r. Provisions and contingencies
A provision is recognized when the Company has a present
legal or constructive obligation as a result of past event and
it is probable that an outflow of resources will be required to
settle the obligation, in respect of which a reliable estimate
can be made. Provisions are measured at the present value
of management's best estimate of the expenditure required to
settle the present obligation at the end of the reporting period.
The discount rate used to determine the present value is a pre¬
tax rate that reflects current market assessments of the time
value of money and the risks specific to the liability. The increase
in the provision due to the passage of time is recognised as
interest expense. These are reviewed at each balance sheet
date and adjusted to reflect the current best estimates.
Contingent liabilities and contingent assets
Contingent liabilities are disclosed when there is a possible
obligation arising from past events, the existence of which
will be confirmed only by the occurrence or non-occurrence
of one or more uncertain future events not wholly within
the control of the Company or a present obligation that
arises from past events where it is either not probable
that an outflow of resources will be required to settle or a
reliable estimate of the amount cannot be made. Contingent
assets are not recognised in financial statements since this
may result in the recognition of income that may never be
realised. However, when the realisation of income is virtually
certain, then the related asset is not a contingent asset and
its recognition is appropriate. A contingent asset is disclosed,
where an inflow of economic benefits is probable. However,
contingent assets are assessed continually and if it is
virtually certain that an inflow of economic benefits will arise,
the asset and related income are recognised in the period in
which the change occurs.
s. Financial Instruments
A financial instrument is any contract that gives rise to a
financial asset of one entity and a financial liability or equity
instrument of another entity.
Financial Assets
Classification:
The Company classifies its financial assets in the following
measurement categories
• those to be measured subsequently at fair value (either
through other comprehensive income or through profit
and loss), and
• those measured at amortised cost.
The classification depends on the Company's business model
for managing the financial assets and the contractual terms
of the cash flows.
Initial Recognition:
At initial recognition, the Company measures a financial asset
at its fair value plus, in the case of a financial asset not at
fair value through profit or loss, transaction costs that are
directly attributable to the acquisition of the financial asset.
Transaction costs of financial assets carried at fair value
through profit or loss are expensed in the statement of profit
and loss.
Subsequent measurement:
After initial measurement, financial assets classified at
amortised cost are subsequently measured at amortised cost
using the effective interest rate (EIR) method. Amortised cost
is calculated by taking into account any discount or premium
on acquisition and fees or costs that are an integral part of
the EIR. The EIR amortisation is included in finance income in
the statement of profit and loss .
Financial assets at fair value through other comprehensive
income are carried at fair value at each reporting date. Fair
value changes are recognized in the other comprehensive
income (OCI). However, the company recognizes interest
income, impairment losses and reversals and foreign
exchange gain or loss in the statement of profit and loss.
On derecognition of the financial asset other than equity
instruments, cumulative gain or loss previously recognised
in OCI is reclassified to the statement of profit and loss.
Any financial asset that does not meet the criteria for
classification as at amortised cost or as financial assets at fair
value through other comprehensive income, is classified as
financial assets at fair value through profit or loss. Financial
assets at fair value through profit or loss are fair valued at
each reporting date with all the changes recognized in the
statement of profit and loss.
Equity investments
All equity investments in scope of Ind AS 109 are measured at
fair value. The Company may make an irrevocable election to
present in other comprehensive income subsequent changes
in the fair value. The Company makes such election on an
instrument-by instrument basis. The classification is made on
initial recognition and is irrevocable.
If the Company decides to classify an equity instrument as
at FVTOCI, then all fair value changes on the instrument,
excluding dividends, are recognized in the OCI. There is no
recycling of the amounts from OCI to the statement of profit
and loss, even on sale of investment. However, the Company
may transfer the cumulative gain or loss within other equity.
Equity instruments included within the FVTPL category are
measured at fair value with all changes recognized in the
statement of profit and loss.
Equity investments in subsidiaries and associates are
measured at cost. The investments are reviewed at each
reporting date to determine whether there is any indication
of impairment considering the provisions of Ind AS 36
'Impairment of Assets'. If any such indication exists, policy for
impairment of non-financial assets is followed.
Impairment of financial assets
The Company assesses on a forward looking basis the
expected credit losses associated with its assets carried at
amortised cost and FVOCI debt instruments. The impairment
methodology applied depends on whether there has been a
significant increase in credit risk. The presumption under Ind
AS 109 with reference to significant increases in credit risk
since initial recognition (when financial assets are more than
30 days past due), has been rebutted.
For trade receivables only, the group applies the simplified
approach permitted wherein an amount equal to lifetime
expected credit losses is measured and recognised as loss
allowance.
De-recognition of financial assets
A financial asset is derecognized only when
• The Company has transferred the rights to receive cash
flows from the financial asset or
• retains the contractual rights to receive the cash flows of
the financial asset, but assumes a contractual obligation
to pay the cash flows to one or more recipients.
Where the Company has transferred an asset, the Company
evaluates whether it has transferred substantially all risks
and rewards of ownership of the financial asset. In such cases,
the financial asset is derecognised. Where the Company
has not transferred substantially all risks and rewards of
ownership of the financial asset, the financial asset is not
derecognised.
Where the Company has neither transferred a financial asset
nor retains substantially all risks and rewards of ownership
of the financial asset, the financial asset is derecognised if
the Company has not retained control of the financial asset.
Where the Company retains control of the financial asset, the
asset is continued to be recognised to the extent of continuing
involvement in the financial asset.
Income recognition
Interest income
Interest income from financial assets at fair value through
profit or loss and other comprehensive income is recognised
in the statement of profit and loss as part of other income.
Interest income on financial assets at amortised cost is
calculated using the effective interest method is recognised
in the statement of profit and loss as part of other income.
Interest income is calculated by applying the effective
interest rate to the gross carrying amount of a financial asset
except for financial assets that subsequently become credit-
impaired. For credit-impaired financial assets the effective
interest rate is applied to the net carrying amount of the
financial asset (after deduction of the loss allowance).
t. Financial liabilities and equity instruments
Initial recognition and measurement
Financial liabilities are recognised initially at fair value minus
transaction costs that are directly attributable to the issue
of financial liabilities. Financial liabilities are classified as
subsequently measured at amortised cost. Any difference
between the proceeds (net of transaction costs) and the
redemption amount is recognised in the Statement of Profit
and Loss over the period of the borrowings using the effective
rate of interest.
Subsequent measurement
After initial recognition, financial liabilities are subsequently
measured at amortised cost using the EIR method. Gains and
losses are recognised in the Statement of Profit and Loss
when the liabilities are derecognised as well as through the
EIR amortisation process.
Amortised cost is calculated by taking into account any
discount or premium on acquisition and fees or costs that are
an integral part of the EIR. The EIR amortisation is included
as finance costs in the statement of profit and loss.
De-recognition of financial liabilities
A financial liability is derecognised when the obligation under
the liability is discharged or cancelled or expires. When an
existing financial liability is replaced by another from the
same lender on substantially different terms, or the terms
of an existing liability are substantially modified, such an
exchange or modification is treated as the derecognition of
the original liability and the recognition of a new liability. The
difference in the respective carrying amounts is recognised in
the statement of profit and loss.
Equity instruments
An equity instrument is any contract that evidences a residual
interest in the assets of any entity after deducting all of its
liabilities. Equity instruments issued by the Company are
recognised at the proceeds received, net of direct issue costs.
u. Offsetting Financial Instruments
Financial assets and financial liabilities are offset and the
net amount is reported in the balance sheet where there is
a legally enforceable right to offset the recognised amounts
and there is an intention to settle on a net basis or realize
the asset and settle the liability simultaneously. The legally
enforceable right must not be contingent on future events
and must be enforceable in the normal course of business
and in the event of default, insolvency.
v. Segment Information
Operating segments are reported in a manner consistent with
the internal reporting provided to the chief operating decision
maker. refer note 37
w. Exceptional items
Exceptional items include income or expense that are
considered to be part of ordinary activities, however are of
such significance and nature that separate disclosure enables
the user of the financial statements to understand the impact
in a more meaningful manner.
x. Contributed equity
The transaction costs of an equity transaction are accounted
for as a deduction from equity (net of any related income
tax benefit) to the extent they are incremental costs directly
attributable to the equity transaction that otherwise would
have been avoided.
The transaction costs incurred with respect to the Initial
Public Offer (IPO) of the Company as reduced by the amount
recovered from the selling shareholders are allocated
between issue of new equity shares and listing of existing
equity shares. The costs attributable to issuance of new
equity shares is recognised in equity. The remaining costs
attributable to listing of existing equity shares is recognised
in the statement of profit and loss.
y. Rounding of amounts
All amounts disclosed in the financial statements and notes
have been rounded off to the nearest lakhs as per the
requirement of Schedule III (Division II), unless otherwise
stated. An amount of ' (0) represents amount less than 0 but
more than negative ' 50,000 and ' 0 represents amount more
than ' 0 but less than ' 50,000.
Note 3: Critical estimates and judgements
The preparation of financial statements requires the use of
accounting estimates which, by definition, will seldom equal the
actual results. Management also needs to exercise judgement in
applying the Company's accounting policies.
This note provides an overview of the areas that involved a higher
degree of judgement or complexity, and of items which are more
likely to be materially adjusted due to estimates and assumptions
turning out to be different than those originally assessed. Detailed
information about each of these estimates and judgements is
included in relevant notes together with information about the
basis of calculation for each affected line item in the financial
statements.
Critical estimates and judgements:
The areas involving critical estimates or judgements are:
• Estimated useful life of tangible assets - Management
reviews its estimate of the useful lives of property, plant and
equipment at each reporting date, based on the expected
utility of the assets. Uncertainties in these estimates relate
to technical and economy obsolescence that may change the
utility of property, plant and equipment. Reasonable changes
in assumptions are not expected to have a significant impact
on the amounts as at the balance sheet date.
• Estimation of defined benefits obligation - refer note 11
• Recognition of deferred tax assets for carried forward tax
losses- refer note 23(b)
• Right-of-use assets and lease liability - refer note 4(b)
• Contingent liabilities - refer note 25(i)
• Share based payments - refer note 26
• Impairment on non-current investments [subsidiaries- refer
note 2(g)]
• Impairment of trade receivable and financial assets- refer
note 31
Estimates and judgements are continually evaluated. They are
based on historical experience and other factors, including
expectations of future events that may have a financial impact on
the Company and that are believed to be reasonable under the
circumstances.
(iii) The total cash outflow for leases for the year ended March 31,2025 was ' 406 Lakhs (March 31,2024 - ' 383 Lakhs)
(iv) Extension and termination options:-
Extension and termination options are included in a number of leases. These are used to maximize operational flexibility in terms
of managing the assets used in operations. The extension and termination options held are exercisable by both the Company and
the respective lessor.
(v) Critical judgments in determining the lease term:-
I n determining the lease term, management considers all facts and circumstances that create an economic incentive to exercise an
extension option, or not exercise a termination option. Extension options (or periods after termination options) are only included in
the lease term if the lease is reasonably certain to be extended (or not terminated).
Eor leases of office premises, the following factors are normally the most relevant:
a) I f there are significant penalties to terminate (or not extend), the Company is typically reasonably certain to extend (or not
terminate).
b) I f any leasehold improvements are expected to have a significant remaining value, the Company is typically reasonably certain
to extend (or not terminate).
c) Etherwise, the Company considers other factors including historical lease durations and the costs and business disruption
required to replace the leased asset.
IE ost extension options in office leases have been included in the lease liability, because the Company could not replace the assets
without significant cost or business disruption.
T he lease term is reassessed if an option is actually exercised (or not exercised) or the Company becomes obliged to exercise
(or not exercise) it. The assessment of reasonable certainty is only revised if a significant event or a significant change in
circumstances occurs, which affects this assessment, and that is within the control of the lessee.
(i) Compensated absences
The leave obligations cover the Company's liability for earned leaves. The Company's liability is actuarially determined (using the
Projected Unit Credit method) at the end of each year. Actuarial losses/ gains are recognised in the Standalone Statement of Profit and
Loss in the year in which they arise.
The amount of the provision of ' 212 Lakhs (March 31,2024 - ' 234 Lakhs) is presented as current, since the Company does not have an
unconditional right to defer settlement for any of these obligations. However, based on past experience, the Company does not expect all
employees to take the full amount of accrued leave or require payment within the next 12 months. The following amounts reflect leave
that is not expected to be taken or paid within the next 12 months.
(ii) Defined contribution plans
a) Provident Fund
The Company has a defined contribution plan in respect of provident fund. Contributions are made to provident fund for employees
at the rate of 12% of basic salary as per regulations. The contributions are made to registered provident fund administered by
the Government. The obligation of the Company is limited to the amount contributed and it has no further contractual nor any
constructive obligation. The expense recognised during the year ended March 31,2025 towards defined contribution plan is ' 35 Lakhs
(March 31,2024 - ' 38 Lakhs). [refer note 16]
b) Employee State Insurance
The Company has a defined contribution plan in respect of employee state insurance. The expense recognised during the year ended
March 31,2025 towards defined contribution plan is ' Nil (March 31,2024 - ' 0 Lakhs). [refer note 16]
(iii) Post employment benefits plan obligations- Gratuity
The Company provides for gratuity for employees as per the Payment of Gratuity Act, 1972. Employees who are in continuous
service for a period of 5 years are eligible for gratuity. The amount of gratuity payable on retirement/termination is the employees
last drawn basic salary per month computed proportionately for 15 days salary multiplied for the number of years of service. The
gratuity plan is a funded plan and the Company makes contribution to recognised funds in India. The Company does not fully fund
the liability and maintains a target level of funding to be maintained over a period of time based on estimations of expected gratuity
payments.
The above sensitivity analysis are based on a change in an assumption while holding all other assumptions constant. In practice, this
is unlikely to occur, and changes in some of the assumptions may be correlated. When calculating the sensitivity of the defined benefits
obligation to significant actuarial assumptions the same method (present value of the defined benefits obligation calculated with the
projected unit credit method at the end of the reporting period) has been applied as when calculating the defined benefits liability
recognised in the balance sheet. Assumptions other than discount rate and salary growth rate are not material for the Company.
e) The major categories of plans assets are as follows:
Funds Managed by Insurer* - 100%
*The Funds are managed by Life Insurance Corporation (LIC) of India and Kotak Mahindra Life Insurance Company Limited. They do not provide
breakup of plan assets by investment type.
f) Risk exposure
Through its defined benefits plans, the Company is exposed to a number of risks, the most significant of which are detailed below:
Asset volatility:
The plan liabilities are calculated using a discount rate set with reference to bond yields; if plan assets underperform this yield, this
will create a deficit. The gratuity fund is administered through LIC and Kotak Mahindra Life Insurance Company Limited under its group
gratuity scheme. Accordingly almost the entire plan asset investments is maintained by the insurer. These are subject to interest rate
risk which is managed by the insurer.
During the year ended March 31,2025, the Docprime Technologies Private Limited (“DTPL”), a wholly owned subsidiary of the Company
divested 293,210 equity shares of Visit Health Private Limited (“VHPL”) for Rs. 7,600 lakhs. This transaction resulted in a gain of Rs. 5,431
lakhs. DTPL continue to retain and hold 122,083 equity shares aggregating to 8.66% on a fully diluted basis in VHPL. As a result of this
divestment, VHPL has ceased to be an associate company and has been reclassified as financial investment, which shall be fair valued at
each reporting date in accordance with Ind AS I 09, resulting in the recognition of a fair value gain of Rs. 2,262 lakhs.
Further DTPL also divested entire (1.00%) shareholding constituting 450,000 equity shares of Rs. 10 each and 82,759 Compulsorily
Convertible Preference Shares (“CCPS”) of Rs. 10 each of Visit Internet Services Private Limited (“VISPL”) for Rs. 200 lakhs. This
transaction resulted in a loss of Rs. 2,035 lakhs. Post the recognition of the gain on the divestment of the stake in VHPL and loss on
divestment of the stake in VISPL, the previously recorded impairment loss of Rs. 2,989 lakhs on account of diminution in value of
investment in DTPL has been reversed. This reversal is in line with Ind AS, reflecting that the recoverable value of investment in DTPL
now exceeds its carrying amount, thereby ensuring accurate financial reporting and the improved financial position.
The Company has assessed the recoverable amount of its investments in subsidiaries based on their value in use, taking into account
past business performance, prevailing business conditions, future business potential, and the strategic plans of the respective investee
companies. Accordingly, the Company has performed an impairment assessment of its investments in Icall Support Services Private
Limited and Myloancare Ventures Private Limited as of March 31,2025, based on its share in the net assets of the respective investee
companies. Considering the net asset positions of Icall Support Services Private Limited and Myloancare Ventures Private Limited as of
March 31,2025, a provision for impairment of '1,116 lakhs has been reversed for Icall Support Services Private Limited (March 31,2024:
' Nil), and a provision for impairment of '2,667 lakhs (March 31,2024: ' Nil) has been recorded for Myloancare Ventures Private Limited
in the financial statements.
Significant estimate: investments in subsidiaries
The Company reviews its carrying value of investments carried at amortised cost annually, or more frequently when there is an indication
for impairment. If the recoverable amount is less than its carrying amount, the impairment loss is accounted for.
Estimates and judgments are continually evaluated. They are based on historical experience and other factors, including expectation of
future events that may have a financial impact on the Company and that are believed to be reasonable under the circumstances.
Note: The Company has accumulated business losses of ' 37,807 Lakhs (March 31, 2024 - ' 43,076 Lakhs) as per the provisions of
the Income Tax Act, 1961. Above unabsorbed business losses are available for offset for maximum period of eight years from the
incurrence of loss.
As at the year ended March 31, 2025 and March 31, 2024, the Company is having net deferred tax assets comprising of deductible
temporary differences, and brought forward losses under tax laws. However, in the absence of reasonable certainty as to realisation of
deferred tax assets (DTA), DTA has not been recognised.
Note 24 : Dues to micro and small enterprises
According to the information available with the management, on the basis of intimation received from suppliers, regarding their status
under Micro, Small and Medium Enterprises Development Act, 2006 (MSMED Act), the Company has amounts due to Micro and Small
Enterprises under the said Act as follows:
* As at March 31,2024, the Company had disclosed a contingent liability of '8,922 Lakhs in respect of a income tax matter pending before
various appellate authorities relating to the addition of share premium received by the company against the issue of share capital
for Assessment Year 2016-17. During the current financial year, the matter was decided in favour of the Company by the Income Tax
Appellate Tribunal (ITAT), and accordingly, no tax outflow is expected. As a result, the previously disclosed contingent liability has been
withdrawn.
The model inputs for options granted during the year ended March 31,2025 included:
a) options are granted at a price of 10% discount to the volume weighted average price of last 3 months immediately proceeding working
day of the date of grant of options and vest upon completion of service for a period 1-5 years. (face value and vest upon completion of
service for a period 1-5 years.) Vested options are exercisable till March 31,2030.
b) grant 21-exercise price: ' 1447.58 & Grant 22-exercise price: ' 1557.52 (March 31,2024: exercise price: ' 2)
c) grant date: Grant 21: October 01,2024 & Grant 22: December 04, 2024 (March 31,2024: July 31,2023)
d) expiry date: March 31,2030 (March 31,2024: March 31,2030)
e) expected price volatility of the company's shares: 30.32% to 34.10% (March 31,2024: 50.06%)
f) expected dividend yield: 0% (March 31,2024: 0%)
g) risk-free interest rate: 6.68% to 6.72% (March 31,2024: 6.73% to 6.84%).
The expected price volatility is based on the historic volatility (based on the remaining life of the options), adjusted for any expected
changes to future volatility due to publicly available information.
(b) Expense arising from share based payment transaction:
Total expenses arising from share-based payment transactions recognised in profit or loss as part of employee benefit expense were as
follows:
Note 1: During the current financial year, incorporated a wholly-owned subsidiary named “PB Pay Private Limited” vide Certificate of
Incorporation issued by Registrar of Companies, Central Registration Centre, Ministry of Corporate Affairs dated April 09, 2024, to carry on
the business of payment aggregator, payment gateway services, payment facilitation activities by handling offline and a digital payment
acceptance infrastructure.
Note 2: During the current financial year, incorporated a wholly owned subsidiary named “PB Healthcare Services Private Limited” vide
Certificate of Incorporation issued by Registrar of Companies, Central Registration Centre, Ministry of Corporate Affairs dated January 01,
2025, to carry on the business of healthcare services.
Note 3: During the current financial year, the Docprime Technologies Private Limited (“wholly owned subsidiary) divested entire (100%)
shareholding constituting 4,50,000 equity shares of ' 10 each and 82,759 Compulsorily Convertible Preference Shares (“CCPS”) of ' 10
each of Visit Internet Services Private Limited.
Note 4: During the current financial year, the Docprime Technologies Private Limited (“wholly owned subsidary”) divested 293,210 out of
total 4,15,293 and continue to retain 1,22,083 equity shares of ' 10 each of Visit Health Private Limited. As a result of this divestment, Visit
Health Private Limited has ceased to be an associate company and has been reclassified as financial assets investment.
Note 1: The brand names “Policybazaar”, “Policybazaar.com”, “Paisabazaar” and “Paisabazaar.com” are owned by the PB Fintech Limited
(“the Holding Company”). Therefore, the Holding Company had entered into an agreement with the Policybazaar Insurance
Brokers Private Limited and Paisabazaar Marketing and Consulting Private Limited (“Subsidiary companies”) for an IPR fees @
5% of the revenue of the subsidiary companies w.e.f. April 01,2018. However, the above IPR fee rate has been revised to 3% with
effect from April 01,2023 and impact of the same is considered in these financial statements. This fee is paid by the subsidiary
companies due to the benefits accruing to the subsidiary companies as a result of using the brand names which have provided
significant impetus to the growth of the subsidiary companies over the years, rather than only enhancing the visibility of the brand
name owned by the Holding Company.
Further, the operations of the subsidiary company i.e. PB Fintech FZ LLC have been considerably scaled up and have reached a
reasonable size, such that benefits of using the brand names, are now providing impetus to the growth of the subsidiary company,
rather than only enhancing the visibility of the brand name owned by the Company. Hence, the Company has entered into an
agreement with the PB Fintech FZ LLC for an IPR fees @ 3% of its revenue from operations w.e.f April 01,2023.
The Company uses the following hierarchy for determining and disclosing the fair value of financial instruments:
Level 1 : Level 1 hierarchy includes financial instruments measured using quoted prices (unadjusted) in the active market for identical
assets that the entity can access at the measurement date. Mutual funds that have price quoted by the respective mutual fund houses and
are valued using the closing Net asset value (NAV).
Level 2: The fair value of financial instruments that are not traded in an active market (for example, over-the-counter derivatives) is
determined using valuation techniques which maximise the use of observable market data and rely as little as possible on entity-specific
estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2.
Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3. For example,
unlisted equity securities, etc.
There are no transfers between levels 1 and 2 during the year.
The company's policy is to recognise transfers into and transfers out of fair value hierarchy levels as at the end of the reporting period.
c) Valuation technique used to determine fair value
Specific valuation techniques used to value financial instruments include:
- the use of quoted market prices or mutual fund houses quotes (NAV) for such instruments. This is included in Level 1.
d) Fair value of financial assets and liabilities measured at amortised cost
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 receivables from customer
Trade receivables related credit risk
The Company's exposure to credit risk is influenced mainly by the individual characteristics of each customer. However, management
also considers the factors that may influence the credit risk of its customer base, including the default risk of the industry. A default on a
financial asset is when the counterparty 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 Company operates and other macro-economic factors.
Credit quality of a customer is assessed based on its credit worthiness and historical dealings with the Company, market intelligence and
goodwill. Outstanding customer receivables are regularly monitored by the management.
The Company has established an allowance for impairment that represents its expected credit losses in respect of trade and other
receivables. The management uses a simplified approach for the purpose of computation of expected credit loss for trade receivables
and 12-month expected credit loss for other receivables. An impairment analysis is performed at each reporting date on an individual
basis for major parties. The calculation is based on historical data of actual losses. The Company evaluates the concentration of risk with
respect to trade receivables as low.
Credit risk on cash and cash equivalents and other deposits with banks is limited as the Company generally invest in deposits with banks
with high credit ratings assigned by external credit rating agencies, accordingly the Company considers that the related credit risk is low.
Impairment on these items are measured on the 12-month expected credit loss basis.
(b) 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.
The company's treasury maintains flexibility in funding by maintaining liquidity through investments in liquid funds. Management monitors
rolling forecasts of the company's liquidity position and cash and cash equivalents on the basis of expected cash flows.
Maturities of financial liabilities
The amounts disclosed in the table are the contractual undiscounted cash flows. Balances due within 12 months equal their carrying
balances as the impact of discounting is not significant.
(c) Market risk
Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices.
Price risk: The Company's exposure to securities price risk arises from investments held in mutual funds and classified in the balance
sheet at fair value through profit or loss. To manage its price risk arising from such investments, the Company diversifies its portfolio.
Quotes/NAV of these investments are available from the mutual fund houses.
Profit/losses for the year would increase/decrease as a result of gains/losses on these securities classified as at fair value through profit or loss.
Interest rate risk: The Company does not have any exposure to any floating-interest bearing assets, or any significant long term fixed
bearing interest assets, its interest income and related cash inflows are not affected by changes in market interest rates, further there is
no borrowing taken by the company hence there is no exposure to interest rate risk.
Currency risk: Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate beacuse of changes in
foreign exchange rates. There is no outstanding forward contract and unhedged foreign currency exposure at the year end.
B) Capital management
The Company objectives when managing capital is to safeguard its ability to continue as a going concern, so that Company can continue to
provide returns for shareholders and benefits for other stakeholders. The capital of the Company consist of equity capital and accumulated
profits/losses. As at March 31, 2025 and March 31, 2024 the Company has no debt and the funding requirements are met through
operating cash flows generated and equity.
Note 32 : Corporate social responsibility expenditure
As per Section 135 of the Companies Act 2013, read with guidelines issued by DPE, the company is required to spend in every financial
year atleast two percent of the average net profits of the company made during the three immediately preceding financial years in
accordance with its CSR policy.
Notes:
1. Net Profit = Profit for the year
2. Average Shareholder's equity = Average of opening and closing Equity share capital Reserves and surplus Instruments entirely
equity in nature
3. Total Purchases = Advertising and promotion expenses Network and internet expenses Other expenses - Loss allowance on
trade receivables, loans and other financial assets - Bad debts - Loss on sale of property, plant and equipment - Property, plant
and equipment written off - Vendor advances written off - Net loss: foreign exchange differences - Interest on unwinding of security
deposits
4. Working Capital = Current assets - Current liabilities
5. Earning before interest and tax = Profit before tax Finance Cost
6. Capital Employed = Total equity - intangible assets
7. Earning on Investment = Interest income on bank deposits Interest income on corporate bonds Net fair value gains on financial
assets Net gain on sale on financial assets
8. Average Investment = Average of opening and closing investment in Fixed deposits, corporate bonds and other financial assets
(mutual funds)
Note 34 : Utilisation of the IPO proceeds
The Company, in the financial year ended March 31, 2022, completed the Initial Public Offering (IPO) of 58,262,397 equity shares of face
value of ' 2 each for cash at a price of ' 980 per equity share aggregating to ' 570,971 lakhs comprising a fresh issue of 38,265,306 equity
shares aggregating to ' 375,000 lakhs and on offer for sale of 19,997,091 equity shares aggregating to ' 195,971 lakhs. Pursuant to the
IPO, the equity shares of the Company got listed on National Stock Exchange (NSE) and Bombay Stock Exchange (BSE) on November 15,
2021. Out of the proceeds of offer for sale, ' 174,181 lakhs (net of selling shareholders share of IPO related expenses and applicable taxes)
was remitted to selling shareholders.
* On finalization of offer expenses, the amount proposed to be utilized for General Corporate purposes was revised to ' 76,269 lakhs as
compared to original amount of '76,309 lakhs.
** During the year, the Company reallocated unutilised IPO proceeds aggregating to '42,352 lakhs to the IPO offer object “New Opportunities
to Expand Growth Initiatives to Increase our consumer base including offline presence,” thereby increasing its allocation from '37,500
lakhs to '79,852 lakhs. This reallocation comprised '17,352 lakhs transferred from the offer object “Funding strategic investments and
acquisitions,” reducing its allocation from '60,000 lakhs to '42,648 lakhs, and '25,000 lakhs transferred from “Expanding our presence
outside india,” reducing its allocation from '37,500 lakhs to '12,500 lakhs.
# The unutilized amount of net IPO proceeds as at March 31,2025 and as at March 31,2024 were invested in fixed deposits and other bank
accounts maintained with scheduled commercial banks.
Note 35 :
A) Additional regulatory information required by Schedule III
(i) Details of Benami Property held
During the current financial year, no proceedings have been initiated on or are pending against the Company for holding benami property
under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and Rules made thereunder. However, during the previous financial
year, company has received summon under the Prohibition of Benami Property Transactions Act, 1988 requisiting certain information
about the customers of the company. The company has duly furnished all the documents and information on February 09, 2024. No further
communication received from the department since its last submission.
(ii) Borrowing secured against current assets
The Company has no borrowings from any banks or financial institutions during the current or previous financial year.
(iii) Wilful defaulter
The Company has not been declared wilful defaulter by any bank or financial institution or government or any government authority.
(iv) Relationship with struck off companies
The Company has no balances outstanding/ transactions with companies struck off under section 248 of the Companies Act, 2013 or
section 560 of the Companies Act, 1956 as at and for the year ended March 31,2025 and March 31,2024.
(v) Compliance with number of layers of companies
The Company has complied with the number of layers prescribed under the Companies Act, 2013.
(vi) Compliance with approved scheme(s) of arrangements
The Company has in its board meeting held on April 26, 2022 approved Amalgamation of Makesense Technologies Limited with the
Company pursuant to section 230 to 232 of the Companies Act, 2013 read with the Companies (Compromises, arrangements and
amalgamations) rules, 2016. The Amalgamation application was filed with National Stock Exchange of India Limited and Bombay Stock
Exchange Limited on May 18, 2022. The National Stock Exchange of India Limited and BSE Limited issued no observation letters to the
Company on January 06, 2023.
The Joint Application before the Hon'ble National Company Law Tribunal (Hon'ble Tribunal), Chandigarh Bench, under the provisions of
Sections 230 to 232 of the Act was filed on May 03, 2023. As per order dated July 05, 2022 passed by Hon'ble Tribunal, meetings of Equity
Shareholders and Unsecured Creditors of the Company were held on September 02, 2023 to approve the Scheme of Amalgamation of
Makesense Technologies Limited with the Company and other connected matters.
The second motion joint application was filed before Hon'ble Tribunal on September 14, 2023 and the same is under process.
(vii) Undisclosed income
There is no income surrendered or disclosed as income during the current or previous year in the tax assessments under the Income Tax
Act, 1961, that has not been recorded in the books of account.
(viii) Details of crypto currency or virtual currency
The Company has not traded or invested in crypto currency or virtual currency during the current or previous year.
(ix) Valuation of property plant and equipment, intangible asset and investment property
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.
(x) The Company do not hold any immovable property (other than properties where the Company is the lessee and the lease agreements
are duly executed in favour of the lessee).
(xi) The Company has not granted any loans or advances in the nature of loans to promoters, directors, KMPs and the related parties (as
defined under Companies Act 2013), either severally or jointly with any other person which are repayable on demand or without specifying
any terms of repayment except as stated below:
The Company has established a comprehensive system of maintenance of information and documents as required by the transfer pricing
legislation under sections 92-92F of the Income Tax Act, 1961. For this purpose, the Company has appointed an independent consultant for
conducting a Transfer Pricing study (the 'study') for the Assessment Year 2025-26. In the unlikely event that any adjustment is required
consequent to completion of the study for the year ended March 31,2025, the same would be made in the subsequent year. However,
management is of the opinion that its international transactions are at arm's length so that the aforesaid legislation will not have any
impact on the financial statements, particularly on the amount of tax expense and that of provision for taxation.
An operating segment is the one whose operating results are regularly reviewed by the entity's chief operating decision maker to make
decisions about resources to be allocated to the segment and assess its performance. The Company has identified its Chief Executive
Officer and Chief Financial Officer as its Chief operating decision maker (CODM). The Company's business activities fall within a single
business segment as the Company is engaged in the business of rendering online marketing and information technology consulting
& support services largely for the financial services industry, including insurance. Based on nature of services rendered, the risk and
returns, internal organization and management structure and the internal performance reporting systems, the management considers
that the Company is organized basis a single segment of rendering a bundle of services to the financial services industry, including
insurance. The chief operating decision maker reviews the performance of business on an overall basis. As the Company has a single
reportable segment, the segment wise disclosure requirements of Ind AS 108 on Operating segment is not applicable. Further, the
Company earns entire revenue within India only.
The revenues of ' 726 lakhs are derived from single individual external customers (March 31, 2024 - ' 773 lakhs derived from two
individual external customers).
Note 38 : Events occurring after the reporting period
a) F urther, subsequent to the year ended March 31, 2025, Company has invested ' 53,940 Lakhs in PB Healthcare Services Private
Limited (“PB Healthcare”), in accordance with the shareholder's approval obtained through postal ballot. Following this investment,
along with investments from other external investors and the creation of an Employee Stock Option Plan (ESOP) pool, the Company's
shareholding in PB Healthcare was diluted to 40.32%. Consequently, PB Healthcare has ceased to be a subsidiary of the Company.
b) Fhese financial statements were approved and adopted by Board of Directors of the Company in their meeting held on May 15, 2025.
For Walker Chandiok & Co LLP For and on behalf of the Board of Directors
Chartered Accountants
Firm Registration Number : 001076N/N500013 Yashish Dahiya Alok Bansal
Chairman and Chief Vice Chairman and
Executive Officer Whole Time Director
DIN: 00706336 DIN: 01653526
Place: Gurugram Place: Gurugram
Date: May 15, 2025 Date: May 15, 2025
Ankit Mehra Mandeep Mehta Bhasker Joshi
Partner Chief Financial Officer Company Secretary
Membership No. 507429 M. No. F8032
Place: Gurugram Place: Gurugram Place: Gurugram
Date: May 15, 2025 Date: May 15, 2025 Date: May 15, 2025
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