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అకౌంట్స్ గమనికలుB2B Software Technologies Ltd.
2.18 Provisions and contigencies
The Company recognises a provision when there is a present obligation as a result of past obligating event
that probably requires an outflow of resources and a reliable estimate can be made of the amount of the
obligation. A disclosure for a contingent liability is made when there is a possible obligation or a present
obligation that may, but probably will not, require an outflow of resources. Where there is a possible
obligation or a present obligation that the likelihood of outflow of resources is remote, no provision or
disclosure is made.Provisions for onerous contracts i.e. contracts where the expected unavoidable costs of
meeting the obligations under the contract exceed the economic benefits expected to be received under it,
are recognized when it is probable that an outflow of resources embodying economic benefits will be
required to settle a present obligation as a result of an obligating event, based on a reliable estimate of such
obligation."
2.19 Significant accounting judgements, estimates and assumptions Significant accounting
judgements, estimates and assumptions
The preparation of financial statements in conformity with IND AS requires management to make certain
critical accounting estimates and assumptions that affect the reported amounts of assets and liabilities and
the disclosure of contingent assets and liabilities at the date of the financial statements and the reported
amounts of revenues and expenses during the reporting period.
The principal accounting policies adopted by the Company in the financial statements are as set out above.
The application of a number of these policies required the Company to use a variety of estimation
techniques and apply judgment to best reflect the substance of underlying transactions.
The Company has determined that a number of its accounting policies can be considered significant, in
terms of the management judgment that has been required to determine the various assumptions
underpinning their application in the financial statements presented which, under different conditions, could
lead to material differences in these statements.
The policies where significant estimates and judgments have been made are as follows:
The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting
date, that have a significant risk of causing a material adjustments to the carrying amounts of assets and
liabilities within the next financial year are discussed below:
⢠Estimation of fair value of acquired financial assets and financial liabilities: When the fair value of
financial assets and financial liabilities recorded in the Balance sheet cannot be derived from active
markets, their fair value is determined using valuation techniques including the discounted cash flow model.
The inputs to these models are taken from observable markets where possible, but where this is not
feasible, a degree of judgment is required in establishing fair values. The judgments include considerations
of inputs such as liquidity risk, credit risk and volatility. Changes in assumptions about these factors could
affect the reported fair value of financial instruments.
⢠Un-collectability of trade receivables: Analysis of historical payment patterns, customer concentrations,
customer credit-worthiness and current economic trends. If the financial condition of a customer
deteriorates, additional allowances may be required. Further recoverability of various claims as per power
purchase agreement including change in law claim are subject to adjudicate at appropriate regulatory
authorities.
⢠Taxes: Uncertainties exist with respect to the interpretation of complex tax regulations, changes in tax laws,
and the amount and timing of future taxable income. Given the long-term nature and complexity of existing
contractual agreements, differences arising between the actual results and the assumptions made, or
future changes to such assumptions, could necessitate future adjustments to tax income and expense
already recorded. The Company establishes provisions, based on reasonable estimates, for possible
consequences of assessment by the tax authorities. The amount of such provisions is based on various
factors, such as experience of previous tax assessment and differing interpretations of tax laws by the
taxable entity and the responsible tax authority. The Company assesses the probability for litigation and
subsequent cash outflow with respect to taxes.
⢠Gratuity benefits: The cost of defined benefit plans and the present value of the obligation are determined
using actuarial valuations. An actuarial valuation involves making various assumptions which may differ
from actual developments in the future. These include the determination of the discount rate, future salary
increases and mortality rates. Due to the complexity of the valuation, the underlying assumptions and its
long-term nature, a defined benefit obligation is highly sensitive to changes in these assumptions. All
assumptions are reviewed at each reporting date.
Employee Stock Option Scheme (ESOP): The Company has implemented an Employee Stock Option
Scheme (âESOPâ) in accordance with the applicable provisions of the Companies Act, 2013 and the SEBI
(Share Based Employee Benefits and Sweat Equity) Regulations, 2021.Stock options are granted to
eligible employees as determined by the Nomination and Remuneration Committee. The options vest over
such period as specified in the scheme and are exercisable within the stipulated exercise period, subject to
the terms and conditions of the scheme.The Company accounts for share-based payments in accordance
with Ind AS 102 - Share-based Payment, and the compensation cost is recognized over the vesting period
based on the fair value of options granted.
Actual results can differ from estimates.
2.20 Recent accounting pronouncements
Ministry of Corporate Affairs (âMCAâ) notifies new standards or amendments to the existing standards
under Companies (Indian Accounting Standards) Rules as issued from time to time. On August 12, 2024
and September 09, 2024, MCA issued the Companies (Indian Accounting Standards) Amendment Rules,
2024 and Companies (Indian Accounting Standards) Second Amendment Rules, 2024 introducing
following changes:
a) Ind AS 117 - Insurance Contracts:Ind AS 117: Insurance Contracts was introduced and Ind AS 104:
Insurance Contracts was withdrawn. This was accompanied with consequent amendments in other
standards. The Company has evaluated the amendment and there is no impact of the amendment in the
standalone financial statements.
b) Ind AS 116 - Leases:The amendments clarify accounting treatment for a seller-lessee involved in sale and
leaseback transactions, and introduced some related illustrative examples. The Company has reviewed
the new pronouncements and based on its evaluation has determined that it does not have any significant
impact in its standalone financial statements.
c) Rights, preferences and restrictions attached to equity shares:
(i) The Company has only one class of equity shares having a par value of Rs. 10 each. Each holder of equity
shares is entitled to one vote per share. The Company declares and pay dividend in Indian rupees.
(ii) In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the
Company after distribution of all preferential amount, in proportion to the shareholding. The distribution will
be in proportion to the number of the equity shares held by the shareholders.
30 Financial risk managament objectives and policies:
The Company''s principal financial liabilities comprises of loans and borrowings and trade and other
payables. The main purpose of these financial liabilities is to raise finance for the Company''s operations.
The Company has loans and receivables, trade and other receivables, and cash and short-term deposits
that arise directly from its operations. The Company also hold investments designated at fair value through
profit or loss, fair value through other comprehensive income, at amortised cost and at cost for investment in
subsidiaries.
The Company is exposed to Foreign Currency risk, credit risk and liquidity risk.
. The Company''s senior management oversees the management of these risks. The Company''s senior
management advises on financial risks and the appropriate financial risk governance framework for the
Company. It is the Company''s policy that no trading in derivatives for speculative purpose may be
undertaken.
The directors reviews and agrees policies for managing each of these risks which are summarised
below:
Foreign currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate
because of changes in foreign exchange rate. The majority of our assets are located in India where the
Indian rupee is the functional currency. Currency exposures also exist in the nature of revenue expenditure
and services denominated in currencies other than the Indian Rupee.
Foreign currency exposures are normally unhedged.
The carrying amount of the Company''s financial assets and liabilities in different currencies are as
follows:
The Company''s exposure to foreign currency arises where a Company holds monetary assets denominated in a
currency different to the functional currency with US dollar being the major foreign currency exposure. Set out
below is the impact of a 5% change in the US dollar on profit and equity arising as a result of the revaluation of the
Company''s foreign currency financial instruments:
Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer
contract, leading to a financial loss. The Company is exposed to credit risk from its operating activities (primarily
for trade and other receivables) and from its financing activities, including short-term deposits with banks and
financial institutions, and other financial assets.
The carrying value of financial assets represents the maximum exposure for credit risk. The maximum exposure
to credit risk of each class of financial assets at the reporting date was as follows:
The credit worthiness of customers / subsidiaries to which the Company grants credit in the normal course of the
business is monitored regularly. The credit risk for liquid funds and other short-term financial assets is considered
negligible, since the counterparties are reputable banks with high quality external credit ratings.
The Company''s main source of liquidity is its operating businesses. The treasury department uses regular
forecasts of operational cash flow, investment and trading collateral requirements to ensure that sufficient liquid
cash balances are available to service on-going business requirements. The Company manages its liquidity
needs by carefully monitoring cash-outflows due in day-to-day business. Liquidity needs are monitored in
various time bands, on a day-to-day and week-to-week basis, as well as on the basis of a rolling 90 day
projection. Long-term liquidity needs for a 90 day and a 30 day lookout period are identified monthly.''
The Company requires funds both for short-term operational needs as well as for long-term investment
programmes:
The following is an analysis of the Company contractual undiscounted cash flows payable under financial
liabilities at 31 March 2026
Capital management
Capital includes equity attributable to the equity holders of the parent and debt.
The primary objective of the Company''s capital management is to ensure that it maintains a strong credit rating
and healthy capital ratios in order to support its business and maximise shareholder value objectives include,
among others:
⢠Ensure Company''s ability to meet both its long-term and short-term capital needs as a going concern;
⢠Constantly evolve multiple funding alternatives - equity and / or preference capital, non convertible
debentures, corporate loan facilities to arrive at an optimal capital mix;
No changes were made in the objectives, policies or processes during the year ended March 31,2026 and March
31,2025
The Company maintains a mixture of cash and cash equivalents that are designed to ensure the Company has
sufficient available funds for business requirements.
The Company does not have any short term or long term outstanding debts and hence the Debt to Equity Ratio is
zero as at March 31,2026 and March 31,2025.
32 Fair value hierarchy
The table below analyses recurring fair value measurements for financial assets and financial liabilities. These
fair value measurements are categorised in to different levels in the fair value hierarchy based on the inputs to
valuation techniques used. The different levels are defined as follows:
Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2: inputs other than quoted prices that is observable for the asset or liability, either directly or indirectly.
Level 3: valuation techniques that include inputs for the asset or liability that are not based on observable market
data (unobservable inputs).
37 Delay in Appointment of Company Secretary
The Company Secretary resigned w.e.f 26 August 2025. The management is taking necessary steps to fill the
vacancy at the earliest. Pending such appointment, the Company has ensured that all applicable statutory and
regulatory compliances are being duly adhered to by the designated officials."
40 The Company has received Rs.12,92,636/- (equivalent to Euros 20,000) during the financial year 2009-10
towards advance for the sale of 80% shareholding in its wholly owned subsidiary B2B Technologies Kassel
Gmbh. The shares have not been transferred pending approval from RBI. The company has made a
provision of Rs. 39,37,554 towards loss on sale of investment and a provision for Rs.13,07,549 for
dimunition in the value of investment.
41 The Wholly Owned Subsidiaries of the company at Malaysia, B2B Infotech SDN BHD and at Singapore,
B2B Infotech Pte Ltd are under liquidation. The Company has made a provision for dimunition in the value of
investment to the extent of 100% of the carrying amount.
The Company is primarly engaged in Information Technology and related services. There is one reportable
geographical segment in terms of IND AS 108 on Segment Reporting issued by the The Institute of
Chartered Accountants of India.
46 Increase in Authorised Share CapitalPursuant to the approval of the shareholders at the EGM held on 26
March 2026, the authorised share capital of the Company was increased from Rs. 12,00,00,000 divided
into 1,20,00,000 equity shares of Rs. 10 each to Rs. 18,00,00,000 divided into 1,80,00,000 equity shares of
Rs. 10 each.Consequently, Clause V of the Memorandum of Association of the Company was altered to
reflect the above increase.
47 Loan to B2B ESOP Trust We have observed that an amount of Rs.60,00,000/- is advanced to B2B
ESOP Trust in February 2008 and Rs. 40,00,000/- is advanced in March 2025, for allotment of shares to
employees under ESOP scheme. The Company allotted 6,00,000 shares to B2B ESOP Trust in April 2008.
During the year, the Company has received Rs. 26,07,550/- from B2B ESOP Trust towards repayment of
Loan out of the proceeds of shares received upon excerise of shares by the employees. The details of the
grant of ESOPs is given in Note 49 below.
48 Withdrawal of ESOP Allotment and Request for Cancellation of PAS-3The Company filed Form PAS-3 on
March 25, 2025 for allotment of 4,00,000 equity shares under the ESOP Trust route. Subsequently, upon
detailed evaluation of the compensation framework, the Board of Directors decided to withdraw the said
allotment. The Company stated that no options were granted or exercised and that the said allotment has
been reversed and not given effect to in the financial statements. The Company also made an application to
the Registrar of Companies for cancellation of the said filing, which is pending as at reporting date.
The Nomination and Remuneration Committee (NRC) of the Board of Directors approved the ESOP
Scheme 2024 vide resolution dated 11 February 2025, under which the Company had granted options to
the eligible employees of the Company pursuant to the approval of the shareholders dated 26 September
2024 and in-principle approval obtained from BSE Limited under Regulation 28(1) of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations. The options granted under the Scheme during the
previous financial year have vested and have been exercised by the eligible employees during the financial
year 2025-26 in accordance with the terms of the Scheme. The details of the Scheme are as follows:
54 The provisions of Section 135 of the Companies Act, 2013 is not applicable to the company. Hence, the
company has not incurred any amount towards Corporate Social Responsibitily during the current year or
previous year.
55 Other Disclosure Requirement in Schedule III
a) The company does not have any transaction with the companies struck off under section 248 of the
Companies Act 2013 or section 560 of the Companies Act 1956 during the year ended March 31,2026 and
March 31,2025.
b) There are no charges or satisfaction which are to be registered with the Registrar of Companies during the
year ended March 31,2026 and March 31,2025.
c) The company complies with the number of layers of companies in accordance with clause 87 of Section 2 of
the Act read with the Companies (Restriction on number of layers) rules 2017 during the year ended March
31.2026 and March 31,2025.
d) The company has not invested or traded in cryptocurrency or virtual currency during the year ended March
31.2026 and March 31,2025.
e) No proceedings have been initiated on or are pending against the company for holding Benami property
under the Prohibition of Benami Property Transaction Act 1988 (as amended in 2016) (formally the Benami
Transactions (Prohibition) Act 1988 (45 of 1988) and Rules made thereunder during the year ended March
31.2026 and March 31,2025.
f) The Company is not declared as willful defaulter by any bank or financial institution (as defined under the
Companies Act, 2013) or consortium thereof or other lender in accordance with the guidelines on willful
defaulters issued by the Reserve Bank of India.
g) The company has not entered into any scheme of arrangement approved by the competent authority in
terms of sections 232 to 237 of the Companies Act 2013 during the year ended March 31,2026 and March
31,2025.
h) During the year ended March 31,2026 and March 31,2025, the company has not surrendered or disclosed
as income any transactions not recorded in the books of accounts in the course of tax assessments under
the Income Tax Act, 1961 (such as search or survey or any other relevant provisions of the Income Tax Act
1961).
i) During the year ended March 31,2026 and March 31, 2025, the company has not advanced or loaned or
invested funds (either borrowed funds or the share premium or kind of funds) to any other person or entities,
including foreign entities (Intermediarntities,
including foreign entities (Intermediaries) with the understanding (whether recorded in writing or otherwise)
that the intermediary shall: 1. 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 2. Provide any guarantee,
security or the like to or on behalf of the ultimate beneficiaries.
j) During the year ended March 31,2026 and March 31,2025, the company has not received any funds from
any persons or entities including foreign entities (Funding party) with the understanding (whether recorded
in writing or otherwise) that the company shall:
1. 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
2. Provide any guarantee, security or the like on behalf of the ultimate beneficiaries.
k) The Company does not have any immovable properties included under Property, Plant & Equipments.
l) The Company does not have any Investment Property and intangible assets under development.
56 Events after the Reporting PeriodIssue of Bonus Shares:The Company, pursuant to approval of
shareholders obtained on EGM conducted on 26 March 2026, has issued bonus equity shares in the ratio of
1:2 (one equity share for every two equity shares held). The allotment of bonus shares was completed on 2
April 2026 and the shares were credited to shareholders'' accounts on or before 6 April 2026. Accordingly,
the share capital and reserves as at 31 March 2026 do not reflect the above bonus issue. In accordance with
the principles of Ind AS 10, the above represents a non-adjusting event and hence has not been recognized
in the financial statements as at 31 March 2026. However, the effect of bonus shares has been considered
at the time of calculation of Diluted EPS in Note 38 above.
57 Interim DividendThe Company, vide Board Resolution dated 30.01.2026, declared an interim dividend of
Rs. 1 per share. The record date for determining the entitlement of members to the interim dividend was 07
February 2026.
58 Previous period figures have been regrouped/reclassified/rearranged, wherever necessary, to conform to
those
c) Rights, preferences and restrictions attached to equity shares:
(i) The Company has only one class of equity shares having a par value of Rs. 10 each. Each holder of equity shares is entitled to one vote per share. The Company declares and pay dividend in Indian rupees.
(ii) In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amount, in proportion to the shareholding. The distribution will be in proportion to the number of the equity shares held by the shareholders.
(All amounts in Indian Rupees In lakhss In lakhss In lakhss in Lakhs, except share data and where otherwise stated)
31 Financial risk managament objectives and policies: The Company''s principal financial liabilities comprises of loans and borrowings and trade and other payables. The main purpose of these financial liabilities is to raise finance for the Company''s operations. The Company has loans and receivables, trade and other receivables, and cash and short-term deposits that arise directly from its operations. The Company also hold investments designated at fair value through profit or loss, fair value through other comprehensive income, at amortised cost and at cost for investment in subsidiaries.
The Company is exposed to Foreign Currency risk, credit risk and liquidity risk.
The Company''s senior management oversees the management of these risks. The Company''s senior management advises on financial risks and the appropriate financial risk governance framework for the Company. It is the Company''s policy that no trading in derivatives for speculative purpose may be undertaken. The directors reviews and agrees policies for managing each of these risks which are summarised below:
Foreign currency risk
Foreign currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in foreign exchange rate. The majority of our assets are located in India where the Indian Rupees In Lakhs is the functional currency. Currency exposures also exist in the nature of revenue expenditure and services denominated in currencies other than the Indian Rupees In lakhss In lakhs.
Foreign currency exposures are normally unhedged.
Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Company is exposed to credit risk from its operating activities (primarily for trade and other receivables) and from its financing activities, including short-term deposits with banks and financial institutions, and other financial assets.
The carrying value of financial assets represents the maximum exposure for credit risk. The maximum exposure to credit risk of each class of financial assets at the reporting date was as follows:
The credit worthiness of customers / subsidiaries to which the Company grants credit in the normal course of the business is monitored regularly. The credit risk for liquid funds and other short-term financial assets is considered negligible, since the counterparties are reputable banks with high quality external credit ratings.
Liquidity risk analysis:
The Company''s main source of liquidity is its operating businesses. The treasury department uses regular forecasts of operational cash flow, investment and trading collateral requirements to ensure that sufficient liquid cash balances are available to service on-going business requirements. The Company manages its liquidity needs by carefully monitoring cash-outflows due in day-to-day business. Liquidity needs are monitored in various time bands, on a day-to-day and week-to-week basis, as well as on the basis of a rolling 90 day projection. Longterm liquidity needs for a 90 day and a 30 day lookout period are identified monthly.
The Company requires funds both for short-term operational needs as well as for long-term investment programmes:
The following is an analysis of the Company contractual undiscounted cash flows payable under financial liabilities at 31 March 2025
Capital includes equity attributable to the equity holders of the parent and debt.
The primary objective of the Company''s capital management is to ensure that it maintains a strong credit rating and healthy capital ratios in order to support its business and maximise shareholder value objectives include, among others:
⢠Ensure Company''s ability to meet both its long-term and short-term capital needs as a going concern;
⢠Constantly evolve multiple funding alternatives - equity and / or preference capital, non convertible debentures, corporate loan facilities to arrive at an optimal capital mix;
No changes were made in the objectives, policies or processes during the year ended March 31,2025 and March 31,2024.
The Company maintains a mixture of cash and cash equivalents that are designed to ensure the Company has sufficient available funds for business requirements.
The Company does not have any short term or long term outstanding debts and hence the Debt to Equity Ratio is zero as at March 31,2025 and March 31,2024.
The table below analyses recurring fair value measurements for financial assets and financial liabilities. These fair value measurements are categorised in to different levels in the fair value hierarchy based on the inputs to valuation techniques used. The different levels are defined as follows:
Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2: inputs other than quoted prices that is observable for the asset or liability, either directly or indirectly.
Level 3: valuation techniques that include inputs for the asset or liability that are not based on observable market data (unobservable inputs).
The Company recognises transfers between levels of the fair value hierarchy as of the end of the reporting year during which the transfer has occurred. During the year ended 31 March 2024, there were no transfers between Level I, Level II and Level III fair value measurements.
34. Capital commitments and Contingent liabilities and Contingent Assets
There are no Capital commitments, Contingent Liabilities and Contingent Assets as on 31st March, 2025 (previous Year NIL)
40 The Company has received Rs.12,92,636/- (equivalent to Euros 20,000) during the financial year 2009-10 towards advance for the sale of 80% shareholding in its wholly owned subsidiary B2B Technologies Kassel
Gmbh.The shares have not been transferred pending approval from RBI. The company has made a provision of Rs. 39,37,554 towards loss on sale of investment and a provision for Rs.13,07,549 for dimunition in the value of investment.
41 The Wholly Owned Subsidiaries of the company at Malaysia, B2B Infotech SDN BHD and at Singapore, B2B Infotech Pte Ltd are under liquidation.The Company has made a provision for dimunition in the value of investment to the extent of 100% of the carrying amount.
42 The Company is primarly engaged in Information Technology and related services. There is one reportable geographical segment in terms of IND AS 108 on Segment Reporting issued by the The Institute of Chartered Accountants of India.
43 Deferred tax asset/liability is determined and accounted as per Ind-AS 12 issued by ICAI.
"The company''s existing ESOP Scheme 2007 is modified to align with the recent amendments to SEBI regulations. An amount of Rs.60,00,000/- is advanced to B2B ESOP Trust in February 2008, for allotment of shares to employees under ESOP scheme. An amount of 40,00,000/- has been advanced in the financial year 2024-25 in line with ESOP Scheme 2024. The NRC of Board of Directors approved the ESOP Scheme 2024 vide resolution dated 11.02.2025 under which the company has granted Options to the eligible employees of the Company under the Scheme in terms of the approval of the shareholders dated 26.09.2024 and in-principle approval obtained from the BSE Limited under Regulation 28(1) of the SEBI Listing Regulations. The company accounts the plan as an equity settled plan and details are as follows:"
|
B2B ESOP Scheme 2024 : |
|
|
Date of Grant |
11.02.2025 |
|
Fair Value of Option |
23.92 (as per valuation report) |
|
Excercise price |
10 per option |
|
Expense debited to Statement of Profit and Loss |
Rs. 9,70,701 |
50 The provisions of Section 135 of the Companies Act, 2013 is not applicable to the company. Hence, the company has not incurred any amount towards Corporate Social Responsibitily during the current year or previous year.
51 Other Disclosure Requirement in Schedule III
a) The company does not have any transaction with the companies struck off under section 248 of the Companies Act 2013 or section 560 of the Companies Act 1956 during the year ended March 31,2025 and March 31,2024.
b) There are no charges or satisfaction which are to be registered with the Registrar of Companies during the year ended March 31,2025 and March 31,2024.
c) The company complies with the number of layers of companies in accordance with clause 87 of Section 2 of the Act read with the Companies (Restriction on number of layers) rules 2017 during the year ended March 31,2025 and March 31,2024.
d) The company has not invested or traded in cryptocurrency or virtual currency during the year ended March 31, 2025 and March 31,2024.
e) No proceedings have been initiated on or are pending against the company for holding Benami property under the Prohibition of Benami Property Transaction Act 1988 (as amended in 2016) (formally the Benami Transactions (Prohibition) Act 1988 (45 of 1988) and Rules made thereunder during the year ended March 31, 2025 and March 31,2024.
f) The Company is not declared as willful defaulter by any bank or financial institution (as defined under the Companies Act, 2013) or consortium thereof or other lender in accordance with the guidelines on willful defaulters issued by the Reserve Bank of India.
g) The company has not entered into any scheme of arrangement approved by the competent authority in terms of sections 232 to 237 of the Companies Act 2013 during the year ended March 31,2025 and March 31,2024.
h) During the year ended March 31,2025 and March 31,2024, the company has not surrendered or disclosed as income any transactions not recorded in the books of accounts in the course of tax assessments under the Income Tax Act, 1961 (such as search or survey or any other relevant provisions of the Income Tax Act 1961).
"i) During the year ended March 31, 2025 and March 31, 2024, the company has not advanced or loaned or invested funds (either borrowed funds or the share premium or kind of funds) to any other person or entities, including foreign entities (Intermediaries) with the understanding (whether recorded in writing or otherwise) that the intermediary shall: 1. 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 2. Provide any guarantee, security or the like to or on behalf of the ultimate beneficiaries."
"j) During the year ended March 31,2025 and March 31,2024, the company has not received any funds from any persons or entities including foreign entities (Funding party) with the understanding (whether recorded in writing or otherwise) that the company shall: 1. 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 2. Provide any guarantee, security or the like on behalf of the ultimate beneficiaries."
k) The Company does not have any immovable properties included under Property, Plant & Equipments.
l) The Company does not have any Investment Property and intangible assets under development.
52 "Subsequent eventsNo significant subsequent events have been observed till date of approval of Financials which may require any additional disclosure or an adjustment to the financial statements."
53 Previous period figures have been regrouped/reclassified/rearranged, wherever necessary, to conform to those of the Current Period.
2.18 Provisions and contigencies
The Company recognises a provision when there is a present obligation as a result of past obligating event that probably requires an outflow of resources and a reliable estimate can be made of the amount of the obligation. A disclosure for a contingent liability is made when there is a possible obligation or a present obligation that may, but probably will not, require an outflow of resources. Where there is a possible obligation or a present obligation that the likelihood of outflow of resources is remote, no provision or disclosure is made. Provisions for onerous contracts i.e. contracts where the expected unavoidable costs of meeting the obligations under the contract exceed the economic benefits expected to be received under it, are recognized when it is probable that an outflow of resources embodying economic benefits will be required to settle a present obligation as a result of an obligating event, based on a reliable estimate of such obligation.
2.19 Significant accounting judgements, estimates and assumptions
The preparation of financial statements in conformity with IND AS requires management to make certain critical accounting estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period.
The principal accounting policies adopted by the Company in the financial statements are as set out above. The application of a number of these policies required the Company to use a variety of estimation techniques and apply judgment to best reflect the substance of underlying transactions.
The Company has determined that a number of its accounting policies can be considered significant, in terms of the management judgment that has been required to determine the various assumptions underpinning their application in the financial statements presented which, under different conditions, could lead to material differences in these statements.
The policies where significant estimates and judgments have been made are as follows:
Estimates and assumptions
The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting date, that have a significant risk of causing a material adjustments to the carrying amounts of assets and liabilities within the next financial year are discussed below:
⢠Estimation of fair value of acquired financial assets and financial liabilities: When the fair value of financial assets and financial liabilities recorded in the Balance sheet cannot be derived from active markets, their fair value is determined using valuation techniques including the discounted cash flow model. The inputs to these models are taken from observable markets where possible, but where this is not feasible, a degree of judgment is required in establishing fair values. The judgments include considerations of inputs such as liquidity risk, credit risk and volatility. Changes in assumptions about these factors could affect the reported fair value of financial instruments.
⢠Un-collectability of trade receivables: Analysis of historical payment patterns, customer concentrations, customer creditworthiness and current economic trends. If the financial condition of a customer deteriorates, additional allowances may be required. Further recoverability of various claims as per power purchase agreement including change in law claim are subject to adjudicate at appropriate regulatory authorities.
⢠Taxes: Uncertainties exist with respect to the interpretation of complex tax regulations, changes in tax laws, and the amount and timing of future taxable income. Given the long-term nature and complexity of existing contractual agreements, differences arising between the actual results and the assumptions made, or future changes to such assumptions, could necessitate future adjustments to tax income and expense already recorded. The Company establishes provisions, based on reasonable estimates, for possible consequences of assessment by the tax authorities. The amount of such provisions is based on various factors, such as experience of previous tax assessment and differing interpretations of tax laws by the taxable entity and the responsible tax authority. The Company assesses the probability for litigation and subsequent cash outflow with respect to taxes.
⢠Gratuity benefits: The cost of defined benefit plans and the present value of the obligation are determined using actuarial valuations. An actuarial valuation involves making various assumptions which may differ from actual developments in the future. These include the determination of the discount rate, future salary increases and mortality rates. Due to the complexity of the valuation, the underlying assumptions and its long-term nature, a defined benefit obligation is highly sensitive to changes in these assumptions. All assumptions are reviewed at each reporting date.
Actual results can differ from estimates.
2.20 Recent accounting pronouncements
The Ministry of Corporate Affairs (MCA) notifies new standards or amendments to the existing standards under Companies (Indian Accounting Standards) Rules as issued from time to time. On March 31, 2023, MCA amended the Companies (Indian Accounting Standards) Amendment Rules, 2023, as below:
a) Ind AS 1, Presentation of Financial Statements - This amendment requires the entities to disclose their material accounting policies rather than their significant accounting policies. The effective date for adoption of this amendment is annual periods beginning on or after April 1, 2023. The Company has evaluated the amendment and the impact of the amendment is insignificant in the standalone financial statements.
b) Ind AS 8, Accounting Policies, Changes in Accounting Estimates and Errors - This amendment has introduced a definition of âaccounting estimates'' and included amendments to Ind AS 8 to help entities distinguish changes in accounting policies from changes in accounting estimates. The effective date for adoption of this amendment is annual periods beginning on or after April 1,2023. The Company has evaluated the amendment and there is no impact on its Standalone financial statements.
c) Ind AS 12, Income Taxes - This amendment has narrowed the scope of the initial recognition exemption so that it does not apply to transactions that give rise to equal and offsetting temporary differences. The effective date for adoption of this amendment is annual periods beginning on or after April 1, 2023. The Company has evaluated the amendment and there is no impact on its Standalone financial statements.
31 Financial risk managament objectives and policies:
The Companyâs principal financial liabilities comprises of loans and borrowings and trade and other payables. The main purpose of these financial liabilities is to raise finance for the Companyâs operations. The Company has loans and receivables, trade and other receivables, and cash and short-term deposits that arise directly from its operations. The Company also hold investments designated at fair value through profit or loss, fair value through other comprehensive income, at amortised cost and at cost for investment in subsidiaries.
The Company is exposed to Foreign Currency risk, credit risk and liquidity risk.
The Company''s senior management oversees the management of these risks. The Company''s senior management advises on financial risks and the appropriate financial risk governance framework for the Company. It is the Companyâs policy that no trading in derivatives for speculative purpose may be undertaken.
The directors reviews and agrees policies for managing each of these risks which are summarised below: Foreign currency risk
Foreign currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in foreign exchange rate. The majority of our assets are located in India where the Indian rupee is the functional currency. Currency exposures also exist in the nature of revenue expenditure and services denominated in currencies other than the Indian Rupee.
Foreign currency exposures are normally unhedged.
The carrying amount of the Companyâs financial assets and liabilities in different currencies are as follows:
Credit risk analysis
Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Company is exposed to credit risk from its operating activities (primarily for trade and other receivables) and from its financing activities, including short-term deposits with banks and financial institutions, and other financial assets.
The credit worthiness of customers / subsidiaries to which the Company grants credit in the normal course of the business is monitored regularly. The credit risk for liquid funds and other short-term financial assets is considered negligible, since the counterparties are reputable banks with high quality external credit ratings.
Liquidity risk analysis:
The Companyâs main source of liquidity is its operating businesses. The treasury department uses regular forecasts of operational cash flow, investment and trading collateral requirements to ensure that sufficient liquid cash balances are available to service on-going business requirements. The Company manages its liquidity needs by carefully monitoring cash-outflows due in day-to-day business. Liquidity needs are monitored in various time bands, on a day-to-day and week-to-week basis, as well as on the basis of a rolling 90 day projection. Long-term liquidity needs for a 90 day and a 30 day lookout period are identified monthly.
The Company requires funds both for short-term operational needs as well as for long-term investment programmes:
The following is an analysis of the Company contractual undiscounted cash flows payable under financial liabilities at 31 March 2024
33 Fair value hierarchy
The table below analyses recurring fair value measurements for financial assets and financial liabilities. These fair value measurements are categorised in to different levels in the fair value hierarchy based on the inputs to valuation techniques used. The different levels are defined as follows:
Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2: inputs other than quoted prices that is observable for the asset or liability, either directly or indirectly.
Level 3: valuation techniques that include inputs for the asset or liability that are not based on observable market data (unobservable inputs).
49 The provisions of Section 135 of the Companies Act, 2013 is not applicable to the company. Hence, the company has not
incurred any amount towards Corporate Social Responsibitily during the current year or previous year.
50 a) The company does not have any transaction with the companies struck off under section 248 of the Companies Act 2013 or
section 560 of the Companies Act 1956 during the year ended March 31, 2024 and March 31,2023.
b) There are no charges or satisfaction which are to be registered with the Registrar of Companies during the year ended March 31, 2024 and March 31, 2023.
c) The company complies with the number of layers of companies in accordance with clause 87 of Section 2 of the Act read with the Companies (Restriction on number of layers) rules 2017 during the year ended March 31,2024 and March 31,2023.
d) The company has not invested or traded in cryptocurrency or virtual currency during the year ended March 31, 2024 and March 31,2023.
e) No proceedings have been initiated on or are pending against the company for holding Benami property under the Prohibition of Benami Property Transaction Act 1988 (as amended in 2016) (formally the Benami Transactions (Prohibition) Act 1988 (45 of 1988) and Rules made thereunder during the year ended March 31, 2024 and March 31, 2023.
f) The Company is not declared as willful defaulter by any bank or financial institution (as defined under the Companies Act, 2013) or consortium thereof or other lender in accordance with the guidelines on willful defaulters issued by the Reserve Bank of India.
g) The company has not entered into any scheme of arrangement approved by the competent authority in terms of sections 232 to 237 of the Companies Act 2013 during the year ended March 31, 2024 and March 31, 2023.
h) During the year ended March 31, 2024 and March 31, 2023, the company has not surrendered or disclosed as income any transactions not recorded in the books of accounts in the course of tax assessments under the Income Tax Act, 1961 (such as search or survey or any other relevant provisions of the Income Tax Act 1961).
âi) During the year ended March 31, 2024 and March 31, 2023, the company has not advanced or loaned or invested funds (either borrowed funds or the share premium or kind of funds) to any other person or entities, including foreign entities (Intermediaries) with the understanding (whether recorded in writing or otherwise) that the intermediary shall:
1. 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
2. Provide any guarantee, security or the like to or on behalf of the ultimate beneficiaries.â
âj) During the year ended March 31, 2024 and March 31, 2023, the company has not received any funds from any persons or entities including foreign entities (Funding party) with the understanding (whether recorded in writing or otherwise) that the company shall:
1. 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
2. Provide any guarantee, security or the like on behalf of the ultimate beneficiaries.â
k) The Company does not have any immovable properties included under Property, Plant & Equipments.
l) The Company does not have any Investment Property and intangible assets under development.
51 Subsequent events
No significant subsequent events have been observed till date of approval of Financials which may require any additional
disclosure or an adjustment to the financial statements.â
52 Previous period figures have been regrouped/reclassified/rearranged, wherever necessary, to conform to those of the Current
Period.
B2B Software Technologies is one of the most prominent and competent Microsoft Dynamics Navision Solution Center of Microsoft Dynamics and the number one partner in undivided Andhra Pradesh, India. The team of Microsoft Dynamics NAV 2009 certified consultants has carried out successful implementations across various industry segments. Our customers include end-user companies as well as other solution centers in Europe, USA, Australia and Asian markets, for whom we undertake the off-shore / onsite solution development There are no taxable profits for the current year after availing the brought forward losses as per the provisions of The Income tax act, 1961. Thus Provision for income tax has not been made for the current year.
2. The Company has received Rs.12,92,636/- (equivalent to Euros 20,000) during the financial year 2009-10 towards advance for the sale of 80% shareholding in its wholly owned subsidiary B2B Technologies Kassel Gmbh.The shares have not been transferred pending approval from RBI. The company has made a provision of Rs. 39,37,554 towards loss on sale of investment and a provision for Rs.13,07,549 for dimunition in the value of investment.
3. The Wholly Owned Subsidiaries of the company at Malaysia, B2B Infotech SDN BHD and at Singapore, B2B Infotech Pte Ltd are under liquidation.The Company has made a provision for dimunition in the value of investment to the extent of 100% of the carrying amount.
4. The Company is primarly engaged in Information Technology and related services. There are no other reportable segments in terms of Accounting Standard 17 on Segment Reporting issued by the The Institute of Chartered Accountants of India.
5. Deferred tax asset/liability is not determined and accounted as per Accounting Standard-22 issued by ICAI as the related benefits on tax losses are considered
6. Employee Benefits
During the year the company has made a provision of Rs.884,454/- for gratu ity based on Actuarial Valuation. The company has not created any assets to meet this obligation. Disclosure as required by Accounting Standard - 15 ,Employee Benefits,
2. The Company has purchased Motor Car on Hire Purchase basis from Kotak Mahindra in the year 2008. The same has been secured against the hypothecation and persona] guarantee of the directors.
3. The Company has received Rs. 12,92,636/- (equivalent to Euros 20,000) during the financial year 2009-10 towards advance for the sale of 80% shareholding in its wholly owned subsidiary B2B Technologies Kassel Gmbh.The shares have not been transferred pending approval from RBI. The company has made a provision of Rs. 39,37,554 towards loss on sale of investment and a provision for Rs.13,07,549 for dimunition in the value of investment.
4. The Wholly Owned Subsidiaries of the company at Malaysia, B2B Infotech SDN BHDand at Singapore, B2B Infotech Pte Ltd are under liquidation.The Company has made a provisionfor dimunition in the value of investment to the extent of 100% of the carrying amount.
5. The Company is primarly engaged in Information Technology and related services. There are no other reportable segments in terms of Accounting Standard 17 on Segment Reporting issued by the The Institute of Chartered Accountants of India.
6. Employee Benefits
During the year the company has made a provision of Rs.12,67,083/-for gratuity based on Actuarial Valuation. The company has not created any assets to meet this obligation. Disclosure as required by Accounting Standard -15 Employee Benefits''
7. Deferred tax asset/liability is not determined and accounted as per Accounting Standard-22 issued by ICAI as the related benefits on tax losses are considered virtually uncertain.
8 Nature of operations
B2B Software Technologies is one of the most prominent and competent Microsoft Dynamics Navision Solution Center of Microsoft Dynamics and the number one partner in Andhra Pradesh, India. The team of Microsoft Dynamics NAV 2009 certified consultants has carried out successful implementations across various industry segments. Our customers include end-user companies as well as other solution centers in Europe, USA, Australia and Asian markets, for whom we undertake the off-shore / onsite solution development
II. Taxation
Provision for income tax has not been made for the current year since there is no taxable profits further The benefit of tax losses has not been brought to account as related benefits are not considecso virtually certain. Hence the value of deferred tax is not determined and accounted as per the provisions of Accounting Sandard 22 on Accounting for taxes on Income, issued by The Institute of Chartered Accountants of India.
III The Company has purchased Motor Car on Hire Purchase basis from Kotak Mahindra in the year 2008. The same has been secured against the hypothecate and personal guarantee of the directors.
IV. The Company has received Rs. 12,92,636/-equivalent to Euros 20,000 towards advance for the sale of 80% shareholding in its wholly owned subsidiary B3 Software Technologies Kassel Gmbh.The shares have not been transferred pending approval from RBI. The company has made a provision of Rs. 39,37,5(4 towards loss on sale of investment and a provision for Rs,13,07,549 for dimunition in the value of investment.
V. The Wholly Owned Subsidiaries of the company at Malaysia, B2B Infotech SDN BHD and at Singapore, B2B Infotech Pte Ltd are under liquidation.The Ompany has made a provision for dimunition in the value of investment to the extent of 100% of the carrying amount.
VI. The Company is primarly engaged in Information Technology and related services. There are no other reportable segments in terms of Accounting Standard 17 on Segment Reporting issued by the The Institute of Chartered Accountants of India.
VII. Previous year figures have been regrouped to conform with the current year presentation.
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