Plan")
This plan was approved by the Board of Directors and Shareholders on April 1, 2016. The plan entitles senior employees to purchase shares in the Company at the stipulated exercise price, subject to compliance with vesting conditions; all exercised options shall be settled by issue of equity shares of the Company. As per the plan, holders of vested options are entitled to purchase one equity share for every option at an exercise price of ' 132 to 843/- or the fair value of shares at the time of grant of option as may be determined by a valuer appointed by the Nomination and Remuneration Committee or the Board. The fair value is determined using black scholes model.
Note:
The Company has granted 140,000 @ face value of ' 1 options during the current year ended March 31, 2024 (March 31, 2023: 363,000 @ face value ' 1).
The general terms and conditions related to the grant of all the above share options are as follows:
a) The scheme would be administered and supervised by a committee appointed by the board called “Nomination and Remuneration Committee".
b) Right to exercise is only upon receipt of exercise notice from the Nomination and Remuneration Committee.
c) Options are not transferable. On resignation, options already vested to the employee as at the date of resignation can be exercised in accordance with the plan.
15.2 Measurement of fair values
The estimated grant-date fair value of stock options granted under 2016 plan is ' 22.47 to ' 30.34, ' 309.26 to ' 313.07, ' 74.57'38.83 to ' 50.70, ' 71.81 to ' 8772 for the grants made on April 8, 2016, July 20, 2017 November 20, 2020, October 11, 2021, October 29, 2022 respectively. For the grant during the current year Dated May 18, 2023 the fair values of ESOP is ' 91.16/-. The fair values are measured based on the Black-Scholes-Merton formula.
Note:
For the year ended March 31, 2024
Of the total 1,002,445 ESOP units exercised during the year carrying face value of ' 1 each, 640,000 equity shares were issued at a premium of ' 39.14 per share, 356,595 equity shares were issued at a premium of ' 75 per share, and 5,850 equity shares were issued at a premium of ' 358 each, were allotted during the current Financial Year and the proceeds were recognised towards Share capital and Securities Premium respectively.
For the year ended March 31, 2023
Of the total 4,479,508 ESOP units exercised during the year carrying face value of ' 1 each, 3,685,125 equity shares were issued at a premium of ' 5.29 per share, 390,000 equity shares were issued at a premium of ' 39.14 per share, and 404,383 equity shares were issued at a premium of ' 75 each, were allotted during the current Financial Year and the proceeds were recognised towards Share capital and Securities Premium respectively.
The share based payment expense for the year has been disclosed in note 18 below.
The Company generates revenue primarily from providing services with respect to data analytics, technological activities and facilitates the development of models and applications for use by customers.
The Company has not disclosed fair values of financial instruments such as trade receivables, investments in government bonds, cash and cash equivalents, bank balances other than cash and cash equivalents, other financial assets, trade payables and other financial liabilities, since their carrying amounts are reasonable approximates of fair values.
Fair value hierarchy levels have been defined as below:
Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).
Level 3: Inputs for the assets or liabilities that are not based on observable market data (unobservable inputs).
The Company has exposure to the following risks arising from financial instruments:
- market risk (refer (C)(ii));
- credit risk (refer (C)(iii)); and
- liquidity risk (refer (C)(iv).
i. Risk management framework
The Company's Board of Directors has overall responsibility for the establishment and oversight of the Company's risk management framework. The Board of Directors is responsible for developing and monitoring the Company's risk management policies.
The Company's risk management policies are established to identify and analyse the risks faced by the Company, to set appropriate risk limits and controls and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and the Company's activities. The Group, through its training and management standards and procedures, aims to maintain a disciplined and constructive control environment in which all employees understand their roles and obligations.
ii. Market Risk-Foreign currency and interest rate risk
Market risk is the risk of loss of future earnings or fair values or future cash flows that may result from a change in the price of a financial instrument. The value of a financial instrument may change as a result of changes in the interest rates, foreign exchange rates and other market changes that affect market risk sensitive instruments. Market risk is attributable to all market risk sensitive financial instruments including foreign currency receivables and payables. The Company is exposed to market risk primarily related to foreign exchange rate risk (currency risk).
The principal market risk that is expected to have significant impact on the Company is the foreign exchange risk. The Company operates internationally and a portion of its revenues are from overseas customers. Accordingly, the Company is subject to foreign exchange risk. The Company's exposure to foreign currency risk is primarily in US Dollars (USD) and exposure to other foreign currencies are insignificant. The exchange rate between Indian Rupee and USD has fluctuated significantly in the recent years and may have similar fluctuations in the future, consequently, the results of the Company's operations. With respect to borrowings the impact of the market risk on the interest rate is not significant.
Sensitivity analysis
A reasonably possible strengthening (weakening) of the INR against USD or EUR or GBP or SGD at March 31 would have affected the measurement of financial instruments denominated in a foreign currency and affected equity and profit or loss by the amounts shown below. This analysis assumes that all other variables, in particular interest rates, remain constant and ignores any impact of forecast sales and purchases.
iii. Credit risk
Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Company's trade receivables, debt securities, cash and cash equivalents, bank balance other than cash and cash equivalents,security deposits and other financial assets.
Trade receivables
Exposures to customers outstanding at the end of each reporting period are reviewed by the Company to determine incurred and expected credit losses. Historical trends of impairment of trade receivables do not reflect any significant credit losses. Given that the macro economic indicators affecting customers of the Company have not undergone any substantial change, the Company expects the historical trend of minimal credit losses to continue. Further, management believes that the unimpaired amounts and are still collectible in full, based on historical payment behavior and analysis of customer credit risk.
Cash and bank balances, investments, loans and other financial assets
Cash and bank balances comprises of deposits with bank and interest accrued on such deposits. These deposits are held with credit worthy banks. The credit worthiness of such banks are evaluated by the management on an ongoing basis and is considered to be good with low credit risk.
Majority of investments of the Company are fair valued based on Level 1 or Level 2 inputs. These investments primarily include investment in liquid mutual fund units, certificates of deposit and quoted bonds issued by government and quasi-government organizations. The Company invests after considering counterparty risks based on multiple criteria including Tier I Capital, Capital Adequacy Ratio, Credit Rating, Profitability, NPA levels and deposit base of banks and financial institutions. These risks are monitored regularly as per its risk management program.
Other financial assets primarily constitute of security deposits. Loans comprise of loan given to wholly owned subsidiary to fund the expansion of the subsidiary. The Company does not expect any losses from non-performance by these counter parties.
The Company limits its exposure to credit risk by investing in debt securities and minimum investment being made in equity instruments. The credit worthiness of the counterparties of the investments made are evaluated by the management on an ongoing basis and is considered to be good with low credit risk.
Expected credit loss (ECL) measurement for the trade receivables of the group
The Company's always measures the loss allowance for trade receivables at an amount equal to lifetime expected credit loss (ECL). The Company has used a practical expedient by computing the expected credit loss allowance for trade receivables based on a provision matrix under simplified approach. The provision matrix takes into account historical credit loss experience and adjusted for forward-looking information. The expected credit loss allowance is based on the ageing of the days the receivables are due. Based on internal assessment which is driven by the historical experience and current facts available in relation to pattern of collection thereof, the credit risk for these trade receivables is considered low.
As per management analysis majority of the receivables of the Company either not due or aged between 0-90 days bucket and Contracts assets are all aged less than 30 days. Accordingly, the Company does not carry any provisions as at the year ended March 31, 2024, and 2023.
(iv) Liquidity risk
Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Company's approach to managing liquidity is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when they are due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company's reputation.
Cash flow from operating activities provides the funds to service and finance the financial liabilities on a day-to-day basis.
The Company regularly monitors the rolling forecasts to ensure it has sufficient cash on an on-going basis to meet operational needs. Any short term surplus cash generated, over and above the amount required for working capital management and other operational requirements, is retained as cash and cash equivalents (to the extent required) and any excess is invested in interest bearing term deposits and other highly marketable debt investments with appropriate maturities to optimise the cash returns on investments while ensuring sufficient liquidity to meet its liabilities.
24. SEGMENT INFORMATION
a. Operating segments
The Company is principally engaged in a single business segment viz., develop and deploy result-oriented analytics solutions to its customers. Operating segments are reported in a manner consistent with the internal reporting provided to the Chief Operating Decision Maker. The Chief Executive Officer (CEO) of the Company has been identified as the chief operating decision maker who assesses the financial performance and position of the Company, and makes strategic decisions.
Segment accounting policies
The accounting principles consistently used in the preparation of the Financial Statements and applied to record revenue and expenditure in individual segments are as set out in Note 3(K) to this schedule on significant accounting policies. The description of segment assets and the accounting policies in relation to segment accounting are as under:
(i) Non-current assets
Segment non-current assets (other than financial instruments and deferred tax assets) include all operating assets and consist primarily of right of use asset, property, plant and equipment, other non-current assets. The entire non-current assets are used and pertain to the India geography.
(ii) Revenue
Segment revenues are directly attributable to the segment and have been allocated to various segments on the basis of specific identification. However, segment revenues do not include interest and other income in respect of non segmental activities and have remained unallocated.
Revenue in the geographical information considered for disclosures are as follows:
Revenue within India include rendering of services in India to customers located within India; and revenues outside India include rendering of services outside India to customers located outside India.
25. CAPITAL MANAGEMENT
The Company's objective for capital management is to maximise shareholder value, safeguard business continuity and support the growth of the Company. The Company determines the capital requirement based on annual operating plans and long-term and other strategic investment plans. The funding requirements are met through equity and operating cash flows generated. The Company is not subject to any externally imposed capital requirements.The Company monitors capital on the basis of the following gearing ratio: Adjusted net debt (Total liabilities net of cash and cash equivalents) divided by total equity as shown in the balance sheet.
The above amounts are based on the notice of demand/Assessment Orders/claims by the relevant authorities/parties and the Company is contesting these claims. Outflows, if any, arising out of these claims would depend on the outcome of the decisions of the appellate authorities and the Company's rights for future appeals before the judiciary. The management believes that the ultimate outcome of these proceedings will not have a material adverse effect on the Company's financial position and results of operations.
29. TRANSFER PRICING
The Company has international transactions with related parties. For the previous year, the Company has obtained the Accountant's Report from a Chartered Accountant as required by the relevant provisions of the Income-tax Act, 1961 and has filed it with the tax authorities with in the time lines prescribed under the Act. The management has a policy of maintaining documents as prescribed by the Income-tax Act, 1961 to prove that these international transactions are at arm's length and for the current year, confirms that it maintains such documents and that the aforesaid legislation will not have any impact on the restated Consolidated financial information, particularly on the amount of tax expense and that of provision for taxation.
30. UTILISATION OF IPO PROCEEDS
During the previous year ended March 31, 2022, the Company had completed its initial public offer (IPO) of 30,489,362 equity shares of face value of ' 1 each at an issue price of ' 197 per share, comprising fresh issue of 24,093,423 shares and offer for sale of 6,395,939 shares by selling shareholders. The Company had received an amount of ' 4,466.78 millions net of Company's share of IPO Expenses ' 304.87 millions (retained in the Monitoring Agency Account to the extent unpaid) from the proceeds of the fresh issue. Out of the Company's share of IPO Expenses ' 256.59 millions and related Goods and Services Tax of ' 31.87 millions had been adjusted to securities premium.
Net IPO proceeds which were un-utilised as at March 31, 2024 were temporarily invested in fixed deposits with banks, Monitoring Agency bank account, current account balances with banks and in IPO Public issue account (held in cash and cash equivalents).
*During the year ended March 31, 2024, the Company had given a working capital loan to LatentView Corporation of ' 272.07 millions (with respect to the object of funding the working capital requirement of LatentView Analytics Corporation) out of which, ' 271 millions was from IPO Funds and ' 1.07 millions from the current account of the Company. Subsequent to the year end, the Company has transferred an amount of ' 1.07 millions, from the Monitoring agency account to the current account.
31 . On March 28, 2024 the Company has entered into a share purchase agreement (SPA) for the acquisition of Decision Point Private Limited (A Company in the space of AI- Led Business Transformation and Revenue Growth Management) (Decision Point). The Acquisition of 70% of the Paid up equity capital of Decision Point at a consideration of ' 3,200 millions (USD 39.1million) is expected to be Completed within 90 days from the SPA, subject to fulfillment of certain conditions as outlined in the SPA. The consideration is on a cash free/debt free basis and would be adjusted for normal level of working capital at closing. The consideration for the remaining 30% would be based on the valuation principles in the SPA in one or more tranches before the close of June 2026 subject to fulfillment of certain conditions as outlined in the SPA. Based on management assessment as at March 31, 2024 the Company does not have Control over the operations of Decision Point, hence the acquisition has not been accounted in the books for the year ended March 31, 2024.
32. OTHER STATUTORY INFORMATION
(i) The Company does not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any Benami property.
(ii) Based on the information available with the Company and relying on the publicly available information at
the time of compilation in respect of companies struck off under section 248 of the Companies Act, 2013 or
section 560 of the Companies Act, 1956, there are no amounts/transactions to disclose as required under B(L)(ix) of Part I of Schedule III to the Companies Act, 2013.
(iii) The Company has not revalued its property, plant and equipment (including right-of-use assets) or intangible assets or both during the current or previous year.
(iv) The Company has not traded or invested in Crypto currency or Virtual Currency during the Financial Year.
(v) 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); or
(b) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries
(vi) 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 on behalf of the Ultimate Beneficiaries
(vii) The Company has not entered into any such transaction which is not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961).
(viii) None of the entities in the Company have been declared wilful defaulter by any bank or financial institution or government or any government authority.
(ix) The Company has complied with the number of layers prescribed under the Companies Act, 2013.
(x) The Company has not entered into any scheme of arrangement which has an accounting impact on current or previous Financial Year.
(xi) The Company does not have any charges or satisfaction which is yet to be registered with Registrar of Companies (ROC) beyond statutory period.
33. SUBSEQUENT EVENTS
There are no subsequent events that have occurred after the reporting period till the date of this Standalone Financial Statements.
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