viii. Provisions (other than for employee benefits)
A provision is recognized if, as a result of a
past event, the Company has a present legal or
constructive obligation that can be estimated
reliably, and it is probable that an outflow of
economic benefits will be required to settle
the obligation. Provisions are determined by
discounting the expected future cash flows
(representing the best estimate of the expenditure
required to settle the present obligation at the
balance sheet date) at a pre-tax rate that reflects
current market assessments of the time value
of money and the risks specific to the liability.
The unwinding of the discount is recognized as
finance cost. Expected future operating losses
are not provided for.
Onerous contracts
A contract is considered to be onerous when the
expected economic benefits to be derived by
the Company from the contract are lower than
the unavoidable cost of meeting its obligations
under the contract. The provision for an onerous
contract is measured at the present value of the
lower of the expected cost of terminating the
contract and the expected net cost of continuing
with the contract. Before such a provision is
made, the Company recognises any impairment
loss on the assets associated with that contract.
ix. Foreign currency
a) Foreign currency transactions
Transactions in foreign currencies are
translated in to INR, the functional currency
of the Company at the exchange rates at the
dates of the transactions or an average rate
if the average rate approximates the actual
rate at the date of the transaction.
Foreign currency denominated monetary
assets and liabilities are retranslated at the
exchange rate prevailing on the balance
sheet date and exchange gain and losses
arising on settlement and restatement are
recognised in the statement of profit and
loss. Non- monetary assets and liabilities
that are measured in terms of historical cost
in foreign currencies are not retranslated.
Exchange differences are recognised in
profit or loss, except exchange differences
arising from the translation of the following
items which are recognised in OCI:
- qualifying cash flow hedges to the
extent that the hedges are effective.
The company has adopted Appendix B to
Ind AS 21- Foreign Currency Transactions
and Advance Consideration which clarifies
the date of transaction for the purpose
of determining the exchange rate to use
on initial recognition of the related asset,
expense or income when an entity has
received or paid advance consideration in a
foreign currency.
b) Foreign operations
The assets and liabilities of foreign branches
are translated into INR, the functional
currency of the Company, at the exchange
rates at the reporting date. The income
and expenses of foreign operations are
translated into INR at the exchange rates at
the dates of the transactions or an average
rate if the average rate approximates the
actual rate at the date of the transaction.
x. Earnings per share
Basic earnings per share is computed using
the weighted average number of equity shares
outstanding during the period. Diluted earnings
per share is computed using the weighted
average number of equity and dilutive equity
equivalent shares outstanding during the period-
end, except where the results would be anti¬
dilutive.
xi. Taxation
Income tax comprises current and deferred tax. It
is recognised in profit or loss except to the extent
that it relates to a business combination or to
an item recognised directly in equity or in other
comprehensive income.
a) Current tax
Current tax comprises the expected tax
payable or receivable on the taxable income
or loss for the period and any adjustment to
the tax payable or receivable in respect of
previous years. The amount of current tax
reflects the best estimate of the tax amount
expected to be paid or received after
considering the uncertainty, if any, related to
income taxes. It is measured using tax rates
(and tax laws) enacted or substantively
enacted by the reporting date.
Current tax assets and current tax liabilities
are offset only if there is a legally enforceable
right to set off the recognised amounts, and
it is intended to realise the asset and settle
the liability on a net basis or simultaneously.
b) Deferred tax
Deferred tax is recognized in respect of
temporary differences between the carrying
amounts of assets and liabilities for financial
reporting purposes and the corresponding
amounts used for taxation purposes.
Deferred tax is also recognized in respect of
carried forward tax losses and tax credits.
Deferred tax is not recognized for:
- temporary differences arising on the
initial recognition of assets or liabilities
in a transaction that is not a business
combination and that affects neither
accounting nor taxable profit or loss at
the time of the transaction;
- temporary differences related to
investments in subsidiaries to the extent
that the Company is able to control the
timing of the reversal of the temporary
differences and it is probable that they
will not reverse in the foreseeable
future; and
- taxable temporary differences arising
on the initial recognition of goodwill.
Deferred tax assets are recognized to the
extent that it is probable that future taxable
profits will be available against which they
can be used. The existence of unused tax
losses is strong evidence that future taxable
profit may not be available. Therefore,
in case of a history of recent losses, the
Company recognizes a deferred tax asset
only to the extent that it has sufficient taxable
temporary differences or there is convincing
other evidence that sufficient taxable profit
will be available against which such deferred
tax asset can be realized. Deferred tax assets
- unrecognized or recognized, are reviewed
at each reporting date and are recognized/
reduced to the extent that it is probable/ no
longer probable respectively that the related
tax benefit will be realized.
Deferred tax is measured at the tax rates
that are expected to apply to the period
when the asset is realized or the liability is
settled, based on the laws that have been
enacted or substantively enacted by the
reporting date.
The measurement of deferred tax reflects
the tax consequences that would follow from
the manner in which the Company expects,
at the reporting date, to recover or settle the
carrying amount of its assets and liabilities.
Deferred tax assets and liabilities are offset
if there is a legally enforceable right to offset
current tax liabilities and assets, and they
relate to income taxes levied by the same
tax authority on the same taxable entity, or
on different tax entities, but they intend to
settle current tax liabilities and assets on a
net basis or their tax assets and liabilities will
be realized simultaneously.
Minimum Alternative Tax ('MAT') expense
under the provisions of the Income-tax
Act, 1961 is recognised as an asset when
it is probable that future economic benefit
associated with it in the form of adjustment
of future income tax liability, will flow to the
Company and the asset can be measured
reliably. MAT credit entitlement is set off to
the extent allowed in the year in which the
Company becomes liable to pay income
taxes at the enacted tax rates. MAT credit
entitlement is reviewed at each reporting
date and is written down to reflect the
amount that is reasonably certain to be set
off in future years against the future income
tax liability. MAT Credit Entitlement has been
presented as Deferred Tax in Balance Sheet.
xii. Employee benefits
Defined contribution plans
The Company's contribution to provident fund is
considered as defined contribution plans and is
charged as an expense as they fall due based on
the amount of contribution required to be made.
Defined benefit plans
For defined benefit plans in the form of gratuity
fund, the cost of providing benefits is determined
using the Projected Unit Credit method, with
actuarial valuations. When the calculation
results in a potential asset for the Company, the
recognized asset is limited to the present value
of economic benefits available in the form of
any future refunds from the plan or reductions
in future contributions to the plan ('the asset
ceiling'). In order to calculate the present value of
economic benefits, consideration is given to any
minimum funding requirements.
Remeasurements of the net defined benefit
liability, which comprise actuarial gains and losses,
the return on plan assets (excluding interest) and
the effect of the asset ceiling (if any, excluding
interest), are recognized in OCI. The Company
determines the net interest expense (income)
on the net defined benefit liability (asset) for
the period by applying the discount rate used
to measure the defined benefit obligation at
the beginning of the annual period to the then-
net defined benefit liability (asset), taking into
account any changes in the net defined benefit
liability (asset) during the period as a result of
contributions and benefit payments. Net interest
expense and other expenses related to defined
benefit plans are recognized in profit or loss.
The retirement benefit obligation recognized in
the Balance Sheet represents the present value
of the defined benefit obligation as adjusted for
unrecognized past service cost, as reduced by
the fair value of scheme assets.
Short-term employee benefits
The undiscounted amount of short-term employee
benefits expected to be paid in exchange for the
services rendered by employees are recognized
during the period when the employees render
the service. These benefits include performance
incentive and compensated absences which are
expected to occur within twelve months after the
end of the year in which the employee renders
the related service.
The Company does not recognize liability or
expense for non-accumulating short term
compensated absences as these do not carry
forward and lapses if the current period's
entitlement is not used in full. Further, employees
are not entitled to any cash payment in respect of
such non accumulating short term compensated
absences.
Long-term employee benefits
Compensated absences which are not expected
to occur within twelve months after the end of the
year in which the employee renders the related
service are recognized as a liability at the present
value of the defined benefit obligation as at the
Balance Sheet date. For the long term employee
benefits, the obligation is measured on the basis
of an independent actuarial valuation using the
projected unit credit method.
Employee stock option based compensation
The grant date fair value of equity settled share-
based payment awards granted to employees
is recognized as an employee expense, with a
corresponding increase in equity, over the period
that the employees unconditionally become
entitled to the awards. The amount recognized as
expense is based on the estimate of the number
of awards for which the related service and non¬
market vesting conditions are expected to be
met, such that the amount ultimately recognized
as an expense is based on the number of awards
that do meet the related service and non-market
vesting conditions at the vesting date.
For share-based payment awards with non¬
vesting conditions, the grant date fair value of the
share-based payment is measured to reflect such
conditions and there is no true-up for differences
between expected and actual outcomes.
xiii. Standalone Cash Flow Statement
Cash flows are reported using the indirect
method, whereby profit for the period is adjusted
for the effects of transactions of a non -cash
nature, any deferrals or accruals of past or future
operating cash receipts or payments and item of
income or expenses associated with investing
or financing cash flows. The cash flows from
operating, investing and financing activities of
the Company are segregated.
xiv. Leases
The Company evaluates if an arrangement
qualifies to be a lease as per the requirements
of Ind AS 116. Identification of a lease requires
significant judgment. The Company uses
significant judgement in assessing the lease
term (including anticipated renewals) and the
applicable discount rate.
The Company determines the lease term as the
non-cancellable period of a lease, together with
both periods covered by an option to extend the
lease if the Company is reasonably certain to
exercise that option and periods covered by an
option to terminate the lease if the Company is
reasonably certain not to exercise that option. In
assessing whether the Company is reasonably
certain to exercise an option to extend a lease,
or not to exercise an option to terminate a lease,
it considers all relevant facts and circumstances
that create an economic incentive for the
Company to exercise the option to extend the
lease, or not to exercise the option to terminate
the lease. The Company revises the lease term if
there is a change in the non-cancellable period of
a lease.
The discount rate is generally based on the
incremental borrowing rate specific to the lease
being evaluated or for a portfolio of leases with
similar characteristics.
Company as a lessee
The Company accounts for each lease component
within the contract as a lease separately from
non-lease components of the contract and
allocates the consideration in the contract to
each lease component on the basis of the relative
stand-alone price of the lease component and
the aggregate stand-alone price of the non-lease
components.
The Company recognises right-of-use asset
representing its right to use the underlying asset
for the lease term at the lease commencement
date. The cost of the right-of-use asset
measured at inception shall comprise of the
amount of the initial measurement of the lease
liability adjusted for any lease payments made at
or before the commencement date less any lease
incentives received, plus any initial direct costs
incurred and an estimate of costs to be incurred
by the lessee in dismantling and removing the
underlying asset or restoring the underlying
asset or site on which it is located. The right-
of-use assets is subsequently measured at cost
less any accumulated depreciation, accumulated
impairment losses, if any and adjusted for any
measurement of the lease liability. The right-of-
use assets is depreciated using the straight-line
method from the commencement date over the
shorter of lease term or useful life of right-of-
use asset. The estimated useful lives of right-of-
use assets are determined on the same basis as
those of property, plant and equipment. Right-of-
use assets are tested for impairment whenever
there is any indication that their carrying amounts
may not be recoverable. Impairment loss, if any, is
recognised in the standalone statement of profit
and loss.
The Company recognises the amount of the re¬
measurement of lease liability as an adjustment
to the right-of-use asset. Where the carrying
amount of the right-of-use asset is reduced
to zero and there is a further reduction in the
measurement of the lease liability, the Company
recognises any remaining amount of the re¬
measurement in statement of standalone profit
and loss.
The Company has elected not to apply the
requirements of Ind AS 116 to short-term leases
of all assets that have a lease term of 12 months
or less and leases for which the underlying asset
is of low value. The lease payments associated
with these leases are recognized as an expense
on a straight-line basis over the lease term.
xv. Research and development
Revenue expenditure pertaining to research is
charged to the standalone statement of profit
and loss. Development costs of products are
also charged to the Statement of Profit and Loss
unless a product's technical feasibility has been
established, in which case such expenditure is
capitalized. The amount capitalized comprises
expenditure that can be directly attributed or
allocated on a reasonable and consistent basis
to creating, producing and making the asset
ready for its intended use. Property, Plant and
equipment utilized for research and development
are capitalized and depreciated in accordance
with the policies stated for property, plant
and equipment.
xvi. Recent Accounting Pronouncements
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.
The Company has evaluated the impact of these
amendments and the relevant disclosures are
summarised below:
Amendments to Ind AS 21 - The Effects of
Changes in Foreign Exchange Rates w.e.f.
April 1, 2025
The amendments provide guidance for
determining the exchange rate when a
currency is not exchangeable and require
additional disclosures in such cases.
The Company has reviewed the amendment
and based on its evaluation has determined
that it does not have any significant impact in its
financial statements.
Amendments to Ind AS 1, Presentation
of Financial Statements, applicable w.e.f.
April 1, 2025
The amendment relates to classification
of liabilities as current or non-current and
non-current liabilities with covenants. In the
context of classifying a liability as current, it
removes the requirement of existence of a
right to defer settlement for at least 12 months
after the reporting date and instead requires
that the said right should exist on the reporting
date and have substance. The amendment also
introduces guidance onclassification of liabilities
with covenants.
The Company has no impact of these amendments
in its classification criteria of current and non¬
current liabilities.
Amendments to Ind AS 7 - Statement of Cash
Flows and Ind AS 107 - Financial Instruments:
Disclosures w.e.f. April 1, 2025
The amendment in Ind AS 7 requires to inform
users of financial statements of the existence of
supplier finance arrangements and explain the
nature of the arrangements, the carrying amount
of liabilities and the range of payment due dates.
Ind AS 107 has been amended to add supplier
finance arrangements as a factor that may cause
concentration of liquidity risk.
The Company has reviewed the amendment
and based on its evaluation has determined
that it does not have any significant impact in its
financial statements.
Amendments to Ind AS 12 - Income Taxes
(International Tax Reform - Pillar Two Model
Rules)
The Company has evaluated the applicability
of these amendments and determined that the
provisions relating to International Tax Reform
- Pillar Two Model Rules are not applicable
to the Company. Accordingly, no impact or
additional disclosures are required in the
financial statements.
(ii) Rights, preferences and restrictions attached to shares
The Company has one class of equity shares having a par value of ' 10 each. Each shareholder is eligible for one
vote per share held. The dividend is paid on the approval of the shareholders in the Annual General Meeting.
In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company
after distribution of all preferential amounts, in proportion to their shareholding.
(v) The subscribed and paid capital of ' 2,633 Lakhs (2,633 Lakhs as on 31 March 2025) includes ' 15,000 in
respect of 2,800 forfeited equity shares pending reissue.
(vi) Employees Stock Option Plan (“ESOP")
a. Employee Stock Option Scheme and SEBI (Share Based Employee Benefits) Regulations, 2014, is effective
for regulation of all schemes by the Company for the benefits for its employees dealing in shares, directly
or indirectly from 28 October 2014. In accordance with these Guidelines, the excess of the market price
of the underlying equity shares as on the date of grant of options over the exercise price of the option,
including up-front payments, if any, is to be recognized and amortised on graded vesting basis over the
vesting period of the options.
b. The Company currently has one ESOP scheme- ESOP Scheme - 2015 (instituted in 2015) which was duly
approved by the Board of Directors and Shareholders. The ESOP Scheme 2015 provides for 500,000 options
to eligible employees. As per ESOP scheme 2015, equity shares would be transferred to eligible employees
on exercise of options through Nucleus Software Employee Welfare Trust. The Scheme is administered by
the Compensation Committee comprising three members, majority of whom are independent directors.
c. No options have been granted till date under the ESOP Scheme 2015.
Note :
(i) Dividend
The Board of Directors on 21 May 2026 have recommended a payment of Final Dividend of ' 12.50 per share
(on equity share of par value of ' 10 each) for the year ended 31 March 2026. The payment is subject to
approval of shareholders at the ensuing AGM.
The Board of Directors on 16 May 2025 had recommended a payment of Final Dividend of ' 12.50 per share
(on equity share of par value of ' 10 each) for the year ended 31 March 2025. The payment was approved by
shareholders at the annual general meeting held on 28 July 2025. This dividend was paid on 31 July 2025.
(ii) Buyback of shares
The Company in its Board meeting on 22 August 2024 has approved the buyback of 4,48,018 Equity Shares
(maximum buy back shares) comprising of 1.67% of the total paid up equity capital of the Company at a price of
' 1,615/- per Equity Share ("Maximum Buyback Price") payable in cash for an aggregate amount not exceeding
' 72.35 Crore ("Maximum Buyback Offer Size"), excluding transaction costs and taxes. The Settlement of
Buyback was done on 23 September 2024 and 4,48,018 Equity Shares bought back were extinguished on
31 December 2024.
(ii) Nature and purpose of other reserves
Capital reserve
The Company had transferred forfeited ESOP application money to Capital reserve in accordance with
the provision of the Companies Act. The reserve will be utilised in accordance with the provisions of the
Companies Act, 2013.
Capital Redemption reserve
This reserve was created on account of a buy back of shares by the Company for the year ended 31 March
2025, for the year ended 31 March 2017 and for the year ended 31 March 2022. A sum equal to the nominal
value of the shares so purchased was transferred to capital redemption reserve. The reserve shall be utilised
in accordance with the provisions of section 69 of the Companies Act, 2013.
Hedging reserve
This comprises the effective portion of the cumulative net change in the fair value of cash flow hedging
instruments related to hedged transactions that have not yet occurred.
Equity instrument through other comprehensive income
The Company has designated its investments in certain equity instruments at fair value through other
comprehensive income. These changes are accumulated within the FVOCI equity investments within equity.
The Company transfers amounts therefrom to retained earnings when the relevant equity securities are
derecognised.
Remeasurement of net defined benefit plans
Remeasurement of net defined benefit plans (asset) comprises actuarial gain and losses and return on plan
assets (excluding interest income)
The Company primarily caters to customers in Banking and Financial Services sector. While the Company believes
that it has offerings, which will have great value proposition for the customers, the impact on future revenue
streams could come from -
i. the inability of our customers to continue their businesses due to financial resource constraints or their
services no-longer being availed by their customers
ii. customers postponing their discretionary spend due to change in priorities
The Company has considered impact of the above reasons to the extent known and available currently. The Company
has also taken steps to assess the cost budgets required to complete its performance obligations in respect of fixed
price contracts and incorporated the impact of likely delays / increased cost in meeting its obligations and based
on its current assessment, the Company sees no material impact on these Financial Statements.
Remaining performance obligation disclosure and contract balances
The remaining performance obligation disclosure provides the aggregate amount of transaction price yet to be
recognised as revenue towards unsatisfied or partially satisfied performance obligations, along with the broad time
band for the expected time to recognise those revenues, The Company has applied the practical expedient in Ind
AS 115 and accordingly the Company has not disclosed the aggregate transaction price allocated to unsatisfied (or
partially satisfied) performance obligations which pertain to contracts where revenue recognised meets the criteria
as per the practical expedients and typically relate to time and material, outcome based and event based contracts.
Unsatisfied (or partially satisfied) performance obligations are subject to variability due to several factors such as
terminations, changes in scope of contracts, periodic revalidations of the estimates, changes in currency rate etc).
The aggregate value of transaction price allocated to unsatisfied (or partially satisfied) performance obligations as
at 31 March 2026, other than those meeting the exclusion criteria is ' 7,190 Lakhs, out of which 56% is expected
to be recognised as revenue in the next year and the balance thereafter. The aggregate value of transaction price
allocated to unsatissfied (or paritally satisfied) performatnce obligation as at 31 March 2025, other than those
meeting the exclusion criteria is ' 9,250 Lakhs, out of which 58% is expected to be recognised as revenue in the
next year and the balance thereafter.
The fair values of current trade receivables, short term loan, current security deposit, trade payables, current
financial liabilities, other bank balances and cash and cash equivalents are considered to be the same as their
carrying amount, due to their short-term nature.
The fair value of long term loan, non -current security deposit and non-current financial liabilities were calculated
based on cash flows discounted using the lending rate as on the transition date since there is no material
change in the lending rate.
Fair value hierarchy
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).
b) Financial risk management
The Company's activities expose it to a variety of financial risks arising from financial instruments
- Market risk,
- Credit risk and
- Liquidity risk
Risk Management Committee (RMC) is responsible for identification and review of risks and mitigation plans.
The Committee meets regularly for identification and prioritization of risks. RMC conducts risk survey with the
senior and middle level management of the Company to identify risks and rate them appropriately. Top risks are
identified and remaining are categorized as other risks. The RMC then places updates to the Board of Directors
on a regular basis, on key risks facing the Company, along with their mitigation plans.
i) Market risk
a) Currency risk
The Company's 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 operates internationally and a major portion of the business is transacted in several
currencies and consequently the Company is exposed to foreign exchange risk through its sales and
services and purchase of services from overseas suppliers in various foreign currencies. The Company
holds derivative financial instruments such as foreign exchange forward and option contracts to
mitigate the risk of changes in exchange rates on foreign currency exposures. The exchange rate
between the rupee and foreign currencies has changed substantially in recent years and may fluctuate
substantially in the future. Consequently, the results of the Company's operations are affected if the
rupee appreciates/ depreciates against these currencies.
The Company's risk management policy is to hedge 30% to 55% of its estimated foreign currency
exposure in respect of forecast collection over the following 6 months at any point in time. The
Company uses forward exchange contracts to hedge its currency risk, mostly with a maturity of less
than one year from the reporting date. Such contracts are generally designated as cash flow hedges.
The Company determines the existence of an economic relationship between the hedging instrument
and hedged item based on the currency, amount and timing of their respective cash flows.
Cash flow sensitivity of currency risk
As at 31 March 2026 and as at 31 March 2025 a 10% strengthening/weakening of the Indian rupee
against the respective Foreign currencies, would have affected the Company's total comprehensive
income by ' 539 Lakhs and ' 836 Lakhs respectively.
Sensitivity analysis is computed based on the changes in the income and expenses in foreign currency
upon conversion into functional currency due to exchange rate fluctuations between the previous
reporting period and the current reporting period.
b) Price risk
(i) Exposure
The Company's exposure to equity securities and mutual funds arises from investments held by the
Company and classified in the balance sheet either as fair value through OCI or at fair value through
profit or loss.
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 as at the date of initial recognition. It considers
available, reasonable and supportive forward- looking information.
In general, it is presumed that credit risk has significantly increased since initial recognition if the payments
are more than 30 days past due.
A default on a financial asset is when the counter party fails to make contractual payments within 90 days
of when they fall due. This definition of default is determined by considering the business environment in
which entity operates and other macro-economic factors.
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 ' 11,322 Lakhs and ' 12,899 Lakhs as of 31 March 2026 and 31 March 2025 respectively and income
accrued but not due and unbilled revenue amounting to ' 2,413 Lakhs and ' 1,856 Lakhs as of 31 March
2026 and 31 March 2025, respectively. 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. On account of adoption of Ind
AS 109, the Company uses expected credit loss model to assess the impairment loss or gain. The Company
uses a provision matrix to compute the expected credit loss allowance for trade receivables and income
accrued but not due and unbilled revenue. The provision matrix takes into account available external and
internal credit risk factors such as Company's historical experience with customers. This assessment is
not based on any mathematical model but an assessment considering the impact immediately seen in the
demand outlook and the financial strength of the customers.
The following table gives details in respect of percentage of revenues generated from its top most customer
and the top five customers:
The Company's principal sources of liquidity are cash and cash equivalents and the cash flow that is
generated from operations. The Company has no outstanding bank borrowings. The Company believes that
its working capital is sufficient to meet its current requirements. Accordingly, no liquidity risk is perceived.
As of 31 March 2026, the Company had a working capital of ' 26,604 Lakhs including cash and cash
equivalent of ' 5,174 Lakhs and current investment of ' 28,604 Lakhs (31 March 2025 ' 22,373 Lakhs
including cash and cash equivalent of ' 1,885 Lakhs and current investment of ' 23,217 Lakhs). A substantial
portion of the current investments are classified as Level 1 and their fair value is marked to an active
market, and material volatility is not expected. Further, the cash and cash equivalents, bank deposits and
earmarked balances are with banks where the Company has assessed the counterparty credit risk as low.
The table below provides details regarding the contractual maturities of financial liabilities as of
31 March 2026:
C) Capital Management
The Company's objectives when managing capital are to safeguard its ability to continue as a going concern,
so that it can continue to provide returns for shareholders and benefits for other stakeholders and maintain an
appropriate capital structure.
The Board of Directors has the primary responsibility to maintain a strong capital base and reduce the cost
of capital through prudent management in deployment of funds and sourcing by leveraging opportunities in
domestic and international financial markets so as to maintain investors, creditors & markets' confidence and
to sustain future development of the business. The Board of Directors monitors the return on capital, which the
Company defines as result from operating activities divided by total shareholders' equity.
The Company monitors capital, using a medium term view of three to five years, on the basis of a number of
financial ratios generally used by industry and by the rating agencies. The Company is not subject to externally
imposed capital requirements.
(i) Risk management
For the purpose of the Company' s capital management, capital includes issued equity capital, securities
premium and all other equity reserves attributable to the equity holders of the Company. The primary
objective of the Company' s capital management is to maximise the shareholder value.
The Company manages it capital structure and makes adjustments in light of changes in economic
conditions. To maintain or adjust the capital structure, the Company may adjust the dividend payment to
shareholders, return capital to shareholders, raise debts or issue new shares.
- Shekar Viswanathan (Non Executive Director) w.e.f. 12.02.2024
- Nitin Ramesh Gokarn (Non Executive Director) w.e.f. 10.02.2026
- Madhu Dusad (person acting in concert)
- Karmayogi Holdings Private Limited (person acting in concert)
Others :
- Nucleus Software Foundation (Entity in which relatives of KMPs are trustees) (see note 2.40)
- Praxis Consulting and Information services Pvt Ltd (Entity in which Non Executive Director is interested)
*During the year, the Company incorporated a wholly-owned subsidiary, Nucleus Software Vietnam Company
Limited, in the Socialist Republic of Vietnam on 05 February 2026. During the year, no transactions have taken
place between the Nucleus Software Exports Limited and Nucleus Software Vietnam Company Limited. Share
capital of USD 1,00,000 was infused in Nucleus Software Vietnam Company Limited subsequent to the reporting
date on 06 May 2026.
**On May 21, 2025, Mr. Surya Prakash Kanodia stepped down from his role as Chief Financial Officer (CFO).
After his departure, Mr. Vishnu R Dusad was appointed Interim CFO beginning August 20, 2025. Later Mr. Vishnu
R Dusad resigned from the interim position on October 1, 2025, following the appointment of Mr. Ashok Kumar
Bhura as a Chief Financial Officer (CFO). This is in compliance with Statutory provisions.
2.35 Research and development expenditure
Research and development expense recognised in the statement of profit and loss account for the year ended
31 March 2026'5,578 Lakhs (Previous year ended 31 March 2025'3,329 Lakhs).
2.36 Segment reporting - Basis of preparation
a. Segment accounting policies
The Segment reporting policy complies with the accounting policies adopted for preparation and presentation of
standalone financial statements of the Company and is in conformity with Ind AS 108. The segmentation is based on
the geographies of the Company's customers and internal reporting systems. Based on the "management approach”
as defined in Ind AS 108, the Chief Operating Decision Maker (CODM) evaluates the Company? s performance and
allocates resources based on an analysis of various performance indicators by geographical segments.
b. Composition of reportable segments
The Company operates in seven main geographical segments: India, Far East, South East Asia, Europe, Middle
East, Africa and Australia which represent the reportable segments. These segments are based on location of
customers of the Company.
Income and direct expenses in relation to segments are categorised based on items that are individually
identifiable to that segment, while the remainder of the costs are allocated to segments based on factors
such as revenue, payroll cost etc. Certain expenses are not specifically allocable to specific segments as
the underlying services are used interchangeably across geographies. The Company believes that it is not
practicable to provide segment disclosures relating to those costs and expenses, and accordingly these
expenses are separately disclosed as "unallocated” and directly adjusted against total income.
Segment assets and liabilities represent assets and liabilities of that segment. All the fixed assets of the
Company are located in India. These have not been identified to any of the reportable segments, as these are
used interchangeably between geographical segments. Other items which are not directly attributable to any
particular segment and which cannot be reasonably allocated to various segments are consolidated under the
"Unallocated” head.
2.37 Disaggregation of revenue
The table below presents disaggregated revenues from contracts with customers by geography and products
and services. The Company believes that this disaggregation best depicts how the nature, amount, timing and
uncertainty of the Company's revenues and cash flows are affected by industry, market and other economic
factors.
2.38 Employee Benefit Obligations
Impact of New Labour Codes
On November 21, 2025, the Government of India notified provisions of the Code on Wages, 2019, the Industrial
Relations Code, 2020, the Code on Social Security, 2020 and the Occupational Safety, Health and Working Conditions
Code,2020, ('Labour Codes') which consolidate twenty-nine existing labour laws into a unified framework governing
employee benefits during employment and post-employment. The Labour Codes, amongst other things introduces
changes, including a uniform definition of wages and enhanced benefits relating to leave.
The Company has assessed the financial implications of these changes which has resulted in increase in gratuity
liability arising out of past service cost by ' 1,590 Lakhs and increase in compensated absences liability by ' 605
Lakhs. Considering the impact arising out of an enactment of the new legislation is an event of non-recurring
nature, the Company has presented this incremental amount as "Impact of New Labour Codes" under "Exceptional
Item" in the Consolidated and Standalone Statement of Profit and Loss for the year ended March 31, 2026.
The Company continues to monitor the developments pertaining to Labour Codes and will evaluate impact if any on
the measurement of of liability pertaining to employee benefits.
Defined contribution plans
An amount of ' 2464 Lakhs for the year ended 31 March 2026 (for the Year ended 31 March 2025'2289 Lakhs),
has been recognized as an expense in respect of the Company's contribution towards Provident Fund, ' 0.03
Lakhs for the Year ended 31 March 2026 (for the Year ended 31 March 2025'0.09 Lakhs) has been recognised
as an expense in respect of Employee State Insurance Fund and ' 548 Lakhs for the Year ended 31 March 2026
(for the Year ended 31 March 2025 ' 477 Lakhs) has been recognized as an expense in respect of National
Pension scheme and have been shown under Employee Benefits expense in the Standalone Statement of Profit
and Loss.
Defined benefit plans
The Gratuity scheme provides for lump sum payment to vested employees at retirement, death while in employment
or on termination of employment of an amount equivalent to 15 days basic salary payable for each completed year
of service or part thereof in excess of 6 months subject to a maximum limit of ' 20 Lakhs. Vesting occurs upon
completion of 5 years of service.
Provision in respect of gratuity and compensated absence has been determined using the Projected Unit Credit
method, with actuarial valuations being carried out at the balance sheet date 31 March 2026.
The Company had made contributions to Nucleus Software Exports Limited Employees Group Gratuity Assurance
Scheme, which has made further contributions to Employees Group Gratuity Scheme of Life Insurance Corporation
of India.
Discount rate:
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.
Salary escalation rate:
The estimates of future salary increases considered takes into account the inflation, seniority, promotion and
other relevant factors.
Expected return on plan assets:
The expected rate of return on plan assets is determined after considering several applicable factors such as
the composition of the plan assets, investment strategy, market scenario, etc.
2.39 FUNCTION WISE CLASSIFICATION OF STATEMENT OF STANDALONE PROFIT AND LOSS
The Company has provided following function wise results of operations on a voluntary basis. The Management
believes that this information is relevant to understanding Company's financial performance.
2.41 The Ministry of Micro, Small and Medium Enterprises has issued an Office Memorandum dated 26 August 2008
which recommends that the Micro and Small Enterprises should mention in their correspondence with its customers
the Enterpreneurs Memorandum Number as allocated after filling of the Memorandum. Accordingly, the disclosure
in respect of the amounts payable to such enterprises as at 31 March 2026 and 31 March 2025 have been made in
the financials statements based on information received and available with the Company.
2.42 Additional Regulatory Requirements
i) No funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other
sources or kind of funds) by the Company to or in any other person(s) or entity(ies), including foreign entities
("Intermediaries") with the understanding, whether recorded in writing or otherwise, that the Intermediary shall
lend or invest in party identified by or on behalf of the Company (Ultimate Beneficiaries). The Company has not
received any fund from any party(s) (Funding Party) with the understanding that the Company shall whether,
directly or indirectly lend or invest in other persons or entities identified by or on behalf of the Company
("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
ii) No transactions with struck off companies during the year ended 31 March 2026 (NIL in previous year ended
31 March 2025).
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