(xvii) Provisions (other than employee benefits) and contingencies
Provisions are recognised when the Company has a present obligation (legal or constructive),
as a result of a past event, it is probable that an outflow of economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the end of the reporting period, considering the risks and uncertainties surrounding the obligation. When some or all of the economic benefits required to settle a provision are expected to be recovered from a third party, the receivable is recognised as an asset, if it is virtually certain that reimbursement will be received and the amount of the receivable can be measured reliably.
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.
(xviii) 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 from operating, investing and financing activities of the Company are segregated.
(xix) Earnings per share
Basic earnings per equity share is calculated by dividing the net profit or loss for the period attributable to equity shareholders (after deducting attributable taxes) by the weighted average number of equity shares outstanding during the period. The weighted average number of equity shares outstanding during the period is adjusted for events including a bonus issue, bonus element in a rights issue to existing shareholders, share split and reverse share split (consolidation of shares). In this scenario, the number of equity shares outstanding increases without an increase in resources due to which the number of equity shares outstanding before the event is adjusted for the proportionate change in the number of equity shares outstanding as if the event had occurred at the beginning of the earliest period reported.
For the purpose of calculating diluted earnings per share, the net profit or loss for the period attributable to equity shareholders and the weighted average number of shares outstanding during the period are adjusted for the effects of all dilutive potential equity shares.
Ind AS 116 - Leases
(a) The Company has applied a single discount rate to a portfolio of leases of similar assets in similar economic environment. Consequently, the Company has recorded its lease liability using the present value of remaining lease payments, discounted using the incremental borrowing rate at the date of transition and the right-of- use asset at its carrying amount as if the standard had been applied since the commencement date of the lease but discounted using the incremental borrowing rate at the date of transition.
(b) The weighted average rate of discount applied to lease liabilities is 8%
(c) Refer note no. 49 for Leases.
Note 1 : Costs of certain unquoted equity instruments has been considered as an appropriate estimate of fair value because of a wide range of possible fair value measurements and cost represents the best estimate of fair value within that range. These investments in equity instruments are not held for trading. Instead, they are held for medium or long term strategic purpose. Upon the application of Ind AS 109, the company has chosen to designate these investments in equity instruments as at FVTOCI as the directors believes this provides a more meaningful presentation for medium or long-term strategic investments, than reflecting changes in fair value immediately in profit or loss.
Note 2 : Under the settlement process as per Government of India sanctioned Punjab and Maharashtra Co-operative Bank Limited (PMC Bank) (Amalgamation with Unity Small Finance Bank Limited) Scheme 2022 -
1) 80% of the Bank balance and Fixed deposit held by the company with PMC Bank i.e. Rs. 15.88 lakhs has been converted into Perpetual Non Cumulative Preference Shares of Unity Bank with dividend of 1% per annum, payable annually and these preference shares shall be bought back at face value at the end of 10th year i.e. 25th January 2032 subject to certain terms and conditions, and;
2) 20% of the Bank balance and Fixed deposit held by the company with PMC Bank i.e. Rs. 3.97 lakhs has been converted into equity warrants of Unity Bank at a price of Re.1 per warrant and these equity warrants will be further converted into equity shares of Unity Bank at the time of Initial Public Offer when Unity Bank goes for public issue.
Note 3 : During the year ended March 31, 2024 the company has made a provision for diminisging in value of investment based on the financial position of AllTime IT Solutions Private Limited. During the year ended March 31,2025 the company has written off the investment in AllTime IT Solutions Private Limited.
Note 4 : The investment in equity shares which are not held for trading have been measured at fair value through other comprehensive income. Accordingly, no dividends have been recognised on these investments unless disclosed otherwise.
Nature and purpose of Reserves Capital reserves
Capital reserve represents excess of fair value of assets acquired over the fair value of the liabilities acquired in a Business combination transaction
Debenture redemption reserves
The Company recognizes the Debenture redemption reserve from its retained earnings as per the provisions of Companies Act, 2013, as applicable
General Reserve
General Reserve is free reserve which is created by transferring funds from retained earnings to meet future obligations or purposes
Retained Earnings
Retained earnings are the profits that the Company has earned till date, less any transfers to general reserve, dividends or other distributions paid to shareholders. Retained Earnings is a free reserve available to the Company.
Re-measurement gain/ (loss) on defined benefit plans (net of taxes)
The Company has elected to recognize changes in the value of certain liabilities toward employee compensation in Other Comprehensive Income. These changes are accumulated within re-measurement gain/ (loss) on defined benefit plan reserve within equity
Securities Premium
Securities premium is used to record the premium received on issue of shares and is utilised in accordance with the provisions of Companies Act, 2013.
Risk Exposure
1 Plan Characteristics and Associated Risks:
The Gratuity scheme is a Defined Benefit Plan that provides for a lump sum payment made on exit either by way of retirement, death or disability. The benefits are defined on the basis of final salary and the period of service and paid as lump sum at exit. The Plan design means the risks commonly affecting the liabilities and the financial results are expected to be:
a Discount rate risk : The discount rate is generally based upon the market yields available on Government bonds at the accounting date relevant to currency of benefit payments for a term that matches the liabilities.
b Salary Growth risk : Salary growth rate is enterprise's long term best estimate as to salary increases & takes account of inflation, seniority, promotion, business plan, HR policy and other relevant factors on long term basis.
c Demographic risks: Attrition rates are the enterprise's best estimate of employee turnover in future determined considering factors such as nature of business & industry, retention policy, demand & supply in employment market, standing of The Enterprise, business plan, HR Policy etc.
The Board of Directors, in its meeting held on 27th February 2025, had duly evaluated the status of IPO proceeds utilization and recognized the need to extend the timeline to align with the evolving requirements. Accordingly, the Board formally approved the proposal to seek shareholders' consent for an extension of the timeline for utilizing the unspent IPO proceeds by an additional period of one year.
Pursuant to this Board resolution, the Company sought shareholders' approval through a Special Resolution, in compliance with applicable provisions of the Companies Act, 2013 and SEBI (ICDR) Regulations. The resolution was passed with the requisite majority via Postal ballot on 30th March 2025, thereby authorizing the extension of the utilization period for the IPO proceeds up to March 31, 2026.
Net IPO proceeds which were unutilised as at 31 March 2025 were temporarily invested in Deposits with Scheduled Commercial Bank
Details of IPO Expense
The Company has estimated Rs. 1807.40 Lakhs as IPO related expenses and allocated such expenses between the Company and Selling Shareholders based on an agreement between the Company and Selling Shareholders and in proportion to the total proceeds raised of Rs. 21,476.00 Lakhs, amounting to Rs. 12,000 Lakhs and 9.476 Lakhs respectively. The Company's share of expenses of 1,207.40 (net of GST benefits) incurred till March 31, 2025 has been adjusted against Securities Premium.
45 Segmental Information
Primary (Business) Segment:
Operating segments are defined as components of an enterprise for which discrete financial information is available that is evaluated regularly by the chief operating decision maker, in deciding how to allocate resources and assessing performance. The Group's chief operating decision maker is the Chief Executive Officer and Managing Director.
The Company has identified following as its reportable segment:
a. IT Infrastructure Products and Services
b. Cloud and Devops and Data Management Services
c. ITES Services
Revenue and expenses directly attributable to segments are reported under each reportable segment. All other expenses which are not attributable or allocable to segments have been disclosed as unallocable expenses.
The assets and liabilities of the Group are used interchangeably amongst segments. Allocation of such assets and liabilities is not practicable and any forced allocation would not result in any meaningful segregation. Hence assets and liabilities have not been identified to any of the reportable segments.
The Company's principal financial liabilities, comprise loans and borrowings, trade and other payables. The main purpose of these financial liabilities is to finance the Company's operations and to support its operations. The Company's principal financial assets include trade & other receivables, security deposits given and cash and cash equivalents that derive directly from its operations.
The Company is exposed to credit risk, liquidity risk, foreign currency risk and interest rate risks. The Company's senior management oversees the mitigation of these risks. The Company's financial risk activities are governed by appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the Company's policies and risk objectives. The policies for managing each of these risks, which are summarized below:-
1 Market risk
Market risk refers to the possibility that the fair value or future cash flows of a financial instrument will fluctuate due to changes in market prices. It primarily includes two components: interest rate risk and currency risk. The Company's exposure to market risk arises from its financial instruments, which include loans and borrowings, deposits, and derivative financial instruments. These instruments are sensitive to movements in interest rates and foreign exchange rates, which may impact the Company's financial position and performance
a Interest rate risk
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate due to changes in market interest rates. The Company's borrowings at fixed interest rates are measured at amortized cost. As such, these instruments are not exposed to interest rate risk as defined under Ind AS 107, since neither their carrying amount nor their future contractual cash flows are affected by changes in market interest rates.
The company's investments in fixed deposits with bank are mostly towards margin and therefore do not expose the company to significant interest rate risks.
The company tries to obtain such facilities on the best possible terms and always compares it with the rate of interest prevailing in the market and tries to minimize the outflow on the account of interests.
b Foreign currency risk
The Company is exposed to foreign exchange risk arising from direct transactions in foreign currency and also indirectly through transactions denominated in foreign currency though settled in functionality currency (INR), primarily with respect to the US Dollar (USD). Foreign exchange risk arises from future commercial transactions and recognized assets and liabilities denominated in a currency that is not the company's functional currency (INR).
The risk is measured through a forecast of highly probable currency cash flows. As per the risk management policy, the foreign currency exposure is primarily unhedged.
Foreign currency denominated financial assets and financial liabilities which expose the Company to currency risk are disclosed below:
2 Credit risk
Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. Financial instruments that are subject to credit risk and concentration thereof principally consist of trade receivables.
a Customer Concentration Risk
During the year, two customers individually contributed more than 10% of the total revenue. While the Company continues to maintain strong, long-standing relationships with these key customers. The Company remains focused on broadening its customer base and reducing revenue concentration risk over time.
b Trade receivable
Customer credit is managed by each business unit subject to the Company's established policies, procedures and control relating to customer credit risk management. Trade receivables are non-interest bearing and are generally on 60 to 120 days credit term. Credit limits are established for all customers based on internal rating criteria. Outstanding customer receivables are regularly monitored.
An impairment analysis is performed at each reporting date on an individual basis for major clients. In addition, a large number of minor receivables are grouped into homogenous groups and assessed for impairment collectively. The Company does not hold collateral as security. The Company has no concentration of credit risk as the customer base is widely distributed both economically and geographically.
The Company measures the expected credit loss of trade receivables based on historical trend, industry practices and the business environment in which the entity operates. Loss rates are based on actual credit loss experience and past trends.
The Company continuously monitors defaults of customers and other counterparties, identified either individually or by the Company, and incorporates this information into its credit risk controls. The Company's policy is to transact only with counterparties who are highly creditworthy which are assessed based on internal due diligence parameters. In respect of trade receivables, the Company is not exposed to any significant credit risk exposure to any single counterparty or any group of counterparties having similar characteristics. Trade receivables consist of a large number of customers in various geographical areas. Based on historical information about customer default rates management consider the credit quality of trade receivables that are not past due or impaired to be good.
c Financial instruments and cash deposits
Credit risk from balances with banks and financial institutions is managed by the Company's treasury department in accordance with the Company's policy. Investments of surplus funds are made as per guidelines and within limits approved by Board of Directors. Board of Directors/ Management reviews and update guidelines, time to time as per requirement. The guidelines are set to minimize the concentration of risks and therefore mitigate financial loss through counterparty's potential failure to make payments.
3 Liquidity Risk
Liquidity risk is defined as a risk that the Company will not be able to settle or meet its obligations on time. The Company's treasury department is responsible for liquidity, funding as well as settlement management. In addition, processes and policies related to such risks are overseen by the Senior Management.
At the end of the reporting period, the Company held Mutual fund investments of Rs.Nil (March 2024 : Rs.3936.51 Lakhs) that are expected to readily generate cash inflows for managing liquidity risk.
Maturities of financial liabilities
The tables below analyze the Company's financial liabilities into relevant maturity groupings based on their contractual maturities for all non-derivative financial liabilities.
For the purpose of the Company's capital management, capital includes issued equity capital, share premium and all other equity reserves . The primary objective of the Company's capital management is to maximize the shareholder value.
The Company manages its capital structure and makes adjustments in light of changes in economic conditions and the requirements of the financial covenants. To maintain or adjust the capital structure, the Company may adjust the dividend payment to shareholders, return capital to shareholders or issue new shares. The Company monitors capital using a gearing ratio, which is net debt divided by total capital and net debt. The Company includes within net debt, interest bearing loans and borrowings, interest accrued on borrowings, less cash and cash equivalents and other bank balances.
48 Fair value measurement
Carrying amounts and fair values of financial assets and financial liabilities, including their levels in the fair value hierarchy, are presented below. It does not include the fair value information for financial assets and financial liabilities not measured at fair value if the carrying amount is a reasonable approximation of fair value.
Fair value hierarchy
Level 1 - Level 1 hierarchy includes financial instruments measured using quoted prices in an active market. This included listed equity instruments and mutual funds that have quoted price. The fair value of all equity instruments which are traded in the stock exchanges is valued using the closing price as at the reporting period. The mutual funds are valued using the closing NAV.
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 Fair values of Mutual Funds and Equities are based on NAV / Quoted Price at the reporting date.
- The Company has not disclosed the fair value of financial instruments such as trade receivables, trade payables, short term loans, etc. because their carrying amounts are a reasonable approximation of fair value and few financial assets and liabilities have been calculated at amortized cost
- The management considers that the carrying amount of financial liabilities carried as amortised cost approximates their fair value
49 Lease Commitment
The company has lease contract for office premises and these lease contracts are cancellable-renewable for further period on mutually agreeable terms during the tenure of leases contracts.
Leases have lease terms between 2 and 5 years The Company's obligations under its leases are secured by the lessor's title to the leased assets. The Company has lease contracts that includes extension option, however the lease term in respect of such extension option is not defined in the contract.
The Company has lease contracts that include extension and termination options. The Company applies judgement in evaluating whether it is reasonably certain whether or not to exercise the option to renew or terminate the lease. That is, it considers all relevant factors that create an economic incentive for it to exercise either the renewal or termination. After the commencement date, the Company reassesses the lease term if there is a significant event or change in circumstances that is within its control and affects its ability to exercise or not to exercise the option to renew or to terminate (e.g., construction of significant leasehold improvements or significant customisation to the leased asset).
The weighted average incremental borrowing rate of 8.00% has been applied to lease liabilities recognised in the balance sheet at the date of initial application
51 Other Regulatory Requirements
a The company does not hold any benami property and there are no proceedings which have been initiated or pending against the company under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and rules made thereunder.
b During the year ended March 31, 2024, The company has given a loan to the promoter with appropriate approvals as required and the repayment period has been approved accordingly. Except for this, the company has not made any other loans or advances which are in the nature of loans granted to promoters, directors, Key Managerial Personnel's (KMPs) and the related parties (as defined under the Companies Act, 2013), either severally or jointly with any other person that are repayable on demand or without specifying any terms or period of repayment.
c The Company has not advanced to or loaned to or invested funds in any other person (s) or entity (ies), including foreign entities (intermediaries) with the understanding that such 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
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
d The company has not been declared as willful defaulter by any bank or financial Institution or other lender.
e The company does not have any transactions with the companies struck off under section 248 of Companies
Act, 2013.
f There is no Scheme of Arrangements which has been approved by the Competent Authority in terms of sections 230 to 237 of the Companies Act, 2013.
g The company does not have any unrecorded transactions in the books of accounts that has been surrendered or disclosed as income during the period 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)
h The Company has not traded or invested in Crypto currency or Virtual Currency during the period.
i The management have neither come across any instance of fraud on or by the Company, noticed or reported
during the period.
j There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company.
k The Company does not have any subsidiary, associate or joint venture during the period.
l Previous year's figures are re-grouped, re-arranged & re-classified wherever is necessary to confirm current
year classification.
52 Events occurring after the Balance Sheet Date:
There are no events occurring after Balance Sheet date for the Financial Year 2024-25.
For M/s. Kirtane & Pandit LLP For and on behalf of the Board of Directors
Chartered Accountants Orient Technologies Limited (Formerly known as Orient
Firm Registration No. : 105215W/ W100057 Technologies Private Limited)
SANDEEP PATIL AJAY B. SAWANT UJWAL MHATRE
Partner Chairman and Managing Director Whole-time Director
Membership No. 125497 DIN No : 00111001 DIN No : 00111148
Place: Mumbai
Date: May 15, 2025 GOURAV MODI NAYANA A. NAIR
UDIN - 25125497BMTDWV8283 Chief Financial Officer Company Secretary
Membership No : A65753
Place : Mumbai Date: May 15, 2025
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