అకౌంట్స్ గమనికలుSambhaav Media Ltd.

Mar 31, 2026

XIII. Provisions, Contingent Liabilities and Contingent Assets:

Provision is recognized when the Company has a present obligation (legal or constructive) as a result
of past events and it is probable that the outflow of resources will be required to settle the obligation
and in respect of which reliable estimates can be made.

A disclosure for contingent liability is made when there is a possible obligation that may, but probably
will not require an outflow of resources. When there is a possible obligation or a present obligation
in respect of which the likelihood of outflow of resources is remote, no provision/ disclosure is made.
The Company does not recognize a contingent liability but discloses its existence in the financial
statements.

Contingent assets are not recognized in the financial statements. Provisions and contingencies are
reviewed at each balance sheet date and adjusted to reflect the correct management estimates.

If the effect of the time value of money is material, provisions are discounted using a current pre-tax
rate that reflects, using a current pre-tax rate that reflects, when appropriate, and the risks specific to
the liability. Commitments include the amount of purchase order (net of advances) issued to parties
for completion of assets. Provisions, contingent liabilities, contingent assets and commitments are
renewed at each balance sheet date.

XIV. Cash and Cash Equivalents

Cash and cash equivalent comprise cash on hand and demand deposits with banks which are short¬
term, highly liquid investments that are readily convertible into known amounts of cash and which
are subject to insignificant risk of changes in value.

XV. Leases

As per Ind AS 116 "Leases", the determination of whether an arrangement is (or contains) a lease
is based on the substance of the arrangement at the inception of the lease. The arrangement is, or
contains, a lease if fulfilment of the arrangement is dependent on the use of a specific asset or assets
and the arrangement conveys a right to use the asset or assets, even if that right is not explicitly
specified in an arrangement.

As a lessee

The Company recognize right-of-use asset representing its right to use the underlying asset for the
lease term at the lease commencement date. The cost of the right-of-use asset measured at inception
shall comprise of the amount of the initial measurement of the lease liability adjusted for any lease
payments made at or before the commencement date less any lease incentives received, plus any
initial direct costs incurred and an estimate of costs to be incurred by the lessee in dismantling and
removing the underlying asset or restoring the underlying asset or site on which it is located. The
right-of-use assets is subsequently measured at cost less any accumulated depreciation, accumulated
impairment losses, if any and adjusted for any re-measurement of the lease liability. The right-of-use
assets is depreciated using the straight-line method from the commencement date over the shorter
of estimated lease term or useful life of right-of-use asset.

Right-of-use assets are tested for impairment whenever there is any indication that their carrying
amounts may not be recoverable. Impairment loss, if any, is recognized in the statement of profit
and loss.

The lease liability is initially measured at amortized cost at the present value of the future lease
payments. The lease payments are discounted using the interest rate implicit in the lease or, if not
readily determinable, using the incremental borrowing rates in the country of domicile of these leases.

Amortization on Right to use assets

Amortization is provided on straight line method over the useful life of asset as assessed by the
management. Amortization is charged on pro-rata basis for asset purchased/sold during the year.

The exception permitted in Ind AS 116 for low value assets and short-term leases has been adopted
by Company.

XVI. Exceptional items

Certain occasions, the size, type or incidence of an item of income or expense, pertaining to the
ordinary activities of the Company is such that its disclosure improves the understanding of the
performance of the Company, such income or expense is classified as an exceptional item and
accordingly, disclosed in the notes accompanying to the financial statements.

XVII. Discontinued Operation

A discontinued operation is a component of an entity that either has been disposed of, or is classified
as held for sale and that represents a separate line of business or geographical area of operations,
is part of single coordinated plan to dispose of such a line of business or area of operations, or is
a subsidiary acquired exclusively with a view to resale. The results of discontinued operations are
presented separately in the statement of profit and loss.

XVIII. Segment Reporting

As per IND AS 108 An operating segment is component of the company that engages in the business
activity from which the company earns revenues and incurs expenses, for which discrete financial
information is available and whose operating results are regularly reviewed by the chief operating
decision maker, in deciding about resources to be allocated to the segment and assess its performance.
The company''s chief operating decision maker has identified Two business segment as a reportable
segment. The Business Segment comprise 1. Media and Allied Business 2. Technology and Allied
Business Segment.

Revenue and expenses directly attributable to segments are reported under each reportable
segment. All other expenses which are not attributable or allocable to segments have been disclosed
as un-allocable expenses.

Assets and liabilities that are directly attributable or allocable to segments are disclosed under each
reportable segment. All other assets and liabilities are disclosed as un-allocable.

The company prepares its segment information in confirmity with the accounting policies adopted
for preparing and presenting the financial statements of the company as a whole.

XIX. Application of New Accounting Pronouncements:

The Company has applied following Ind AS pronouncements pursuant to issuance of the Companies
(Indian Accounting Standards) Second Amendment Rules, 2025 with effect from 1st April, 2025:

a, Ind AS 7 - Statement of Cash Flows and Ind AS 107 - Financial Instruments: Disclosures: The
amendment requires disclosure of the effects of supplier finance arrangements on the Company''s
liabilities, cash flows and exposure to liquidity risk. The Company has assessed the impact of
such arrangements on the financial statements. The company does not have any supplier finance
arrangement as on reporting date.

b. Ind AS 1 - Presentation of Financial Statements: The amendments primarily impact classification
of liabilities. In accordance with the amendments, the requirement of classification of liabilities as
non-current based on the existence of a right to defer settlement for at least 12 months after the
reporting date has been revised to require that such right must exist, with substance, at the end
of the reporting period. The amendments also require assessment of compliance with covenants

for the purpose of classification of liabilities, along with enhanced disclosures. The Company
has assessed the impact of these amendments and has applied the revised requirements for
classification of liabilities as current or non-current including compliance with covenants, where
applicable.

c. Ind AS 12, International Tax Reform - Pillar Two Model Rules applicable immediately - The
amendments provide a temporary mandatory relief from deferred tax accounting for top-up tax
and disclose that they have applied the relief. This relief is immediate and applies retrospectively.
The Company has no impact of these amendments in its financial statements.

XX. New Amendments yet not effective and not yet adopted by the Companyi. Ind AS 118 — Presentation and Disclosure in Financial Statements:

NFRA has recommended Ind AS 118 which will supersede Ind AS 1. This standard is expected to be
applicable for annual reporting periods beginning on or after 1 April 2027, subject to notification by
the MCA. The standard introduces significant changes to the statement of profit and loss including:

• Mandatory classification of income and expenses into defined categories — operating, investing,
financing, income taxes, and discontinued operations

• New required subtotals such as Operating Profit and Profit before Financing and Income Tax

The Company is currently evaluating the impact of this standard on its financial statements.

2.4 Significant accounting judgements, estimates and assumptions

The preparation of financial statements requires management to make judgements, estimates
and assumptions that affect the reported amounts. The areas involving significant judgement or
estimation uncertainty are:

• Expected credit losses on trade receivables and loans (Notes 9, 39) — estimation of the
provision matrix and forward-looking factors;

• Recoverability of deferred tax assets (Note 19) — assessment of probable future taxable
income against which unused losses/credits can be utilised;

• Impairment of the investment in associate carried at cost and of intangibles (Notes 4, 3) —

assessment of indicators and estimation of recoverable amounts;

• Defined benefit obligations (Note 32) — actuarial assumptions such as discount rate, salary
escalation and mortality;

• Useful lives of property, plant and equipment and intangible assets (Note 3); and Provisions
and contingent liabilities (Note 30)
— assessment of the probability and magnitude of outflows,
including litigation.

3.1 Capital Work in Progress and its Ageing:

There is no capital work in progress as on March 31 2026 and March 31 2025. Accordingly, ageing of
CWIP is not applicable.

3.2 Details of Benami Property Held:

There are no proceedings which have been initiated or pending against the Company for holding any
benami property under the Benami Transactions Prohibition Act, 1988 and rules made thereunder.

3.3 Revaluation of Property, Plant and Equipment and Intangible Assets:

The Company has not revalued its Property, Plant and Equipment and Intangible assets during the
year as well as in previous year.

3.4 Title deeds of Immovable Property not held in the name of the company:

All title deeds of immovable properties are held in the name of the company.

3.5: There is no Intangible Assets Under Development as on March 31,2026 and March 31,2025

4.1 During the current year, the company has exercised its right to convert its existing investment
of Preference shares and Compulsory conversion of Debenture amounting to Rs. 1675.00 lakhs into
equity shares of Gujarat News Broadcasters Private Limited (GNBPL). Upon conversion of existing
preference shares and CCDS; the company acquires additional 21.93% equity share capital of GNBPL
thereby increasing its overall shareholding into GNBPL to 36.85%. Accordingly, GNBPL becomes
associate company of the company w.e.f. December 4, 2025.

4.2 The Company had opted to measure its investments in subsidiaries and associate at cost in ac¬
cordance with Ind AS 27.

9.1 No trade or other receivable are due from directors or other officers of the company either sever¬
ally or jointly with any other person, nor any trade or other receivable are due from firms or private
companies in which director is a partner, a director or a member.

9.2 Refer to Note No. 34 for related party transactions and outstanding balances.

9.3 Allowance for Doubtful Debts

Company has analysed any allowance for doubtful debts based on Lifetime Expected Credit loss
model. -
Refer Note -39

B. Terms/Rights attached to the equity shares

• The Company has only one class of equity shares having a par value of ? 1/- per share. Each
Shareholder is eligible for one vote per share. The dividend proposed by the Board of Directors,
if any, is subject to the approval of shareholders, except in case of interim dividend.

• In the event of liquidation of the company, the holders of shares shall be entitled to receive the
remaining assets of the company, after distribution of all preferential amounts. The amount
distributed will be in proportion to the number of equity shares held by the shareholders.

E. During the 5 years immediately preceeding March 31, 2026, there are no shares allotted as fully
paid up pursuant to contract(s) without payment being received in cash. Also, there are no shares
allotted as fully paid up by way of bonus shares.

14.1 Nature and Purpose of various items in other equity
(a) Securities Premium

Securities premium reserve is used to record the premium on issue of shares. The reserve is utilised
in accordance with the provisions of the Companies Act, 2013.

b) Capital Reserve

The company recognises profit or loss on purchase / sale of the equity instruments in case of merger
to capital reserve.

(c) General Reserve

The company has transferred a its net profit before declaring dividend or a portion of net profit kept
separately for future purpose is disclosed as general reserve.

(d) Retained Earnings

Retained earnings are the profits that the Company has earned till date, less any transfer to General
Reserve, dividends or other distributions paid to the shareholders.

14.2 Fair value gains/(losses) (net of tax) on equity instruments designated at fair value through
other comprehensive income are insignificant and have accordingly been included within Retained
Earnings.

B. Borrowings Obtained on The Basis of Security of Current Assets

As per sanctioned letter issued by Banks, the Company is required to submit Inventory Statement
and Book Debts statement to Banks on monthly basis. The Inventory Statements are in agreement
with books of accounts. The Books Debts are in agreement with books of accounts.

C. There is no charge or satisfaction of charge which is yet to be registered with ROC beyond the
statutory period.

D. Utilisation of Borrowed Funds and Share Premium

As on March 31,2026, there is no unutilised borrowed funds and securities premium. The securities
premium, long-term and short term borrowed funds from banks and financial institutions have been
utilised for the specific purpose for which the funds were raised.

E. Wilful Defaulter

The company is not declared as wilful defaulter by bank, financial institutions or other lender.

Movement in contract liabilities (advance from customers)

Contract liabilities (advance from customers / unearned subscription) moved from ?10.18 lakhs as
at 31 March 2025 to ?11.45 lakhs as at 31 March 2026, and substantially the entire opening balance
was recognised as revenue during the year. Revenue is recognised at a point in time on publication/
airing/display of advertisements and delivery of publications, and over time for e-paper subscriptions;
no significant judgements are involved other than the estimation of volume discounts based on
contractual terms.The Company''s contracts with customers have an original expected duration of one
year or less; accordingly, the practical expedient in Ind AS 115.121 has been applied and information
about remaining performance obligations has not been disclosed.

(i) Additional bonus liability for the F.Y. 2014-15 owing to amendment made in "The Payment of Bonus Act, 1965" w.e.f.
April 01, 2014, has not been provided for as the matter is subjudice before various High Courts in the Country.

(ii) The Hon''ble Supreme Court of India ("SC") by their order dated 28 February 2019, in the case of Surya Roshani Limited
& others v/s EPFO, set out the principles based on which allowances paid to the employees should be identified for
inclusion in basic wages for the purposes of computation of Provident Fund contribution. The Company has provided
the impact of the said supreme court judgement with effect from 1 January 2020. In view of the management, any
additional liability for the period from date of the SC order (28 February 2019) to 31 December 2019 is not material
and hence have not been provided in the books of account. In addition, management is of the view that there is a
considerable uncertainty around the timing and extent in which the judgement will be interpreted and applied by the
regulatory authorities and accordingly, the impact for periods prior to the date SC order (28 February 2019), if any, is
not ascertainable and consequently no financial effect has been provided for in the standalone financial statements.
Accordingly, this has been disclosed as a contingent liability in the standalone financial statements.

(iii) It is not practicable to estimate the timing of cash outflows, if any, in respect of matters stated above, pending reso¬
lution of the proceedings.

(iv) The Income-Tax Department had carried out a search operation at the Company''s various business premises and
residential premises of promoters and certain key employees of the company, under Section 132 of the Income-tax
Act, 1961 on September 08, 2021. The Company had made the necessary disclosures to the stock exchanges in this
regard on September 12, 2021, in accordance with Regulation 30 of the SEBI (LODR) Regulations, 2015 (as amend¬
ed). During the year, the company has received assessment order for AY 2018-19, whereby, the tax liabilities of INR
43.22 Lakhs has been determined. The company has filed rectification letter u/s 154 of the Income Tax Act, 1961.
Subsequent to the year end, the Company received an appellate order dated May 08, 2026 from the Commissioner
of Income Tax (Appeals) for AY 2021-22 and AY 2022-23, whereby the appeal has been partly allowed and addition of
income has been restricted to INR 3.64 Lakhs and 3.50 Lakhs respectively. Accordingly, the possible financial impact,
if any, in respect of AY 2021-22 and AY 2022-23 is presently restricted to tax, interest and penalty, if any, applicable
on the aforesaid sustained addition. The company is taking appropriate steps in the matter based on the legal advice.
Based on the above, Management believes that these developments are unlikely to have a significant impact on the
Company''s financial position as of March 31,2026, and its performance for the year ended on that date as presented
in these standalone financial statements.

31. Segment Reporting

A. The Chief Operating Decision Maker i.e. The Board of Directors, has determined the operating
segment based on the nature and services, risk and return, internal organization structure and
internal performance reporting system. The company is presently engaged in the business of
print media, audio video media through its various mode of operations and Technology and
Allied Business. Accordingly the company has organised its operations into following categories

(i) Media and Allied Business (ii) Technology and Allied Business

B. Information about major customers

Revenue from a two external customer amounted to ? 708.52 lakhs (previous year ? 793.71 lakhs),
representing more than 10% of the Company''s total revenue, and is included in the Technology
and Allied Business and ? 1,773.14 lakhs (previous year ? 1,791.29 lakhs), is included in the Media
and Allied Business segment.

C. Information about geographical areas

i. Segment revenue from "Media Segment" represents revenue generated from external
customers which is fully attributable to the company''s country of domicile i.e. India.

i. The Segment information is prepared in confirmity with the accounting policies adopted for
preparing and presenting the financial statement.

ii. Above segment reports have been derived and prepared on the basis of reports and MIS
generated by the Customized ERP Software.

iii. Unallocated income includes net gain on sale of investment and Property, Plant and Equipment,
Rent Income,Unallocated Interest Income and net gain on financial assets mandatory measured
at fair value through profit or loss.

iv. Segment assets include tangible, intangible, current and non-current assets and exclude current
and non-current investment, deferred tax assets (net), cash and bank balance, fixed deposits and
current tax (net).

32. Disclosures As Required By Ind AS 19 Employee Benefits

The Company has classified the various benefits provided to employees as under:-

(a) Defined contribution plans

• Provident fund

• The Company has recognized the following amounts in the statement of profit and loss:

• Employers'' contribution to provident fund :- Current Year ? 3.95 Lakhs (Previous Year ? 3.37
Lakhs)

(b) Defined benefit plans

• Gratuity

• Compensated absences - Earned leave

• In accordance with Indian Accounting Standard 19, actuarial valuation have been carried out in
respect of the aforesaid defined benefit plans based on the following assumptions-

Economic Assumptions

The discount rate and salary increases assumed are the key financial assumptions and should be
considered together; it is the difference or ''gap'' between these rates which is more important than
the individual rates in isolation.

Discount Rate

The discounting rate is based on the gross redemption yield on medium to long term risk free
investments. The estimated term of the benefits/obligations works out to zero years. For the current
valuation a discount rate of 7.53% p.a. (Previous Year 6.82% p.a.) compound has been used for
gratuity obligation.

Salary Escalation Rate

The salary escalation rate usually consists of at least three components, viz. regular increments,
price inflation and promotional increases. In addition to this any commitments by the management
regarding future salary increases and the Company''s philosophy towards employee remuneration
are also to be taken into account. Again a long-term view as to trend in salary increase rates has to be
taken rather than be guided by the escalation rates experienced in the immediate past, if they have
been influenced by unusual factors.

The entire plan assets of the gratuity fund are held with the Life Insurance Corporation of India (LIC)
under a qualifying insurance policy and comprise a single class of insurer-managed funds (unquoted);
accordingly, no further disaggregation of plan assets by category is applicable.

32.1 On 21 November 2025, the Government of India notified the four Labour Codes - the Code on
Wages, 2019, the Industrial Relations Code, 2020, the Code on Social Security, 2020, and the Occupa¬
tional Safety, Health and Working Conditions Code, 2020 - consolidating 29 existing labour laws. The
Ministry of Labour & Employment published draft Central Rules and FAQs to enable assessment of
the financial impact due to changes in regulations. The Company has re-assessed its liability for Gra¬
tuity and Leave Encashment using this revised wage base.The resulting increase in the Present Value
of Defined Benefit Obligation (PVDBO) has been recognized as a past service cost in the statement
of Profit & Loss and as a experience adjustment in Other Comprehensive Income. The company con¬
tinues to monitor the finalisation of the central and state rules and any further clarifications issued
by the Government under the new labour codes, and will record any changes in the period in which
such update arise.

33. Derivative Instruments

The company does not have any foreign currency exposure as on March 31, 2026 as well as March
31,2025.

34. Related Party Disclosures As Per Ind AS-24(A) Name of related party and nature of relationship1. Subsidiaries

Ved Technoserve India Private Limited (Subsidiary)

2. Associates

Gujarat News Broadcasters Private Limited (w.e.f December 4, 2025)

4. Close Member of Key Management Personnel

Mr. Akash Pavra

5. Enterprises significantly influenced by Key Managerial Personnel

Nila Infrastructures Limited
Nila Spaces Limited

Gujarat News Broadcasters Private limited (Upto December 3, 2025)
Ahmedabad Radio and Mast Services Private Limited

Note:

Balance Outstanding

i. The above related party transactions have been reviewed and approved by the Board of Director/
Audit Committee in accordance with the provisions of Companies Act, 2013, SEBI LODR and policy
of the Company.

ii. The details of guarantees and collaterals extended by the related parties in respect of borrowings
of the Company have been given at the respective notes. The company has disclosed guarantee
amount to the extent of outstanding balance of borrowing amount.

36.Leases
As Lessor:

The Company''s significant leasing arrangement is in respect of office premise let out under an
operating lease. This lease agreement is for a period of 12 months and is usually renewable by mutual
consent on mutually agreeable terms. Since the lease term is for 12 months or less and does not
contain a purchase option, the arrangement does not meet the criteria for classification as a finance
lease and is accordingly accounted for as an "Operating Lease" as per Ind AS 116, Leases. The lease
income recognised in respect of the above arrangement during the year is ? 51.55 lakhs (P.Y. ? 49.87
lakhs). Further, there are no lease payments receivable beyond one year.

As Lessee:

The Company has entered into lease contracts for office premises and other properties on lease,
with lease terms between one to fifteen years. Company has paid short-term lease rent of ?15.90
lakhs (P.Y. ?15.28 lakhs). The Company does not have any leases of low-value assets. The total cash
outflow for leases during the year, including short-term lease payments, is ?104.52 lakhs (previous
year ?151.42 lakhs). There are several lease contracts that include extension and termination options
and variable lease payments, which are further discussed below.

37. Discontinued operation

The execution of the contract awarded by Gujarat State Road Transport Corporation Limited ("GSRTC")
to Sambhaav Media Limited in respect of Implementaion of Public Entertainment System ("The
Contract") on Built, Own & Operate basis was surrendered on 12.09.2022. The Company was able
to realise most of its inventory and trade recevables without any losses. The Properties, Plant and
Equipments have been transferred to "asset held for sale" at the values they are likely to realise and
would be disposed at the earliest. As per Ind AS 105 " Discontinued Operation", the operations of the
contract are considered as Discontinued Operations and the financials are presented for Continued
Operations, with profitability of the Discontinued Operations disclosed as a separate line item.

B. Assets and liabilities classified as held for sale:

There is no assets and liabilities classified as held for sale as on March 31, 2026 and March 31,2025.

38. Financial Instruments - Accounting Classifications and Fair Value Measurements

The fair values of the financial assets and liabilities are included at the amount at which the instrument
could be exchanged in a current transaction between willing parties, other than in a forced or
liquidation sale.

The following methods and assumptions were used to estimate the fair values:

1. Fair values of cash and short term deposits, trade and other short term receivables, trade
payables, other current liabilities, short term loans from banks and other financial institutions
approximate their carrying amounts largely due to short-term maturities of these instruments.

2. Financial instruments with fixed and variable interest rates are evaluated by the Company based
on parameters such as interest rates and individual credit worthiness of the counterparty. Based
on the evaluation, allowances are taken to account for the expected losses of these receivables.

The company uses the following hierarchy for determining and disclosing the fair values of financial
instruments by valuation technique:

Level 1 : Quoted (unadjusted) prices in active markets for identical assets or liabilities.

Level 2 : Other techniques for which all inputs which have a significant effects on the recorded fair
value are observable, either directly or indirectly.

Level 3 : Techniques which use inputs that have a significant effects on the recorded fair value that
are not based on observable market data.

Note : During the reporting period ending March 31, 2026 and March 31, 2025, there were no
transfers between Level 1 and Level 2 fair value measurements.

39. Financial Risk Management Objectives And Policies

The Company''s principal financial liabilities, other than derivatives, comprise loans and borrowings,
lease liabilities, trade and other payables. The main purpose of these financial liabilities is to finance
the Company''s operations. The Company''s principal financial assets include loans, trade and other
receivables, and cash and cash equivalents that derive directly from its operations. The Company also
holds quoted and unquoted investments .

The Company is exposed to market risk, credit risk and liquidity risk. The Company''s senior
management oversees the management of these risks. The Company''s senior management ensures
that the Company''s financial risk activities are governed by appropriate policies and procedures and
that financial risks are identified, measured and managed in accordance with the Company''s policies
and risk objectives.

A. 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. Market risk comprises two types of risk: currency risk and other
price risk, such as equity price risk and commodity risk. Financial instruments affected by market risk
include deposits, investments, derivative financial instruments and borrowings.

B. Interest rate risk

Interest rate risk is the risk that fair value or future cash flows of a financial instrument will fluctuate
because of changes in market interest rates. The company''s liquidity and borrowing''s are managed
by professional at senior management level. The interest rate exposure of the Company is reduced
by matching the duration of investment and borrowings. The interest rate profile of the Company''s
interest - bearing financial instrument as reported to management is as follows:

Interest rate sensitivity

Profit or loss is sensitive to higher/lower interest expense from borrowings as a result of change in
interest rates. The following table demonstrates the sensitivity of floating rate financial instruments
to a reasonably possible change in interest rates. The risk estimates provided assume a parallel shift
of 100 basis points interest rate across all yield curves. This calculation also assumes that the change
occurs at the balance sheet date and has been calculated based on risk exposures outstanding as at
that date. The period end balances are not necessarily representative of the average debt outstand¬
ing during the period.

C. Foreign currency risk

The Company does not have any foreign currency exposure as on March 31, 2026 as well as March
31,2025.

D. Credit risk

Credit risk arises from the possibility that counter party may not be able to settle their obligations
as agreed. To manage this, the Company periodically assesses the financial reliability of customers,
taking into account the financial condition, current economic trends, and analysis of historical bad
debts and ageing of accounts receivable. Individual risk limits are set accordingly.

The Company considers the probability of default upon initial recognition of asset and whether there
has been a significant increase in credit risk on an ongoing basis throughout each reporting period.
To assess whether there is significant increase in credit risk the company compares the risk of a de¬
fault occurring at the reporting date with the risk of default as the date of initial recognition. It consid¬
ers reasonable and supportive forwarding-looking information such as:

i. Actual or expected significant adverse changes in business,

ii. Actual or expected significant changes in the operating result of the counterparty''s business,

iii. Financial or economic conditions that are expected to cause a significant change to the counter¬
party''s ability to mere its obligation,

iv. Significant increase in credit risk on other financial instruments of the same counterparty,

v. Significant changes in the value of the collateral supporting the obligation or in the quality of
third-party guarantees or credit enhancements.

Financial assets are written off when there is no reasonable expectation of recovery, such as a debtor
failing to engage in a repayment plan with the Company. The Company categorises a loan or receiv¬
able for write off when a debtor fails to make contractual payments greater than 3 years past due.
Where loans or receivables have been written off, the Company continues to engage in enforcement
activity to attempt to recover the receivable due. Where recoveries are made, these are recognised
in profit or loss.

The company has assets where the counter- parties have sufficient capacity to meet the obligations
and where the risk of default is very low. Hence, based on historic default rates, the Company believes
that no impairment allowance is necessary in respect of above mentioned financial assets.

E. Liquidity Risk

Liquidity Risk is defined as the risk that the company will not be able to settle or meet its obligations
on time or at reasonable price. The company''s treasury department is responsible for liquidity,
funding as well as settlement management. In addition, processes and policies related to such risks
are overseen by senior management. Management monitors the company''s net liquidity position
through rolling forecast on the basis of expected cash flows.

Maturity profile of financial liabilities

The table below provides details regarding the remaining contractual maturities of financial liabilities
at the reporting date based on contractual undiscounted payments.

Capital management

For the purposes of the Company''s capital management, capital includes issued capital and all
other equity reserves. The primary objective of the Company''s Capital Management is to maximise
shareholder value. The company manages its capital structure and makes adjustments in the light of
changes in economic environment and the requirement of the financial covenants.

42. Utilisation of Borrowed Funds and Share Premium

i. The Company has not advanced or loaned or invested funds (either borrowed funds or share
premium or any other sources or kind of funds) to any other person(s), entity(ies) including
foreign entities (intermediaries) with the understanding that the intermediary shall directly or
indirectly lend or invest in other person or entities identified in any manner whatsoever by or on
behalf of the Company (ultimate benificiaries) or provide any guarantee, security of the like to or
on behalf of the ultimate benificiary.

ii. The Company has not received any from any person(s), entity(ies) including foreign entities
(funding party with the understanding that the Company shall directly or indirectly lend or invest
in other person or entities identified in any manner whatsoever by or on behalf of the Funding
party (ultimate beneficies) or provide any guarantee, security of the like to or on behalf of the
ultimate beneficiary.

43. Relationship and Transactions with struckoff companies

The Company has not entered into any transaction with Struck off companies under section 248 of
Companies Act, 2013 or section 560 of Companies Act, 1956. Further, there is no balance oustanding
with struckoff companies.

44. Compliance with number of layers of companies

The Company has complies with the number of layers prescribed under clause (87) of Section 2 of the
Companies Act, 2013 read with Companies (Restriction on number of Layers) Rules, 2017.

45. Compliance with approved Scheme(s) of Arrangements

No scheme of arrangement has been approved by the competent authority in terms of Section 230
to 237 of the Companies Act, 2013.

46. Details of Crypto Currency or Virtual Currency

The Company has not traded or invested in crypto currency or virtual currency during the financial
year.

47. Undisclosed Income

The Company does not have any such transaction which is not recorded in the books of accounts
that has been surrendered or disclosed as income during the year in the tax assessments under the
Income Tax Act, 1961 ( Such as, search or survey or any other relevant provisions of the Income Tax
Act, 1961).

48. Wilful Defaulter

The Company has not been declared a Wilful Defaulter by any bank, financial institution or other
lender during the year or after the reporting period.

49. Corporate Social Responsibility

The provisions of Section 135 of the Companies Act, 2013 relating to Corporate Social Responsibility
(CSR) are not applicable to the Company, as the Company does not meet the threshold limits
prescribed thereunder in respect of Net Worth, Turnover or Net Profit, based on the audited financial
statements for the financial year ended March 31, 2026. Accordingly, no amount is required to be
spent on CSR activities during the financial year ended March 31,2026.

50. Audit Trail

The company, has used accounting software for maintaining its books of accounts, which has a
feature of recording audit trail (edit log) facility and the same has operated throughout the year for
all relevant transactions recorded in the software except the audit trail feature was not available
for master data changes.The audit trail has been preserved by the company as per the statutory
requirements for records retention.

51. Impairment of assets

The Company has carried out an assessment, in accordance with Ind AS 36 Impairment
of Investment, Property Plant & Equipment and other others, to determine whether there
exists any indication that its non-financial assets may be impaired as at 31 March 2026.
Based on such assessment and the evaluation of relevant internal and external factors, management
is of the view that the recoverable amounts of the aforesaid assets are higher than their respective
carrying amounts. Accordingly, no impairment provision is considered necessary in the financial
statements for the year ended 31 March 2026.


Mar 31, 2025

B. Terms/Rights attached to the equity shares

- The Company has only one class of equity shares having a par value of ?1/- per share. Each Shareholder is eligible for one vote per share. The dividend proposed by the Board of Directors, if any, is subject to the approval of shareholders, except in case of interim dividend.

- In the event of liquidation of the company, the holders of shares shall be entitled to receive the remaining assets of the company, after distribution of all preferential amounts. The amount distributed will be in proportion to the number of equity shares held by the shareholders.

Nature and Purpose of various items in other equity

(a) Securities Premium

Securities premium reserve is used to record the premium on issue of shares. The reserve is utilised in accordance with the provisions of the Companies Act, 2013.

(b) Capital Reserve

The company recognises profit or loss on purchase / sale of the equity instruments in case of merger to capital reserve.

(c) General Reserve

The company has transferred a its net profit before declaring dividend or a portion of net profit kept separately for future purpose is disclosed as general reserve.

(d) Retained Earnings

Retained earnings are the profits that the Company has earned till date, less any transfer to General Reserve, dividends or other distributions paid to the shareholders.

(e) Equity Instruments through Other Comprehensive Income

The fair value change of the equity instruments measured at fair value through other comprehensive income is recognised in equity instruments through Other Comprehensive Income. Upon derecognition, the cummulative fair value changes on the said instruments are transfer to the retained earning.

B. Borrowings Obtained on The Basis of Security of Current Assets

As per sanctioned letter issued by Banks, the Company is required to submit Inventory Statement and Book Debts statement to Banks on monthly basis. The Inventory Statements are in agreement with books of accounts. The Books Debts are in agreement with books of accounts.

C. There is no charge or satisfaction of charge which is yet to be registered with ROC beyond the statutory period.

(i) Additional bonus liability for the F.Y. 2014-15 owing to amendment made in "The Payment of Bonus Act, 1965" w.e.f. April 01, 2014, has not been provided for as the matter is subjudice before various High Courts in the Country.

(ii) The Hon''ble Supreme Court of India ("SC") by their order dated 28 February 2019, in the case of Surya Roshani Limited & others v/s EPFO, set out the principles based on which allowances paid to the employees should be identified for inclusion in basic wages for the purposes of computation of Provident Fund contribution. The Company has provided the impact of the said supreme court judgement with effect from 1 January 2020. In view of the management, any additional liability for the period from date of the SC order (28 February 2019) to 31 December 2019 is not material and hence have not been provided in the books of account. In addition, management is of the view that there is a considerable uncertainty around the timing and extent in which the judgement will be interpreted and applied by the regulatory authorities and accordingly, the impact for periods prior to the date SC order (28 February 2019), if any, is not ascertainable and consequently no financial effect has been provided for in the standalone financial statements. Accordingly, this has been disclosed as a contingent liability in the standalone financial statements.

(iii) The Income-Tax Department had carried out a search operation at the Company''s various business premises and residential premises of promoters and certain key employees of the company, under Section 132 of the Income-tax Act, 1961 on September 08, 2021. The Company had extended full co-operation to the income-tax officials during the search and provided all the information sought by them. The Company had made the necessary disclosures to the stock exchanges in this regard on September 12, 2021, in accordance with Regulation 30 of the SEBI (LODR) Regulations, 2015 (as amended). As on the date of issuance of these financial results, the Company has received notices under section 148 and / or section 142(1)/143(2) of the Income Tax Act, 1961 for the assessment years 2021-22 & 2022-23, to which the company has responded. During the financial year ended March 31, 2025, the Company has received orders of two assessment years (2021-22 and 2022-23), and the Company has filed the necessary response and / or appeal. Management believe that these developments are unlinkely to have significant impact on the Company''s financial position as of March 31, 2025. Given the nature and complexity of the matter, the final outcome of which is not ascertainable, the impact (if any) on the results in relation to the matter cannot be determined at present by the management. The statutory auditors have given Emphasis of Matter in their statutory audit report on standalone financial statements for the year ended March 31, 2025.

(iv) It is not practicable to estimate the timing of cash outflows, if any, in respect of matters stated above, pending resolution of the proceedings.

31. Segment reporting

In terms of Indian Accounting Standard (Ind AS) 108 on ''Operating Segment'' notified in the Act, Segment information has been prescribed in the consolidated Financial statement Note No. 32 prepared pursuant to Indian Accounting Standard (Ind AS) 110 on ''Consolidated Financial Statement'' notified in the Act, included in the Annual Report of the year.

32. Disclosures as required by Ind AS 19 employee benefits

The Company has classified the various benefits provided to employees as under:-

(a) Defined contribution plans Provident fund

The Company has recognized the following amounts in the statement of profit and loss:

Employers'' contribution to provident fund :- Current Year ? 3.37 Lakhs (Previous Year ? 2.02 Lakhs)

(b) Defined benefit plans Gratuity

Compensated absences - Earned leave

In accordance with Indian Accounting Standard 19, actuarial valuation have been carried out in respect of the aforesaid defined benefit plans based on the following assumptions-Economic Assumptions

The discount rate and salary increases assumed are the key financial assumptions and should be considered together; it is the difference or ''gap'' between these rates which is more important than the individual rates in isolation.

Discount Rate

The discounting rate is based on the gross redemption yield on medium to long term risk free investments. The estimated term of the benefits/ obligations works out to zero years. For the current valuation a discount rate of 6.82% p.a. (Previous Year 7.03% p.a.) compound has been used for gratuity obligation.

Salary Escalation Rate

The salary escalation rate usually consists of at least three components, viz. regular increments, price inflation and promotional increases. In addition to this any commitments by the management regarding future salary increases and the Company''s philosophy towards employee remuneration are also to be taken into account. Again a long-term view as to trend in salary increase rates has to be taken rather than be guided by the escalation rates experienced in the immediate past, if they have been influenced by unusual factors.

The assumptions used are summarized in the following table:

37. Discontinued operation

The execution of the contract awarded by Gujarat State Road Transport Corporation Limited ("GSRTC") to Sambhaav Media Limited in respect of Im-plementaion of Public Entertainment System ("The Contract") on Built, Own & Operate basis was surrendered on 12.09.2022. The Company was able to realise most of its inventory and trade recevables without any losses. The Properties, Plant and Equipments have been transferred to "asset held for sale" at the values they are likely to realise and would be disposed at the earliest. As per Ind AS 105 " Discontinued Operation", the operations of the contract are considered as Discontinued Operations and the financials are presented for Continued Operations, with profitability of the Discontinued Operations disclosed as a seperate line item.

38. Financial Instruments - Accounting Classifications and Fair Value Measurements

The fair values of the financial assets and liabilities are included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale.

The following methods and assumptions were used to estimate the fair values:

1. Fair values of cash and short term deposits, trade and other short term receivables, trade payables, other current liabilities, short term loans from banks and other financial institutions approximate their carrying amounts largely due to short-term maturities of these instruments.

2. Financial instruments with fixed and variable interest rates are evaluated by the Company based on parameters such as interest rates and individual credit worthiness of the counterparty. Based on the evaluation, allowances are taken to account for the expected losses of these receivables.

The company uses the following hierarchy for determining and disclosing the fair values of financial instruments by valuation technique:

Level 1 : Quoted (unadjusted) prices in active markets for identical assets or liabilities.

Level 2 : Other techniques for which all inputs which have a significant effects on the recorded fair value are observable, either directly or indirectly. Level 3 : Techniques which use inputs that have a significant effects on the recorded fair value that are not based on observable market data.

39. Financial Risk Management Objectives And Policies

The Company''s principal financial liabilities, other than derivatives, comprise loans and borrowings, lease liabilities, trade and other payables. The main purpose of these financial liabilities is to finance the Company''s operations. The Company''s principal financial assets include loans, trade and other receivables, and cash and cash equivalents that derive directly from its operations. The Company also holds quoted and unquoted investments .

The Company is exposed to market risk, credit risk and liquidity risk. The Company''s senior management oversees the management of these risks. The Company''s senior management ensures that the Company''s financial risk activities are governed by appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the Company''s policies and risk objectives.

A. 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. Market risk comprises two types of risk: currency risk and other price risk, such as equity price risk and commodity risk. Financial instruments affected by market risk include deposits, investments, derivative financial instruments and borrowings.

B. Interest rate risk

Interest rate risk is the risk that fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The company''s liquidity and borrowing''s are managed by professional at senior management level. The interest rate exposure of the Company is reduced by matching the duration of investment and borrowings. The interest rate profile of the Company''s interest - bearing financial instrument as reported to management is as follows:

Interest rate sensitivity

Profit or loss is sensitive to higher/lower interest expense from borrowings as a result of change in interest rates. The following table demonstrates the sensitivity of floating rate financial instruments to a reasonably possible change in interest rates. The risk estimates provided assume a parallel shift of 100 basis points interest rate across all yield curves. This calculation also assumes that the change occurs at the balance sheet date and has been calculated based on risk exposures outstanding as at that date. The period end balances are not necessarily representative of the average debt outstanding during the period.

C. Foreign currency risk

The Company does not have any foreign currency exposure as on March 31,2025 as well as March 31,2024. Accordingly, the Company does not have currency risk.

D. Credit risk

Credit risk arises from the possibility that counter party may not be able to settle their obligations as agreed. To manage this, the Company periodically assesses the financial reliability of customers, taking into account the financial condition, current economic trends, and analysis of historical bad debts and ageing of accounts receivable. Individual risk limits are set accordingly.

The Company considers the probability of default upon initial recognition of asset and whether there has been a significant increase in credit risk on an ongoing basis throughout each reporting period. To assess whether there is significant increase in credit risk the company compares the risk of a default occurring at the reporting date with the risk of default as the date of initial recognition. It considers reasonable and supportive forwarding-looking information such as:

(i) Actual or expected significant adverse changes in business,

(ii) Actual or expected significant changes in the operating result of the counterparty''s business,

(iii) Financial or economic conditions that are expected to cause a significant change to the counterparty''s ability to mere its obligation,

(iv) Significant increase in credit risk on other financial instruments of the same counterparty,

(v) Significant changes in the value of the collateral supporting the obligation or in the quality of third-party guarantees or credit enhancements. Financial assets are written off when there is no reasonable expectation of recovery, such as a debtor failing to engage in a repayment plan with the Company. The Company categorises a loan or receivable for write off when a debtor fails to make contractual payments greater than 3 years past due. Where loans or receivables have been written off, the Company continues to engage in enforcement activity to attempt to recover the receivable due. Where recoveries are made, these are recognised in profit or loss.

42. Utilisation of Borrowed Funds and Share Premium

(i) The Company has not advanced or loaned or invested funds (either borrowed funds or share premium or any other sources or kind of funds) to any other

person(s), entity(ies) including foreign entities (intermediaries) with the understanding that the intermediary shall directly or indirectly lend or invest in other person or entities identified in any manner whatsoever by or on behalf of the Company (ultimate beneficies) or provide any guarantee, security of the like to or on behalf of the ultimate beneficiary.

(ii) The Company has not received any from any person(s), entity(ies) including foreign entities (funding party with the understanding that the Company shall directly or indirectly lend or invest in other person or entities identified in any manner whatsoever by or on behalf of the Funding party (ultimate beneficies) or provide any guarantee, security of the like to or on behalf of the ultimate beneficiary.

43. Relationship and Transactions with struckoff companies

The Company has not entered into any transaction with Struck off companies under section 248 of Companies Act, 2013 or section 560 of Companies Act, 1956. Further, there is no balance oustanding with struckoff companies.

44. Compliance with number of layers of companies

The Company has complies with the number of layers prescribed under clause (87) of Section 2 of the Companies Act, 2013 read with Companies (Restriction on number of Layers) Rules, 2017.

45. Compliance with approved Scheme(s) of Arrangements

No scheme of arrangement has been approved by the competent authority in terms of Section 230 to 237 of the Companies Act, 2013.

46. Details of Crypto Currency or Virtual Currency

The Company has not traded or invested in crypto currency or virtual currency during the financial year.

47. Undisclosed Income

The Company does not have any such transaction which is not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (Such as, search or survey or any other relevant provisions of the Income Tax Act, 1961).

48. Audit Trail

As per the requirements of Rule 3(1) of the Companies (Accounts) Rules 2014, the Company uses an accounting software for maintaining its books of account that have a feature of, recording audit trail of each and every transaction, creating an edit log of each change made in the books of account along with the date when such changes were made and who made those changes within such accounting software. This feature of recording audit trail has operated throughout the year and was not tampered with during the year. In respect of aforesaid accounting software, after thorough testing and validation, it was noted that audit trail was not available for changes made in master data. In respect of master data changes, the Company has established and maintained an adequate internal control framework and based on its assessment, believes that this was effective for the year ended March 31,2025. The Company has preserved audit trail''s edit log as per statutory requirments.

49. The Company has not entered into any non-cash transactions with directors or any persons connected with directors.

50. Previous year figures have been regrouped and recasted wherever necessary to confirm current year''s classification.

The accompanying notes are an integral part of the Standalone Financial Statements


Mar 31, 2024

XIII. Provisions, Contingent Liabilities and Contingent Assets

Provision is recognized when the Company has a present obligation (legal or constructive) as a result of past events and it is probable that the outflow of resources will be required to settle the obligation and in respect of which reliable estimates can be made.

A disclosure for contingent liability is made when there is a possible obligation that may, but probably will not require an outflow of resources. When there is a possible obligation or a present obligation in respect of which the likelihood of outflow of resources is remote, no provision/ disclosure is made. The Company does not recognize a contingent liability but discloses its existence in the financial statements.

Contingent assets are not recognized in the financial statements. Provisions and contingencies are reviewed at each balance sheet date and adjusted to reflect the correct management estimates.

If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects, using a current pre-tax rate that reflects, when appropriate, and the risks specific to the liability. Commitments include the amount of purchase order (net of advances) issued to parties for completion of assets. Provisions, contingent liabilities, contingent assets and commitments are renewed at each balance sheet date.

XIV. Cash and Cash Equivalents

Cash and cash equivalent comprise cash on hand and demand deposits with banks which are short-term, highly liquid investments that are readily convertible into known amounts of cash and which are subject to insignificant risk of changes in value.

XV. Leases

As per Ind AS 116 “Leases”, the determination of whether an arrangement is (or contains) a lease is based on the substance of the arrangement at the inception of the lease. The arrangement is, or contains, a lease if fulfilment of the arrangement is dependent on the use of a specific asset or assets and the arrangement conveys a right to use the asset or assets, even if that right is not explicitly specified in an arrangement.

As a lessee

The Company recognize right-of-use asset representing its right to use the underlying asset for the lease term at the lease commencement date. The cost of the right-of-use asset measured at inception shall comprise of the amount of the initial measurement of the lease liability adjusted for any lease payments made at or before the commencement date less any lease incentives received, plus any initial direct costs incurred and an estimate of costs to be incurred by the lessee in dismantling and removing the underlying asset or restoring the underlying asset or site on which it is located. The right-of-use assets is subsequently measured at cost less any accumulated depreciation, accumulated impairment losses, if any and adjusted for any re-measurement of the lease liability. The right-of-use assets is depreciated using the straight-line method from the commencement date over the shorter of estimated lease term or useful life of right-of-use asset.

Right-of-use assets are tested for impairment whenever there is any indication that their carrying amounts may not be recoverable. Impairment loss, if any, is recognized in the statement of profit and loss.

The lease liability is initially measured at amortized cost at the present value of the future lease payments. The lease payments are discounted using the interest rate implicit in the lease or, if not readily determinable, using the incremental borrowing rates in the country of domicile of these leases.

Amortization on Right to use assets

Amortization is provided on straight line method over the useful life of asset as assessed by the management. Amortization is charged on pro-rata basis for asset purchased/sold during the year.

The exception permitted in Ind AS 116 for low value assets and short-term leases has been adopted by Company.

XVI. Exceptional items

Certain occasions, the size, type or incidence of an item of income or expense, pertaining to the ordinary activities of the Company is such that its disclosure improves the understanding of the performance of the Company, such income or expense is classified as an exceptional item and accordingly, disclosed in the notes accompanying to the financial statements.

XVII. Discontinued Operation

A discontinued operation is a component of an entity that either has been disposed of, or is classified as held for sale and that represents a separate line of business or geographical area of operations, is part of single coordinated plan to dispose of such a line of business or area of operations, or is a subsidiary acquired exclusively with a view to resale. The results of discontinued operations are presented separately in the statement of profit and loss.

XVIII. Segment Reporting

As per IND AS 108 An operating segment is component of the company that engages in the business activity from which the company earns revenues and incurs expenses, for which discrete financial information is available and whose operating results are regularly reviewed by the chief operating decision maker, in deciding about resources to be allocated to the segment and assess its performance. The company''s chief operating decision maker is the Managing Director. The company has identified Three business segment as a reportable segment. The Business Segment comprise 1. Media and Allied Business 2. Technology and Allied Business Segment and 3. Others.

Revenue and expenses directly attributable to segments are reported under each reportable segment. All other expenses which are not attributable or allocable to segments have been disclosed as un-allocable expenses.

Assets and liabilities that are directly attributable or allocable to segments are disclosed under each reportable segment. All other assets and liabilities are disclosed as un-allocable.

The company prepares its segment information in conformity with the accounting policies adopted for preparing and presenting the financial statements of the company as a whole.

XIX. Recent accounting pronouncement:

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. For the year ended March 31, 2024, MCA has not notified any new standards or amendments to the existing standards applicable to the Company.

XX. New Amendments not yet adopted by the Company i. Code on Social Security, 2020:

The Indian Parliament has approved the Code on Social Security, 2020 which would impact the contributions by the company towards Provident Fund and Gratuity. The Ministry of Labour and Employment had released draft rules for the Code on Social Security, 2020 on November 13, 2020, and invited suggestions from stakeholders which are under consideration by the Ministry. The Company will assess the impact and its evaluation once the subject rules are notified. The Company will give appropriate impact in its financial statements in the period in which, the Code becomes effective and the related rules to determine the financial impact are published.

Notes:

(i) Additional bonus liability for the F.Y. 2014-15 owing to amendment made in “The Payment of Bonus Act, 1965” w.e.f. April 01,2014, has not been provided for as the matter is subjudice before various High Courts in the Country.

(ii) The Hon''ble Supreme Court of India (“SC”) by their order dated 28 February 2019, in the case of Surya Roshani Limited & others v/s EPFO, set out the principles based on which allowances paid to the employees should be identified for inclusion in basic wages for the purposes of computation of Provident Fund contribution. The Company has provided the impact of the said supreme court judgement with effect from 1 January 2020. In view of the management, any additional liability for the period from date of the SC order (28 February 2019) to 31 December 2019 is not material and hence have not been provided in the books of account. In addition, management is of the view that there is a considerable uncertainty around the timing and extent in which the judgement will be interpreted and applied by the regulatory authorities and accordingly, the impact for periods prior to the date SC order (28 February 2019), if any, is not ascertainable and consequently no financial effect has been provided for in the standalone financial statements. Accordingly, this has been disclosed as a contingent liability in the standalone financial statements.

(iii) It is not practicable to estimate the timing of cash outflows, if any, in respect of matters stated above, pending resolution of the proceedings.

(iv) The Income-Tax Department had carried out a search operation at the Company''s various business premises and residential premises of promoters and certain key employees of the company, under Section 132 of the Income-tax Act, 1961 on September 08, 2021. The Company had extended full co-operation to the income-tax officials during the search and provided all the information sought by them. The Company had made the necessary disclosures to the stock exchanges in this regard on September 12, 2021, in accordance with Regulation 30 of the SEBI (LODR) Regulations, 2015 (as amended). As on the date of issuance of these financial results, the Company has received notices under section 148 and / or section 142(1)/143(2) of the Income Tax Act, 1961 for the assessment years 2021-22 & 2022-23, to which the company has responded. Management believe that these developments are unlinkely to have significant impact on the Company''s financial position as of March 31,2024. Given the nature and complexity of the matter, the final outcome of which is not ascertainable, the impact (if any) on the results in relation to the matter cannot be determined at present by the management. The statutory auditors have given Emphasis of Matter in their statutory audit report on standalone financial results for the year ended March 31,2024.

31. Segment reporting

In terms of Indian Accounting Standard (Ind AS) 108 on ‘Operating Segment'' notified in the Act, Segment information has been prescribed in the consolidated Financial statement Note No. 32 prepared pursuant to Indian Accounting Standard (Ind AS) 110 on ‘Consolidated Financial Statement'' and Indian Accounting Standard (Ind AS) 28 on ‘Investments in Associates and Joint Ventures'' notified in the Act, included in the Annual Report of the year.

32. Disclosures as required by Ind AS 19 employee benefits

The Company has classified the various benefits provided to employees as under:-

(a) Defined contribution plans

Provident fund

The Company has recognized the following amounts in the statement of profit and loss:

Employers'' contribution to provident fund :- Current Year '' 2.02 Lakhs (Previous Year '' 1.58 Lakhs)

(b) Defined benefit plans Gratuity

Compensated absences - Earned leave

In accordance with Indian Accounting Standard 19, actuarial valuation have been carried out in respect of the aforesaid defined benefit plans based on the following assumptions-Economic Assumptions

The discount rate and salary increases assumed are the key financial assumptions and should be considered together; it is the difference or ‘gap'' between these rates which is more important than the individual rates in isolation.

Discount Rate

The discounting rate is based on the gross redemption yield on medium to long term risk free investments. The estimated term of the benefits/obligations works out to zero years. For the current valuation a discount rate of 7.03% p.a. (Previous Year 7.25% p.a.) compound has been used for gratuity obligation. Salary Escalation Rate

The salary escalation rate usually consists of at least three components, viz. regular increments, price inflation and promotional increases. In addition to this any commitments by the management regarding future salary increases and the Company''s philosophy towards employee remuneration are also to be taken into account. Again a long-term view as to trend in salary increase rates has to be taken rather than be guided by the escalation rates experienced in the immediate past, if they have been influenced by unusual factors.

The assumptions used are summarized in the following table:

39. Financial Instruments - Accounting Classifications and Fair Value Measurements

The fair values of the financial assets and liabilities are included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale.

The following methods and assumptions were used to estimate the fair values:

1. Fair values of cash and short term deposits, trade and other short term receivables, trade payables, other current liabilities, short term loans from banks and other financial institutions approximate their carrying amounts largely due to short-term maturities of these instruments.

2. Financial instruments with fixed and variable interest rates are evaluated by the Company based on parameters such as interest rates and individual credit worthiness of the counterparty. Based on the evaluation, allowances are taken to account for the expected losses of these receivables.

The company uses the following hierarchy for determining and disclosing the fair values of financial instruments by valuation technique:

Level 1 : Quoted (unadjusted) prices in active markets for identical assets or liabilities.

Level 2 : Other techniques for which all inputs which have a significant effects on the recorded fair value are observable, either directly or indirectly.

Level 3 : Techniques which use inputs that have a significant effects on the recorded fair value that are not based on observable market data.

40. Financial Risk Management Objectives And Policies

The Company''s principal financial liabilities, other than derivatives, comprise loans and borrowings, lease liabilities, trade and other payables. The main purpose of these financial liabilities is to finance the Company''s operations. The Company''s principal financial assets include loans, trade and other receivables, and cash and cash equivalents that derive directly from its operations. The Company also holds quoted and unquoted investments .

The Company is exposed to market risk, credit risk and liquidity risk. The Company''s senior management oversees the management of these risks. The Company''s senior management ensures that the Company''s financial risk activities are governed by appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the Company''s policies and risk objectives.

A. 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. Market risk comprises two types of risk: currency risk and other price risk, such as equity price risk and commodity risk. Financial instruments affected by market risk include deposits, investments, derivative financial instruments and borrowings.

B. Interest rate risk

Interest rate risk is the risk that fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The company''s liquidity and borrowing''s are managed by professional at senior management level. The interest rate exposure of the Company is reduced by matching the duration of investment and borrowings. The interest rate profile of the Company''s interest - bearing financial instrument as reported to management is as follows:

D. Credit risk

Credit risk arises from the possibility that counter party may not be able to settle their obligations as agreed. To manage this, the Company periodically assesses the financial reliability of customers, taking into account the financial condition, current economic trends, and analysis of historical bad debts and ageing of accounts receivable. Individual risk limits are set accordingly.

The Company considers the probability of default upon initial recognition of asset and whether there has been a significant increase in credit risk on an ongoing basis throughout each reporting period. To assess whether there is significant increase in credit risk the company compares the risk of a default occurring at the reporting date with the risk of default as the date of initial recognition. It considers reasonable and supportive forwarding-looking information such as:

(i) Actual or expected significant adverse changes in business,

(ii) Actual or expected significant changes in the operating result of the counterparty''s business,

(iii) Financial or economic conditions that are expected to cause a significant change to the counterparty''s ability to mere its obligation,

(iv) Significant increase in credit risk on other financial instruments of the same counterparty,

(v) Significant changes in the value of the collateral supporting the obligation or in the quality of third-party guarantees or credit enhancements.

Financial assets are written off when there is no reasonable expectation of recovery, such as a debtor failing to engage in a repayment plan with the Company. The Company categorises a loan or receivable for write off when a debtor fails to make contractual payments greater than 3 years past due. Where loans or receivables have been written off, the Company continues to engage in enforcement activity to attempt to recover the receivable due. Where recoveries are made, these are recognised in profit or loss.

43. Utilsiation of Borrowed Funds and Share Premium

(i) The Company has not advanced or loaned or invested funds (either borrowed funds or share premium or any other sources or kind of funds) to any other

person(s), entity(ies) including foreign entities (intermediaries) with the understanding that the intermediary shall directly or indirectly lend or invest in other person or entities identified in any manner whatsoever by or on behalf of the Company (ultimate beneficies) or provide any guarantee, security of the like to or on behalf of the ultimate beneficiary.

(ii) The Company has not received any from any person(s), entity(ies) including foreign entities (funding party with the understanding that the Company shall directly or indirectly lend or invest in other person or entities identified in any manner whatsoever by or on behalf of the Funding party (ultimate beneficies) or provide any guarantee, security of the like to or on behalf of the ultimate beneficiary.

44. Relationship and Transactions with struck off companies

Balances outstanding with Nature of transaction with struck off companies as per section 248 of the Companies Act, 2013, is as follows:

The company has not entered into any transaction during the year with Struck off companies under section 248 of Companies Act, 2013 or section 560 of Companies Act, 1956. Further, as on 31st March, 2024, there is no balance oustanding with struckoff companies.

45. Compliance with number of layers of companies

The Company has complies with the number of layers prescribed under clause (87) of Section 2 of the Companies Act, 2013 read with Companies (Restriction on number of Layers) Rules, 2017.

46. Compliance with approved Scheme(s) of Arrangements

No scheme of arrangement has been approved by the competent authority in terms of Section 230 to 237 of the Companies Act, 2013.

47. Details of Crypto Currency or Virtual Currency

The Company has not traded or invested in crypto currency or virtual currency during the financial year.

48. Undisclosed Income

The Company does not have any such transaction which is not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 ( Such as, search or survey or any other relevant provisions of the Income Tax Act, 1961).

49. Previous year figures have been regrouped and recasted wherever necessary to confirm current year’s classification.

The accompanying notes are an integral part of the Standalone Financial Statements

As per our Report of even date FOR AND ON BEHALF OF THE BOARD OF DIRECTORS OF SAMBHAAV MEDIA LIMITED

For R. K. DOSHI & CO LLP MANOJ B VADODARIA N R MEHTA

Chartered Accountants Chairman & Managing Director Director & Chairman of Audit Committee

Firm Registration Number: 102745W / W100242 DIN: 00092053 DIN: 00092386

RAJIV K DOSHI ASHOK JAIN SANJAY THAKER MANISHA MALI

Partner Chief Executive Officer Chief Financial Officer Company Secretary

Membership Number: 032542

Date: May 04, 2024 Date: May 04, 2024

Place: Ahmedabad Place: Ahmedabad


Mar 31, 2023

XIII. Provisions, Contingent Liabilities and Contingent Assets

Provision is recognized when the Company has a present obligation (legal or constructive) as a result of past events and it is probable that the outflow of resources will be required to settle the obligation and in respect of which reliable estimates can be made.

A disclosure for contingent liability is made when there is a possible obligation that may, but probably will not require an outflow of resources. When there is a possible obligation or a present obligation in respect of which the likelihood of outflow of resources is remote, no provision/ disclosure is made. The Company does not recognize a contingent liability but discloses its existence in the financial statements.

Contingent assets are not recognized in the financial statements. Provisions and contingencies are reviewed at each balance sheet date and adjusted to reflect the correct management estimates.

If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects, using a current pre-tax rate that reflects, when appropriate, and the risks specific to the liability. Commitments include the amount of purchase order (net of advances) issued to parties for completion of assets. Provisions, contingent liabilities, contingent assets and commitments are renewed at each balance sheet date.

XIV. Cash and Cash Equivalents

Cash and cash equivalent comprise cash on hand and demand deposits with banks which are short-term, highly liquid investments that are readily convertible into known amounts of cash and which are subject to insignificant risk of changes in value.

XV. Leases

As per Ind AS 116 “Leases”, the determination of whether an arrangement is (or contains) a lease is based on the substance of the arrangement at the inception of the lease. The arrangement is, or contains, a lease if fulfilment of the arrangement is dependent on the use of a specific asset or assets and the arrangement conveys a right to use the asset or assets, even if that right is not explicitly specified in an arrangement.

As a lessee

The Company recognize right-of-use asset representing its right to use the underlying asset for the lease term at the lease commencement date. The cost of the right-of-use asset measured at inception shall comprise of the amount of the initial measurement of the lease liability adjusted for any lease payments made at or before the commencement date less any lease incentives received, plus any initial direct costs incurred and an estimate of costs to be incurred by the lessee in dismantling and removing the underlying asset or restoring the underlying asset or site on which it is located. The right-of-use assets is subsequently measured at cost less any accumulated depreciation, accumulated impairment losses, if any and adjusted for any re-measurement of the lease liability. The right-of-use assets is depreciated using the straight-line method from the commencement date over the shorter of estimated lease term or useful life of right-of-use asset.

Right-of-use assets are tested for impairment whenever there is any indication that their carrying amounts may not be recoverable. Impairment loss, if any, is recognized in the statement of profit and loss.

The lease liability is initially measured at amortized cost at the present value of the future lease payments. The lease payments are discounted using the interest rate implicit in the lease or, if not readily determinable, using the incremental borrowing rates in the country of domicile of these leases.

Amortization on Right to use assets

Amortization is provided on straight line method over the useful life of asset as assessed by the management. Amortization is charged on pro-rata basis for asset purchased/sold during the year

The exception permitted in Ind AS 116 for low value assets and short-term leases has been adopted by Company

XVI. Exceptional items

Certain occasions, the size, type or incidence of an item of income or expense, pertaining to the ordinary activities of the Company is such that its disclosure improves the understanding of the performance of the Company, such income or expense is classified as an exceptional item and accordingly, disclosed in the notes accompanying to the financial statements.

XVII. Segment Reporting

As per IND AS 108 An operating segment is component of the company that engages in the business activity from which the company earns revenues and incurs expenses, for which discrete financial information is available and whose operating results are regularly reviewed by the chief operating decision maker, in deciding about resources to be allocated to the segment and assess its performance. The company''s chief operating decision maker is the Managing Director. The company has identified Three business segment as a reportable segment. The Business Segment comprise 1. Media and Allied Business 2. Technology and Allied Business Segment and 3. Others.

Revenue and expenses directly attributable to segments are reported under each reportable segment. All other expenses which are not attributable or allocable to segments have been disclosed as un-allocable expenses.

Assets and liabilities that are directly attributable or allocable to segments are disclosed under each reportable segment. All other assets and liabilities are disclosed as un-allocable.

The company prepares its segment information in conformity with the accounting policies adopted for preparing and presenting the financial statements of the company as a whole.

XIX. Recent accounting pronouncement:

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:

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.

Ind AS 8, Accounting Policies, Changes in Accounting Estimates and Errors -

This amendment has introduced a definition of ‘accounting 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.

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.

XX. New Amendments not yet adopted by the Company i. Code on Social Security, 2020:

The Indian Parliament has approved the Code on Social Security, 2020 which would impact the contributions by the company towards Provident Fund and Gratuity. The Ministry of Labour and Employment had released draft rules for the Code on Social Security, 2020 on November 13, 2020, and invited suggestions from stakeholders which are under consideration by the Ministry. The Company will assess the impact and its evaluation once the subject rules are notified. The Company will give appropriate impact in its financial statements in the period in which, the Code becomes effective and the related rules to determine the financial impact are published.

3.1 Capital Work in Progress Ageing

There is no capital work in progress as on 31st March 2023 and 31st March 2022.

3.2 Details of Benami Property Held:

There are no proceedings which have been initiated or pending against the Company for holding any benami property under the Benami Transactions (Prohibition Act, 1988 and rules made thereunder.

3.3 Revaluation of Property, Plant and Equipment and Intangible Assets:

The Company has not revalued its Property, Plant and Equipment and Intangible assets during the year as well as in previous year.

3.4 Title deeds of Immovable Property not held in the name of the company:

All title deeds of immovable properties are held in the name of the company.

B. Terms/Rights attached to the equity shares

- The Company has only one class of equity shares having a par value of ''1/- per share. Each Shareholder is eligible for one vote per share. The dividend proposed by the Board of Directors, if any, is subject to the approval of shareholders, except in case of interim dividend.

- In the event of liquidation of the company, the holders of shares shall be entitled to receive the remaining assets of the company, after distribution of all preferential amounts. The amount distributed will be in proportion to the number of equity shares held by the shareholders.

Notes:

(i) Additional bonus liability for the F.Y. 2014-15 owing to amendment made in “The Payment of Bonus Act, 1965” w.e.f. April 01,2014, has not been provided for as the matter is subjudice before various High Courts in the Country.

(ii) The Hon''ble Supreme Court of India (“SC”) by their order dated 28 February 2019, in the case of Surya Roshani Limited & others v/s EPFO, set out the principles based on which allowances paid to the employees should be identified for inclusion in basic wages for the purposes of computation of Provident Fund contribution. The Company has provided the impact of the said supreme court judgement with effect from 1 January 2020. In view of the management, any additional liability for the period from date of the SC order (28 February 2019) to 31 December 2019 is not material and hence have not been provided in the books of account. In addition, management is of the view that there is a considerable uncertainty around the timing and extent in which the judgement will be interpreted and applied by the regulatory authorities and accordingly, the impact for periods prior to the date SC order (28 February 2019), if any, is not ascertainable and consequently no financial effect has been provided for in the standalone financial statements. Accordingly, this has been disclosed as a contingent liability in the standalone financial statements.

(iii) It is not practicable to estimate the timing of cash outflows, if any, in respect of matters stated above, pending resolution of the proceedings.

(iv) The Income-Tax Department had carried out a search operation at the Company''s various business premises and residential premises of promoters and certain key employees of the company, under Section 132 of the Income-tax Act, 1961 on September 08, 2021. The Company had extended full co-operation to the income-tax officials during the search and provided all the information sought by them. The Company had made the necessary disclosures to the stock exchanges in this regard on September 12, 2021, in accordance with Regulation 30 of the SEBI (LODR) Regulations, 2015 (as amended). As on the date of issuance of these financial results, the Company has received notices under section 148 and / or section 142(1)/143(2) of the Income Tax Act, 1961 for the assessment years 2016-17 to 2022-23, to which the company has responded. During the financial year ended March 31, 2023, the Company has received orders of two assessment years ( 2020-21 and 2021-22), and the Company has filed the necessary response and / or appeal. Management believe that these developments are unlikely to have significant impact on the Company''s financial position as of March 31,2023. Given the nature and complexity of the matter, the final outcome of which is not ascertainable, the impact (if any) on the results in relation to the matter cannot be determined at present by the management. The statutory auditors have given Emphasis of Matter in their statutory audit report on standalone financial results for the year ended March 31,2023.

31. Segment reporting

In terms of Indian Accounting Standard (Ind AS) 108 on ‘Operating Segment'' notified in the Act, Segment information has been prescribed in the consolidated Financial statement Note No. 31 prepared pursuant to Indian Accounting Standard (Ind AS) 110 on ‘Consolidated Financial Statement'' and Indian Accounting Standard (Ind AS) 28 on ‘Investments in Associates and Joint Ventures'' notified in the Act, included in the Annual Report of the year.

32. Disclosures as required by Ind AS 19 employee benefits

The Company has classified the various benefits provided to employees as under:-

(a) Defined contribution plans Provident fund

The Company has recognized the following amounts in the statement of profit and loss:

Employers'' contribution to provident fund :- Current Year '' 1.58 Lakhs (Previous Year '' 1.47 Lakhs)

(b) Defined benefit plans

Gratuity

Compensated absences - Earned leave

In accordance with Indian Accounting Standard 19, actuarial valuation have been carried out in respect of the aforesaid defined benefit plans based on the following assumptions-Economic Assumptions

The discount rate and salary increases assumed are the key financial assumptions and should be considered together; it is the difference or ‘gap'' between these rates which is more important than the individual rates in isolation.

Discount Rate

The discounting rate is based on the gross redemption yield on medium to long term risk free investments. The estimated term of the benefits/obligations works out to zero years. For the current valuation a discount rate of 7.25% p.a. (Previous Year 6.33% p.a.) compound has been used for gratuity obligation. Salary Escalation Rate

The salary escalation rate usually consists of at least three components, viz. regular increments, price inflation and promotional increases. In addition to this any commitments by the management regarding future salary increases and the Company''s philosophy towards employee remuneration are also to be taken into account. Again a long-term view as to trend in salary increase rates has to be taken rather than be guided by the escalation rates experienced in the immediate past, if they have been influenced by unusual factors.

The assumptions used are summarized in the following table:

39. Financial Instruments - Accounting Classifications and Fair Value Measurements

The fair values of the financial assets and liabilities are included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale.

The following methods and assumptions were used to estimate the fair values:

1. Fair values of cash and short term deposits, trade and other short term receivables, trade payables, other current liabilities, short term loans from banks and other financial institutions approximate their carrying amounts largely due to short-term maturities of these instruments.

2. Financial instruments with fixed and variable interest rates are evaluated by the Company based on parameters such as interest rates and individual credit worthiness of the counterparty. Based on the evaluation, allowances are taken to account for the expected losses of these receivables.

The company uses the following hierarchy for determining and disclosing the fair values of financial instruments by valuation technique:

Level 1 : Quoted (unadjusted) prices in active markets for identical assets or liabilities.

Level 2 : Other techniques for which all inputs which have a significant effects on the recorded fair value are observable, either directly or indirectly.

Level 3 : Techniques which use inputs that have a significant effects on the recorded fair value that are not based on observable market data.

40. Financial Risk Management Objectives And Policies

The Company''s principal financial liabilities, other than derivatives, comprise loans and borrowings, lease liabilities, trade and other payables. The main purpose of these financial liabilities is to finance the Company''s operations. The Company''s principal financial assets include loans, trade and other receivables, and cash and cash equivalents that derive directly from its operations. The Company also holds quoted and unquoted investments.

The Company is exposed to market risk, credit risk and liquidity risk. The Company''s senior management oversees the management of these risks. The Company''s senior management ensures that the Company''s financial risk activities are governed by appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the Company''s policies and risk objectives.

A. 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. Market risk comprises two types of risk: currency risk and other price risk, such as equity price risk and commodity risk. Financial instruments affected by market risk include deposits, investments, derivative financial instruments and borrowings.

B. Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company''s liquidity and borrowing are managed by professional at senior management level. The interest rate exposure of the Company is reduced by matching the duration

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D. Credit risk

Credit risk arises from the possibility that counter party may not be able to settle their obligations as agreed. To manage this, the Company periodically assesses the financial reliability of customers, taking into account the financial condition, current economic trends, and analysis of historical bad debts and ageing of accounts receivable. Individual risk limits are set accordingly.

The Company considers the probability of default upon initial recognition of asset and whether there has been a significant increase in credit risk on an ongoing basis throughout each reporting period. To assess whether there is significant increase in credit risk the company compares the risk of a default occurring at the reporting date with the risk of default as the date of initial recognition. It considers reasonable and supportive forwarding-looking information such as:

(i) Actual or expected significant adverse changes in business,

(ii) Actual or expected significant changes in the operating result of the counterparty''s business,

(iii) Financial or economic conditions that are expected to cause a significant change to the counterparty''s ability to mere its obligation,

(iv) Significant increase in credit risk on other financial instruments of the same counterparty,

(v) Significant changes in the value of the collateral supporting the obligation or in the quality of third-party guarantees or credit enhancements.

Financial assets are written off when there is no reasonable expectation of recovery, such as a debtor failing to engage in a repayment plan with the Company. The Company categorises a loan or receivable for write off when a debtor fails to make contractual payments greater than 3 years past due. Where loans or receivables have been written off, the Company continues to engage in enforcement activity to attempt to recover the receivable due. Where recoveries are made, these are recognised in profit or loss.

45. Compliance with number of layers of companies

The Company has complies with the number of layers prescribed under clause (87) of Section 2 of the Companies Act, 2013 read with Companies (Restriction on number of Layers) Rules, 2017.

46. Compliance with approved Scheme(s) of Arrangements

No scheme of arrangement has been approved by the competent authority in terms of Section 230 to 237 of the Companies Act, 2013.

47. Details of Crypto Currency or Virtual Currency

The Company has not traded or invested in crypto currency or virtual currency during the financial year.

48. Undisclosed Income

The Company does not have any such transaction which is not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 ( Such as, search or survey or any other relevant provisions of the Income Tax Act, 1961).

49. Previous year figures have been regrouped and recasted wherever necessary to confirm current year’s classification.

The accompanying notes are an integral part of the Standalone Financial Statements

As per our Report of even date FOR AND ON BEHALF OF THE BOARD OF DIRECTORS OF SAMBHAAV MEDIA LIMITED

For R. K. DOSHI & CO LLP MANOJ B VADODARIA N R MEHTA

Chartered Accountants Chairman & Managing Director Director & Chairman of Audit Committee

Firm Registration Number: 102745W / W100242 DIN: 00092053 DIN: 00092386

RAJIV K DOSHI MEHUL PATEL MANISHA MALI

Partner Chief Financial Officer Company Secretary

Membership Number: 032542

Date: May 26, 2023 Date: May 26, 2023

Place: Ahmedabad Place: Ahmedabad


Mar 31, 2018

1. Company Information

Sambhaav Media Limited (‘SML’) having CIN: L67120GJ1990PLC014094 is a public limited company domiciled in India and is incorporated in the year 1990 under the provision of Companies Act applicable in India. Its shares are listed on two recognized stock exchanges in India. The Registered office of the company is located at”Sambhaav House”, Opp. Judges’ Bungalows, Premchandnagar Road, Satelite, Ahmedabad - 380 015, India.

The Company is in the business of publishing newspaper and magazine, audio video media in the form of public entertainment system and TV channels, digital media by way of online portal, social media and varied advertising and communication means as its core activities. Moreover, the Company has secured 13 FM Radio channels that were put for open bidding by MIB under E-Auction of Second Batch of Private FM Radio Phase-III Channels during the financial year 2016-17.

The financial statements for the year ended March 31, 2018 has been reviewed by the Audit Committee and approved by the Board of Directors at their respective meetings held on May 30, 2018.

2. Basis of Preparation and Significant accounting policies

2.1 Basis of Preparation

Ministry of Corporate Affairs notified roadmap to implement Indian Accounting Standards (‘Ind AS’) notified under the Companies (Indian Accounting Standards) Rules, 2015 as amended by the Companies (Indian Accounting standards) (Amendment) Rules, 2016. As per the said roadmap, the company is required to apply Ind AS starting from financial year beginning on or after April 1, 2017.

For all period, up to and including the year ended March 31, 2017, the Company prepared its financial statements in accordance with the Accounting Standards notified under Section 133 of the Companies Act 2013, read together with Companies (Accounts) Rules 2014 (Indian GAAP). These Financial statements for the year ended March 31, 2018 are the first, the Company has prepared in accordance with Ind AS (Refer Note 43 for information on how the company has adopted Ind AS).

The financial statements have been prepared on historical cost basis, except certain financial assets and liabilities, defined benefits plans, contingent consideration and assets held for sale, which have been measured at fair value. The accounting policies have been consistently applied by the Company and are consistent with those used in the previous year.

All assets and liabilities have been classified as current or non current as per the Company’s normal operating cycle and other criteria set out in the Schedule III to the Act. Based on the nature of products and the time between acquisition of assets for processing and their realization in cash and cash equivalents, the Company has ascertained its operating cycle as 12 months for the purposes of current / non current classification of assets and liabilities.

2.2. Use of estimates

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 judgment in applying the group’s accounting policies. This note provides an overview of the areas that involved a higher degree of judgment or complexity, and of items which are more likely to be adjusted due to estimates and assumptions turning out to be different from those originally assessed. Detailed information about each of these estimates and judgments is included in relevant notes together with information about the basis of calculation for each affected line item in the financial statements.

Estimates and judgments 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 group and that are believed to be reasonable under the circumstances.

A. Terms/Rights attached to the equity shares

- The Company has only one class of equity shares having a par value of Re.1/- per share. Each Shareholder is eligible for one vote per share. The dividend proposed by the Board of Directors, if any, is subject to the approval of shareholders, except in case of interim dividend.

- In the event of liquidation of the company, the holders of shares shall be entitled to receive the remaining assets of the company, after distribution of all preferential amounts. The amount distributed will be in proportion to the number of equity shares held by the shareholders.

Nature and Purpose of various items in other equity

(a) Securities Premium

Securities premium reserve is used to record the premium on issue of shares. The reserve is utilised in accordance with the provisions of the Companies Act, 2013.

(b) Capital Reserve

The Company recognises profit or loss on purchase / sale of the equity instruments in case of merger to capital reserve.

(c) General Reserve

The Company has transferred a portion of the net profit before declaring dividend or a portion of net profit kept separately for future purpose is disclosed as general reserve.

Disclosure under Section 22 of Micro, Small and Medium Enterprise Development (MSMED) Act, 2006 is as under

“The Company has not received any intimation from suppliers regarding their status under the Micro, Small and Medium Enterprise Development(MSMED) Act, 2006 and hence disclosures as required under Section 22 of The Micro, Small and Medium Enterprise Development (MSMED) Act,2006 regarding:”

( a ) Principal amount and the interest due thereon remaining unpaid to any suppliers as at the end of accounting year;

( b ) Interest paid during the year;

( c ) Amount of payment made to the supplier beyond the appointed day during accounting year;

( d ) Interest due and payable for the period of delay in making payment;

( e ) Interest accrued and unpaid at the end of the accounting year; and

( f ) Further interest remaining due and payable even in the succeeding years, until such date when the interest dues above are actually paid to the small enterprise; have not been given.

The information is given in respect of such vendors to the extent they could be identified as micro and small enterprise on the basis of information available with the company.

3. Segment reporting

A The company’s operations fall under single segment, i.e. “Media Segment”, taking into account the different risks and returns, the organisation structure and the internal reporting systems.

B Information about major customers

The company relies on revenues from transactions with a single external customer, and receives more than 10% of its revenues from transactions with such customer.

C Information about geographical areas

i. Segment revenue from “Media Segment” represents revenue generated from external customers which is fully attributable to the company’s country of domicile i.e. India.

ii. All assets are located in the company’s country of domicile.

4. Disclosures as required by Ind AS 19 employee benefits

The Company has classified the various benefits provided to employees as under:-

(a) Defined contribution plans Provident fund

(b) Defined benefit plans

Gratuity

Compensated absences - Earned leave

In accordance with Indian Accounting Standard 19, actuarial valuation have been carried out in respect of the aforesaid defined benefit plans based on the following assumptions-Economic Assumptions

The discount rate and salary increases assumed are the key financial assumptions and should be considered together; it is the difference or ‘gap’ between these rates which is more important than the individual rates in isolation.

Discount Rate

The discounting rate is based on the gross redemption yield on medium to long term risk free investments. The estimated term of the benefits/obligations works out to zero years. For the current valuation a discount rate of 7.50% p.a. (Previous Year 7.50% p.a.) compound has been used.

Salary Escalation Rate

The salary escalation rate usually consists of at least three components, viz. regular increments, price inflation and promotional increases. In addition to this any commitments by the management regarding future salary increases and the Company’s philosophy towards employee remuneration are also to be taken into account. Again a long-term view as to trend in salary increase rates has to be taken rather than be guided by the escalation rates experienced in the immediate past, if they have been influenced by unusual factors.

The assumptions used are summarized in the following table:

5. Financial Instruments - Accounting Classifications And Fair Value Measurements

The fair values of the financial assets and liabilities are included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale.

The following methods and assumptions were used to estimate the fair values:

1. Fair values of cash and short term deposits, trade and other short term receivables, trade payables, other current liabilities, short term loans from banks and other financial institutions approximate their carrying amounts largely due to short-term maturities of these instruments.

2. Financial instruments with fixed and variable interest rates are evaluated by the Company based on parameters such as interest rates and individual credit worthiness of the counterparty. Based on the evaluation, allowances are taken to account for the expected losses of these receivables.

The company uses the following hierarchy for determining and disclosing the fair values of financial instruments by valuation technique:

Level 1 : Quoted (unadjusted) prices in active markets for identical assets or liabilities.

Level 2 : Other techniques for which all inputs which have a significant effects on the recorded fair value are observable, either directly or indirectly.

Level 3 : Techniques which use inputs that have a significant effects on the recorded fair value that are not based on observable market data.

6. Financial Risk Management Objectives And Policies

The Company’s principal financial liabilities, other than derivatives, comprise loans and borrowings, trade and other payables. The main purpose of these financial liabilities is to finance the Company’s operations. The Company’s principal financial assets include loans, trade and other receivables, and cash and cash equivalents that derive directly from its operations. The Company also holds quoted and unquoted investments .

The Company is exposed to market risk, credit risk and liquidity risk. The Company’s senior management oversees the management of these risks. The Company’s senior management ensures that the Company’s financial risk activities are governed by appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the Company’s policies and risk objectives.

A. 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. Market risk comprises two types of risk: currency risk and other price risk, such as equity price risk and commodity risk. Financial instruments affected by market risk include deposits, investments, derivative financial instruments and borrowings.

B. Interest rate risk

Interest rate risk is the risk that fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. In order to optimize the company’s position with regards to the interest income and interest expenses and to manage the interest rate risk, treasury performs a comprehensive corporate interest rate risk management by balancing the proportion of fixed rate and floating rate financial instruments in it total portfolio.

The company is not exposed to significant interest rate risk as at the specified reporting date.

C. Foreign currency risk

The Company operates locally, however, the nature of its operations requires it to transact in in several currencies and consequently the Company is exposed to foreign exchange risk in various foreign currencies.

The Company evaluates exchange rate exposure arising from foreign currency transactions and the Company follows established risk management policies.

I. Foreign Currency Exposure

Refer Note 38 for foreign currency exposure as at March 31, 2018 and March 31, 2017.

II. Foreign Currency Sensitivity

1% increase or decrease in foreign exchange rates will have the following impact on the profit before tax.

D. Credit risk

Credit risk arises from the possibility that counter party may not be able to settle their obligations as agreed. To manage this, the Company periodically assesses the financial reliability of customers, taking into account the financial condition, current economic trends, and analysis of historical bad debts and ageing of accounts receivable. Individual risk limits are set accordingly.

The Company considers the probability of default upon initial recognition of asset and whether there has been a significant increase in credit risk on an ongoing basis throughout each reporting period. To assess whether there is significant increase in credit risk, the company compares the risk of a default occurring of the asset at the reporting date with the risk of default as the date of initial recognition. It considers reasonable and supportive forwarding-looking information such as:

(i)Actual or expected significant adverse changes in business,

(Ii)Actual or expected significant changes in the operating result of the counterparty’s business,

(iii)Financial or economic conditions that are expected to cause a significant change to the counterparty’s ability to mere its obligation,

(iv)Significant increase in credit risk on other financial instruments of the same counterparty

(v)Significant changes in the value of the collateral supporting the obligation or in the quality of third-party guarantees or credit enhancements.

Financial assets are written off when there is no reasonable expectation of recovery, such as a debtor failing to engage in a repayment plan with the Company. The Company categories a loan or receivable for write off when a debtor fails to make contractual payments greater than 2 years past due. Where loans or receivables have been written off, the Company continues to engage in enforcement activity to attempt to recover the receivable due. Where recoveries are made, these are recognised in profit or loss.

IV. Provision for expected credit losses again “II” and “III” above

The company has assets where the counter- parties have sufficient capacity to meet the obligations and where the risk of default is very low. Hence based on historic default rates, the Company believes that, no impairment allowance is necessary in respect of above mentioned financial assets.

E. Liquidity Risk

Liquidity Risk is defined as the risk that the company will not be able to settle or meet its obligations on time or at reasonable price. The company’s treasury department is responsible for liquidity, funding as well as settlement management. In addition, processes and policies related to such risks are overseen by senior management. Management monitors the company’s net liquidity position through rolling forecast on the basis of expected cash flows.

Maturity profile of financial liabilities

The table below provides details regarding the remaining contractual maturities of financial liabilities at the reporting date based on contractual undiscounted payments.

Capital management

For the purposes of the Company’s capital management, capital includes issued capital and all other equity reserves. The primary objective of the Company’s Capital Management is to maximise shareholder value. The company manages its capital structure and makes adjustments in the light of changes in economic environment and the requirement of the financial covenants.

The company monitors capital using gearing ratio, which is total debt divided by total capital plus debt.

7. First time adoption of Ind AS

The company has prepared its first Financial Statements in accordance with Ind AS for the year ended March 31, 2018. For periods up to and including the year ended 31 March 2017, the Company prepared its financial statements in accordance with Indian GAAP? including accounting standards notified under the Companies (Accounting Standards) Rules, 2006 (as amended). The effective date for Company’s Ind AS Opening Balance Sheet is April 01, 2016 (the date of transition to Ind AS).

The accounting policies have been applied in preparing the financial statements for the year ended March 31, 2018, the comparative information presented in these financial statements for the year ended March 31, 2017 and in the preparation of an opening Ind AS Balance Sheet at April 01, 2016 (the Company’s date of transition). According to Ind AS 101, the first Ind AS Financial Statements must use recognition and measurement principles that are based on standards and interpretations that are effective at March 31, 2018, the date of first-time preparation of Financial Statements according to Ind AS. These accounting principles and measurement principles must be applied retrospectively to the date of transition to Ind AS and for all periods presented within the first Ind AS Financial Statements. Any resulting differences between carrying amounts of assets and liabilities according to Ind AS 101 as of April 01, 2016 compared with those presented in the Indian GAAP Balance Sheet as of March 31, 2016, were recognised in equity under retained earnings within the Ind AS Balance Sheet.

An explanation of how the transition from previous GAAP to Ind AS has affected the company’s financial position, financial performance and cash flows is set out in the following notes and reconciliations.

I. Exemptions and exceptions availed:

Set out below are the applicable Ind AS 101 optional exemptions and mandatory exceptions applied in the transition from Indian GAAP to Ind AS.

A) Deemed cost:

Ind AS 101 permits a first-time adopter to elect to continue with the carrying value for all of its property, plant and equipment as recognised in the financial statements as at the date of transition to Ind AS, measured as per the Indian GAAP and use that as its deemed cost as at the date of transition after making necessary adjustments for de-commissioning liabilities. This exemption can also be used for intangible assets covered by Ind AS 38 Intangible Assets.

Accordingly, the Company has elected to measure all of its property, plant and equipment and intangible assets at their Indian GAAP carrying values.

B) Designation of previously recognised financial instruments:

Ind AS 101 allows an entity to designate investments in equity instruments at FVOCI on the basis of the facts and circumstances at the date of transition to Ind AS. The Company has elected to apply this exemption for its investment in equity investments.

C) Investment in Subsidiaries

The Company has elected the option provided under Ind AS 101 to measure its investment in Subsidiaries at previous GAAP carrying value on the date of transition in its separate financial statement and used that carrying value as the deemed cost of such investments.

D) Estimates:

An entity’s estimates in accordance with Ind AS at the date of transition to Ind AS shall be consistent with estimates made for the same date in accordance with Indian GAAP [after adjustments to reflect any difference in accounting policies], unless there is objective evidence that those estimates were in error. Ind AS estimates as at April 1, 2015 are consistent with the estimates as at the same date made in conformity with Indian GAAP. The Company made estimates for following items in accordance with Ind AS at the date of transition as these were not required under Indian GAAP:

i. Investment in equity instruments carried at FVPL or FVOCI;

ii. Investment in debt instruments carried at FVPL; and

iii. Impairment of financial assets based on expected credit loss model.

E) Classification and measurement of financial assets:

Ind AS 101 requires an entity to assess classification and measurement of financial assets on the basis of the facts and circumstances that exist at the date of transition to Ind AS.

F) De-recognition of financial assets and liabilities:

Ind AS 101 requires a first-time adopter to apply the de-recognition provisions of Ind AS 109 prospectively for transactions occurring on or after the date of transition to Ind AS. However, Ind AS 101 allows a first-time adopter to apply the de-recognition requirements in Ind AS 109 retrospectively from a date of the entity’s choosing, provided that the information needed to apply Ind AS 109 to financial assets and financial liabilities derecognised as a result of past transactions was obtained at the time of initially accounting for those transactions.

References :

I) Fair Valuation adjustments for financial assets and financial liabilities:

Under IGAAP security deposits given and taken were required to be carried at book value. Under Ind AS, the said concept has shifted from book value to fair value hence the same has been valued as per the principles of Amortised Cost.

II) Deferred Tax on Ind AS adjustments:

IGAAP requires deferred tax accounting using the income statement approach, which focuses on differences between taxable profits and accounting profits for the period. Ind AS 12 requires entities to account for deferred taxes using the balance sheet approach, which focuses on temporary differences between the carrying amount of an asset or liability in the balance sheet and its tax base. The application of Ind AS 12 approach has resulted in recognition of deferred tax on new temporary differences which was not required under IGAAP In addition, the various transitional adjustments lead to temporary differences. According to the accounting policies, the Company has to account for such differences. Deferred tax adjustments are recognised in correlation to the underlying transaction either in retained earnings or a separate component of equity,

III) Actuarial loss on defined benefit plan:

Both under IGAAP and Ind AS, the Company recognised costs related to its post-employment defined benefit plan on an actuarial basis. Under IGAAP the entire cost, including actuarial gains and losses, are charged to profit or loss. Under Ind AS, re-measurements [comprising of actuarial gains and losses, the effect of the asset ceiling, excluding amounts included in net interest on the net defined benefit liability and the return on plan assets excluding amounts included in net interest on the net defined benefit liability] are recognised immediately in the balance sheet with a corresponding debit or credit to retained earnings through OCI.

IV) Fair valuation of borrowing through profit and loss account

Ind AS 109 mandates financial instruments that are classified as fair value through profit or loss account to be fair valued whenever the financial statements are prepared. As per the provisions of Ind AS 109, where any transaction costs have been incurred at the time of obtaining term loan, then the said costs are required to be amortized at “Effective Interest Rate” (EIR) in time span of the said term loan.

V) Others:

Other comprehensive income:

Under Ind AS, all items of income and expense recognised in a period should be included in profit or loss for the period, unless a standard requires or permits otherwise. Items of income and expense that are not recognised in profit or loss but are shown in the statement of profit and loss as ‘other comprehensive income’ include remeasurements of defined benefit plans and fair value gains or (losses) on FVOCI equity instruments and corresponding tax impact thereon. The concept of other comprehensive income did not exist under previous GAAP

8. Previous year figures have been regrouped and recasted wherever necessary to confirm current year’s classification.


Mar 31, 2016

1 Reconciliation of the number of shares outstanding: NIL

The Company has not issued or bought back any equity or preference shares during the year.

2. The Company has only one class of equity shares having a par value of Rs, 1/- per share. Each Shareholder is eligible for one vote per share. The dividend proposed by the Board of Directors, if any, is subject to the approval of shareholders, except in case of interim dividend. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company, after distribution of all preferential amounts, in proportion of their shareholding.

3. In the event of liquidation of the company, the holders of shares shall be entitled to receive the remaining assets of the company, after distribution of all preferential amounts. The amount distributed will be in proportion to the number of equity shares held by the shareholders.

4. *Against hypothecation of Stock and Book Debts, hypothecation of Plant & Machinery , Other Fixed Assets, assignment of hoarding rights, other collateral securities & personal guarantees given by Directors & Others

**Against hypothecation of Plant & Machinery , Other Fixed Assets, assignment of hoarding rights, other collateral securities & personal guarantees given by Directors & Others ***Against Hypothecation of Vehicle

**** Against Mortgage of 10th Floor of Sambhaav House, Bodakdev -Ahmedabad

5. The determination of Deferred Tax Liabilities in terms of AS-22 relating to accounting for Taxes on Income as Issued by Institute of Chartered Accountants of India is provided.

6. Deferred Tax Assets and Deferred Tax Liabilities have been offset as they relate to the same governing taxation laws.

* 7. The Company has entered into an arrangement with Gujarat News Broadcaster Pvt Ltd for acquiring marketing rights of Vtv Gujarati News Chennal and pursuant there to has made payment of Rs, 1.80Cr (PY 3Cr) towards advance of revenue sharing and Rs, Nil (PY2.88 Cr.) advance against security deposit.

8. Cases are pending against the demand of the Income Tax Authorities.

9. Additional bonus liability for the F.Y. 2014-15 owing to amendment made in "The Payment of Bonus Act, 1965" w.e.f. 01st April, 2014, has not been provided for as the matter is subjudice before various High Courts in the Country.

Note: 10. RELATED PARTY INFORMATION

(A) Name of related party and nature of relationship Subsidiary

Ved Technoserve India Private Limited Key Managerial Personnel

Kiran B Vadodaria Manoj B Vadodaria Kalpesh R Pandya Palak P Asawa

Enterprise significantly influenced by Key Managerial Personnel

Nila Infrastructures Ltd.

(C) Related party relationship is as identified by the Company on the basis of information available with them and relied upon by the Auditors.

Note: 11. SEGMENT INFORMATION

(I) The Company is engaged in business of printing and publishing of newspaper and periodicals and also of Outdoor Advertising. These business are considered as primary segments. In determining the revenue results, the identifiable segment revenues and expenses are allocated in relation to the operating activities of the segment and common expenditure is allocated on a reasonable basis. Likewise, the assets and liabilities also have been allocated on the basis of relationship to the operating activities.

(II) The Company operates mainly within Gujarat and does not have operation in economic environments with different risk and returns. Hence it is considered as operating in single geographical environment.

Note: 12. Significant Accounting Policies followed by the Company are as stated in the statement annexed to this schedule as Note 1 Note: 35 Previous year''s figures have been regrouped wherever necessary.


Mar 31, 2015

1 The cashflow statement has been prepared in accordance with the requirement of AS -3 " Cash flow statement" issued by the Institute of Chartered Accountants of India

2 Previous year's figures have been regrouped wherever necessary to confirm this year's classification.

3 Reconciliation of the number of shares outstanding: NIL

The Company has not issued or bought back any equity or preference shares during the year.

4 The Company has only one class of equity shares having a par value of Re.1/- per share. Each Shareholder is eligible for one vote per share. The dividend proposed by the Board of Directors, if any, is subject to the approval of shareholders, except in case of interim dividend. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company, after distribution of all preferential amounts, in proportion of their shareholding.

5 In the event of liquidation of the company, the holders of shares shall be entitled to receive the remaining assets of the company, after distribution of all preferential amounts. The amount distributed will be in proportion to the number of equity shares held by the shareholders.

6 Appropriation out of Balance in Profit and Loss Account: There is no appropriation out of Profit and Loss Account for the year/previous year.

7 * Against hypothecation of Plant & Machinery, Other Fixed Assets, assignment of hoarding rights, other collateral securities & personal guarantees given by Directors & Others

** Against Mortgage of 10th Floor of Sambhaav House, Bodakdev -Ahmedabad ***Against Hypothecation of Vehicle

8 *Against hypothecation of Stock and Book Debts, hypothecation of Plant & Machinery , Other Fixed Assets, assignment of hoarding rights, other collateral securities & personal guarantees given by Directors & Others

**Against hypothecation of Plant & Machinery , Other Fixed Assets, assignment of hoarding rights, other collateral securities & personal guarantees given by Directors & Others ***Against Hypothecation of Vehicle

**** Against Mortgage of 10th Floor of Sambhaav House, Bodakdev -Ahmedabad

9 There are no amounts outstanding to Micro, Small and Medium Enterprises based on available information with the company.

10 There is no amount remaining unpaid pertaining to unclaimed dividends which are required to be transferred to Investors Education & Protection Fund as on 31.03.2015.

11 The determination of Deferred Tax Liabilities in terms of AS-22 relating to accounting for Taxes on Income as Issued by Institute of Chartered Accountants of India is provided.

12 Deferred Tax Assets and Deferred Tax Liabilities have been offset as they relate to the same governing taxation laws.

13 The Company has entered into an arrangement with Gujarat News Broadcaster Pvt Ltd for acquiring marketing rights of Vtv Gujarati News Chennal and pursuant there to has made payment of Rs. 3 Cr. (P Y Nil) towards advance of revenue sharing for the Half Year and Rs 2.88 Cr. (P Y. Nil) advance against security deposit

14 CONTINGENT LIABILITIES NOT PROVIDED FOR IN RESPECT OF

As at As at

31st March, 2015 31st March, 2014

(In Rs) (In Rs)

Income Tax Demands for A.Y 2005-06 &

A.Y 2011-12 - matter under appeal 65,88,751 48,88,401

30.1 Cases are pending against the demand of the Income Tax Authorities.


Mar 31, 2014

1.1 The Company has only one class of equity shares having a par value of Rs. 1/- per share. Each Shareholder is eligible for one vote per share. The dividend proposed by the Board of Directors, if any, is subject to the approval of shareholders, except in case of interim dividend. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company, after distribution of all preferential amounts, in proportion of their shareholding.

1.2 In the event of liquidation of the company, the holders of shares shall be entitled to receive the remaining assets of the company, after distribution of all preferential amounts. The amount distributed will be in proportion to the number of equity shares held by the shareholders.

1.3 Appropriation out of Balance in Profit and Loss Account:

There is no appropriation out of Profit and Loss Account for the year/previous year.

1.4 * Against hypothecation of Plant & Machinery, Other Fixed Assets, assignments of hoarding rights, other collateral securities & personal guarantees given by Directors & others ** Against Mortgage of 10th Floor of Sambhaav House, Bodakdev-Ahmedabad. *** Against Hypothecation of Vehicle.

1.5. The determination of Deferred Ta x Liabilities in terms of AS-22 relating to accounting for Taxes on Income as Issued by Institute of Chartered Accountants of India is provided.

1.6. Deferred Ta x Assets and Deferred Tax Liabilities have been offset as they relate to the same governing taxation laws.

1.7 * Against hypothecation of Stock and Book Debts, hypothecation of Plant & Machinaery, Other Fixed Assets, assignment of hoarding rights, other collateral securities & personal guarantees given by Directors & Others

** Against hypothecation of Plant & Machinery, Other Fixed Assets, assignment of hoarding rights, other collateral securities & personal guarantees given by Directors & Others

*** Against Hypothecation of Vehicle

Note: 2 CONTINGENT LIABILITIES NOT PROVIDED FOR IN RESPECT OF:

As at As at 31st March 2014 31st March 2013 ( In Rs. ) ( In Rs. )

Income tax Demands for A.Y 2005-06 & A.Y 2011-12 matter under appeal 48 88 401 11 44 739

Note: 3.1 Outstanding liability in respect of A.Y. 2005-06 Rs..11.45 Lacs is on account of dispute pending before the Hon. Gujarat High Court and hence no provision has been made.

Note: 4 Estimated amount of contract remaining to be executed on Capital Account (net of advance payment) Rs..1,54,40,000/- (previous year Rs..83,69,055/-)

Note: 5 RELATED PARTY INFORMATION

(A) Name of related party and nature of relationship

Subsidiary

Ved Technoserve India Private Limited (Formerly Sambhaav Infosolutions Pvt. Ltd)

Key Managerial Personnel

Kiran.B. Vadodaria Manoj. B. Vadodaria

Enterprise significantly influenced by Key Managerial Personnel

Nila Infrastructures Ltd.

(C) Related party relationship is as identified by the Company on the basis of information available with them and relied upon by the Auditors

Note: 6 SEGMENT INFORMATION

(i) The Company is engaged in business of printing and publishing of newspaper and teriodicals and also of outdoor advertising. These business are consider as primary segments. In determining the revenue results, the identifible segment revenues and expenses are alocated in relation to the operating activities of segments and common expenduture is allocated on a reasonable basis. Likewise, the assets and liablities also have been allocated on the bases of relationship to the operating activities.

(ii) The Company operates mainly within Gujarat and does not have operation in economic environments with different risk and returns. Hence it is considered as operating in single geographical envioronment.

Note: 7 Significant Accounting Policies followed by the Company are as stated in the statement annexed to this schedule as Note 1.

Note: 8 Previous year''s figures have been regrouped wherever necessary.


Mar 31, 2013

Note: 1 CONTINGENT LIABILITIES NOT PROVIDED FOR IN RESPECT OF:

As at As at 31st March 2013 31st March 2012 ( In Rs. ) ( In Rs. )

Income tax Demands for A.Y 2005-06 - matter under appeal 11 44

739 11

44 739

Note: 2 Estimated amount of contract remaining to be executed on Capital Account (net of advance payment) Rs. 83 69 055/- (previous year Rs.3 53 01 401/-).

Note: 3 RELATED PARTY INFORMATION

(A) Name of related party and nature of relationship

Subsidiary

Ved Technoserve India Private Limited (Formerly Known as Sambhaav Infosolutions Pvt. Ltd)

Key Managerial Personnel

Kiran.B. Vadodaria Manoj. B. Vadodaria

Other Related Parties where control exists

Nila Infrastructures Ltd.

Note: 4 SEGMENT INFORMATION :

(I) The Company is engaged in business of printing and publishing of newspaper and periodicals and also of Outdoor Advertising. These business are considered as primary segments. In determining the revenue results, the identifiable segment revenues and expenses are allocated in relation to the operating activities of the segment and common expenditure is allocated on a reasonablebasis. Likewise, the assets and liabilities also have been allocated on the basis of relationship to the operating activities.

(II) The Company operates mainly within Gujarat and does not have operation in Economic environments with different risk and returns.Hence it is considered as operating in single geographical environment.

Note: 5 Significant Accounting Policies followed by the Company are as stated in the statement annexed to this schedule as Annexure I.

Note: 6 The Company had incorporated a wholly owned subsidiary namely "Ved Technoserve India Private Limited" (Formerly known as "Sambhaav Infosolutions Pvt Ltd”) wherein no transaction has taken place in the FY 2012- 2013.

Note: 7 Previous year''s figures have been regrouped wherever necessary.


Mar 31, 2012

1.1 Reconciliation of the number of shares outstanding: Nil

As the Company has not issued or bought back any equity or preference shares during the year.

1.2 The Company has only one class of equity shares having a par value of Rs. 1/- per share. Each Shareholder is eligible for one vote per share. The dividend proposed by the Board of Directors, if any, is subject to the approval of shareholders, except in case of interim dividend. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company, after distribution of all preferential amounts, in proportion of their shareholding.

1.3 In the event of liquidation of the company, the holders of shares shall be entitled to receive the remaining assets of the company, after distribution of all preferential amounts. The amount distributed will be in proportion to the number of equity shares held by the shareholders.

2.1 Appropriation out of Balance in Profit and Loss Account:

There is no appropriation out of Profit and Loss Account for the year/previous year.

2.2 * Against hypothecation of Stock and Book Debts.

** Against hypothecation of Plant & Machinery and Other Fixed Assets & against assignment of hoarding rights.

# Against other collateral securities & personal guarantees given by Directors & Others *** Against Hypothecation of Cars.

3.1. The determination of Deferred Tax Liabilities in terms of AS-22 relating to accounting for Taxes on Income as Issued by Institute of Chartered Accountants of India is provided.

3.2. Deferred Tax Assets and Deferred Tax Liabilities have been offset as they relate to the same governing taxation laws.

Note 4.1 Pre Operative Expenses amounting to Rs. 15415654/- (PY- Rs. 10737850/-) includes Rs. 6825375/- for PES Project - GSRTC (PY- Nil) other expenses pertaining to Mahila Rajkot Kiosk Rs. 85 90 279/- (PY- Rs. 1 07 37 850/-) .

Note 4.2 As per the Accounting policy adopted by the company, company will write off pre-operating expenditure of PES project - GSRTC in a systematic manner within contractual period from the date of commencement of project.

Note 4.3 Note on Amortization Expenses: As per accounting policy adopted in relation to the treatment of the expenditure incurred in the conduct of outdoor publicity business in the territory / region hitherto unexploited, the company had incurred an expenditure classified under the head " Pre operative Expenses". Since the composite project has been awarded to the Company for a period of 8 years, the Company has decided to write off this amount in an equal number of years during the tenure of the project.

Note: 5 CONTINGENT LIABILITIES NOT PROVIDED FOR IN RESPECT OF

As at As at

31st March 2012 31st March 2011

( In Rs.) ( In Rs. )

Income tax Demands for A.Y 2005-06 - matter under appeal 11 44 739 11 44 739

Note: 5.1 Estimated amount of contract remaining to be executed on Capital Account (net of advance payment)

Rs. 3,53,01,401/- (previous year Rs.Nil).

(C) There are no provisions for doubtful debts or amounts written off or written back in respect of debts due to or due from related parties

(D) Related party relationship is as identified by the Company on the basis of information available with them and relied upon by the Auditors

(E) During the year the Company has incorporated wholly owned subsidiary namely "Sambhaav Info solutions Pvt. Ltd." on 16th November 2011.

(I) The Company is engaged in business of printing and publishing of newspaper and periodicals and also of Outdoor Advertising. These business are considered as primary segments. In determining the revenue results, the identifiable segment revenues and expenses are allocated in relation to the operating activities of the segment and common expenditure is allocated on a reasonable basis. Likewise, the assets and liabilities also have been allocated on the basis of relationship to the operating activities.

(II) The Company operates mainly within Gujarat and does not have operation in Economic environments with different risk and returns. Hence it is considered as operating in single geographical environment.

Note: 6 Significant Accounting Policies followed by the Company are as stated in the statement annexed to this schedule as Annexure I.

Note: 7 During the year company has incorporated a wholly owned subsidiary namely "Sambhaav Info solutions Pvt Ltd" in which there is no transaction taken place in the FY 2011-12.

Note: 8 Previous year's figures have been regrouped wherever necessary.

Note:

1 The cash flow statement has been prepared in accordance with the requirement of AS -3 " Cash flow statement" issued by the Institute of Chartered Accountants of India

2 Previous year's figures have been regrouped wherever necessary to confirm this year's classification.


Mar 31, 2011

1. Dues to Micro, Small And Medium Enterprises

As informed, the Company does not have any outstanding dues to the micro small and medium enterprises as defined in the Micros, Small and Medium Enterprises Act, 2006. The identification of micro, small and medium enterprises is based on the information available with the management regarding the status of these parties, which is being relied upon by the Auditors.

2. Contingent liabilities not provided for: ( Not acknowledged by the Company )

Particulars 2010-2011 2009-2010

Income Tax Demand for the A.Y. 2005-06 Rs.11, 44,739/- 11, 44,739/-

3. a) Necessary provision for income tax for the year under consideration has been made.

4. Estimated amount of contracts remaining to be executed on capital account (net of advances) Rs.Nil (Previous year 30,46,576 ).

5. Hitherto the company was providing depreciation on hoardings and gantries owned by the company on SLM basis at the rate applicable to Building as provided under Schedule XIV of the Companies Act, depreciation on such assets is provided on SLM basis at the rate as applicable to Plant & Machinery provided under Schedule XIV of the Companies Act on single shift basis.

6. As per accounting policy adopted in relation to the treatment of the expenditure incurred in the conduct of outdoor publicity business in the territory / region hitherto unexploited, the company had incurred an expenditure classified under the head " Deferred Revenue Expenditure ". Since the composite project has been awarded to the Company for a period of 8 years. The Company has decided to write of this amount in an equal number of years during the tenure of the project.

7. Other information required in items of para 4C and 4D of Part II of Schedule-VI to the Companies Act, 1956

(B) Installed Capacity (As certified by Management)

2010-11

Newsline -30 : 5 Units - Plus 4 Hi tower & capacity of Printing 4 pages per unit of 546 mm cut-off @30,000 copies per hour (Total 20 Pages inclusive of 6 pages in colour)

Orient (Super) : 4 Units - Capacity of Printing 4 pages per unit of 546 mm cut-off @ 30,000 copies per hour (16 pages inclusive of 2 pages in colour)

HM - 30 : 4 Units - 2 Hi Tower & 4 Mono Units, Capacity of Printing 4 pages per Unit of 546 mm cut-off @ 30,000 copies per hour (Total 24 Pages inclusive of 8 pages in colour).

Mitsubishi Lithopia 750 : Heat Set Machine 4 page back to back colour printing of 546mm cut off @ 45000 copies per hour.

2009-10

Newsline -30 : 5 Units - Plus 4 Hi tower & capacity of Printing 4 pages per unit of 546 mm cut-off @ 30,000 copies per hour (Total 20 Pages inclusive of 6 pages in colour)

Orient (Super) : 4 Units - Capacity of Printing 4 pages per unit of 546 mm cut-off @ 30,000 copies per hour (16 pages inclusive of 2 pages in colour)

HM - 30 : 4 Units - 2 Hi Tower & 4 Mono Units, Capacity of Printing 4 pages per unit of 546 mm cut-off @ 30,000 copies per hour (Total 24 Pages inclusive of 8 pages in colour).

Mitsubishi Lithopia 750 : Heat Set Machine 4 page back to back colour printing of 546mm cut off @ 45000 copies per hour.

(C) Production

2010-11

5603.58 lacs Pages printed which includes 4829.63 Lacs pages printed for others, 1293.50 Lacs pages (17.18 lacs copies) for Periodicals printed by others.

2009-10

5608.82 lacs Pages printed which includes 4833.82 Lacs pages printed for others, 1286.36 Lacs pages (18.42 lacs copies) for Periodicals printed by others.

8. Segment Revenue

(I) The company is engaged in the business of printing and publishing of newspapers and periodicals and also of outdoor advertising. These businesses are considered as primary segments. In determining the revenue results, the identifiable segment revenues and expenses are allocated in relation to the operating activities of the segment and common expenditure is allocated on a reasonable basis. Likewise, the assets and liabilities also have been allocated on the basis of relationship to the operating activities.

9. a) Earnings in foreign exchange during the year Rs, Nil (Previous years Rs. Nil)

b) Expenditure in foreign currency during the year Rs. Nil (Previous years Rs. Nil)

10. Previous year's figures have been regrouped and rearranged wherever necessary.


Mar 31, 2010

1. Dues to Micro, Small and Medium Enterprises

As informed, the Company does not have any outstanding dues to the micro small and medium enterprises as defined in the Micros, Small and Medium Enterprises Act, 2006. The identification of micro, small and medium enterprises is based on the information available with the management regarding the status of these parties, which is being relied upon by the Auditors.

2. Contingent liabilities not provided for: (Not acknowledged by the Company)

Particulars 2009-2010 2008-2009 Income Tax Demand for the A.Y. 2005 - 06 Rs. 11,44,739/- NIL

3. Hitherto the Company was providing depreciation on hoardings and gantries owned by the Company on SLM basis at the rate applicable to Building as provided under Schedule XIV of the Companies Act, depreciation on such assets is provided on SLM basis at the rate as applicable to Plant & Machinery provided under Schedule XIV of the Companies Act on single shift basis.

4. As per accounting policy adopted in relation to the treatment of the expenditure incurred in the conduct of outdoor publicity business in the territory / region hitherto unexploited, the Company had incurred an expenditure classified under the head "Deferred Revenue Expenditure". Since the composite project has been awarded to the Company for a period of 8 years. The Company has decided to write of this amount in an equal number of years during the tenure of the project.

(B) Installed Capacity (As certified by Management)

2009-10

Newsline -30 : 5 Units - Plus 4 Hi tower & capacity of Printing 4 pages per unit of 546 mm

cut-off @ 30,000 copies per hour (Total 20 Pages inclusive of 6 pages in colour)

Orient (Super) : 4 Units – Capacity of Printing 4 pages per unit of 546 mm cut-off @ 30,000

copies per hour (16 pages inclusive of 2 pages in colour)

HM - 30 : 4 Units - 2 Hi Tower & 4 Mono Units, Capacity of Printing 4 pages per unit of

546 mm cut-off @ 30,000 copies per hour (Total 24 Pages inclusive of 8 pages in colour).

Mitsubishi Lithopia 750 : Heat Set Machine 4 page back to back colour printing of 546mm cut off @ 45,000 copies per hour.

2008-09

Newsline -30 : 5 Units – Plus 4 Hi tower & capacity of Printing 4 pages per unit of 546 mm

cut-off @ 30,000 copies per hour (Total 20 Pages inclusive of 6 pages in colour)

Orient (Super) : 4 Units – Capacity of Printing 4 pages per unit of 546 mm cut-off @ 30,000

copies per hour (16 pages inclusive of 2 pages in colour)

HM - 30 : 4 Units - 2 Hi Tower & 2 Mono Units, Capacity of Printing 4 pages per unit of

546 mm cut-off @ 30,000 copies per hour (Total 16 Pages inclusive of 8 pages in colour).

(C) Production

2009-10

5608.82 lacs Pages printed which includes 4833.82 Lacs pages printed for others, 1286.36 Lacs pages (18.42 lacs copies) for Periodicals printed by others.

2008-09

5052.76 Lacs Pages printed which includes 3996.20 Lacs pages printed for others, 2394.37 Lacs pages (35.59 lacs copies) for Periodicals printed by others.

5. Segment Information:

(I) The Company is engaged in the business of printing and publishing of newspapers and periodicals and also of outdoor advertising. These businesses are considered as primary segments. In determining the revenue results, the identifiable segment revenues and expenses are allocated in relation to the operating activities of the segment and common expenditure is allocated on a reasonable basis. Likewise, the assets and liabilities also have been allocated on the basis of relationship to the operating activities.

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