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Subsidiaries Annual Report 2023-24

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0% found this document useful (0 votes)
67 views162 pages

Subsidiaries Annual Report 2023-24

Uploaded by

ca.cutesumit619
Copyright
© © All Rights Reserved
We take content rights seriously. If you suspect this is your content, claim it here.
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Subsidiaries Annual Report

2023 - 24
Index
Sr. No Name of Company
1. L&T THALES TECHNOLOGY SERVICES PRIVATE LIMITED
2. L&T TECHNOLOGY SERVICES LLC
3. L&T TECHNOLOGY SERVICES PTE. LTD.
4. GRAPHENE SOLUTION SDN. BHD
5. GRAPHENE SOLUTIONS TAIWAN LIMITED
6. L&T TECHNOLOGY SERVICES (SHANGHAI) CO. LTD
7. L&T TECHNOLOGY SERVICES (CANADA) LIMITED
L&T THALES TECHNOLOGY SERVICES PRIVATE LIMITED
BOARD'S REPORT (SECTION 134)

Dear Members,

The Directors have pleasure in presenting their eighteenth report and Audited Accounts for the year
ended March 31, 2024.

1. FINANCIAL RESULTS:
2023-24 2022-23
Particulars
₹ Thousands ₹ Thousands
Profit/(Loss) Before Depreciation, exceptional and
140,351 224,385
extra ordinary items & tax
Less: Depreciation, amortization, impairment and
6,454 2,217
obsolescence
Profit/(Loss) before exceptional and extraordinary
133,897 222,168
items and tax
Add: Exceptional Items Nil Nil
Profit/(Loss) before tax 133,897 222,168
Less: Provision for tax 34,373 57,090
Profit for the period carried to the Balance Sheet 99,524 165,078
Add: Balance brought forward from previous year 585,460 421,666
Less: Dividend paid for the previous year (Including
Nil Nil
dividend distribution tax)
Add: Gain/(Loss) on re-measurement of the net
2,730 (1,284)
defined benefit plans
Balance available for disposal which the Directors
687,714 585,460
appropriate as follows:
Debenture Redemption Reserve Nil Nil
Balance carried to Balance Sheet 687,714 585,460
2. STATE OF COMPANY AFFAIRS:
The gross sales and other income for the financial year under review were ₹711,522 thousand as
against ₹ 1,205,777 thousand for the previous financial year registering a decrease of 41%. The
profit before tax from continuing operations including extraordinary and exceptional items was ₹
133,897 thousand and the profit after tax from continuing operations including extraordinary and
exceptional items was ₹ 99,524 thousand for the financial year under review as against ₹ 222,168
thousand and ₹ 165,078 thousand respectively for the previous financial year, registering a decrease
of 39% and 39% respectively.

3. CAPITAL & FINANCE:


There has been no change in the share capital of the Company during the said financial year. As on
March 31, 2024, the total paid up equity share capital of the Company was ₹ 20,550 thousand
consisting of 2,054,989 equity shares of ₹ 10/- each, fully paid up.

4. CAPITAL EXPENDITURE:
As at March 31, 2024 the gross fixed and intangible assets including leased assets, stood at ₹ 97,219
thousand and the net fixed and intangible assets, including leased assets, at ₹35,166 thousand.
Addition to gross block during the year amounted to ₹ 39,289 thousand.

5. DEPOSITS:
The Company has not accepted deposits from the public falling within the ambit of Section 73 of
the Companies Act, 2013 and the Rules framed thereunder.

6. DEPOSITORY SYSTEM:
The Ministry of Corporate Affairs requires certain companies to facilitate dematerialization of all its
existing securities and has mandated that the stake of promoters, directors and key managerial
personnel should be held in demat form. As on March 31, 2024, 100% of the Company’s total paid
up capital representing 2,054,989 shares are in dematerialized form. Further, the Ministry of
Corporate Affairs has prohibited the physical transfer of securities. Hence, members holding shares
in physical mode are advised to avail of the facility of dematerialization. The Company submits the
report on reconciliation of share capital audit from Practicing Company Secretary within the
prescribed timelines.
7. PARTICULARS OF LOANS GIVEN, INVESTMENTS MADE, GUARANTEES GIVEN OR SECURITY
PROVIDED BY THE COMPANY:
The Company has disclosed the full particulars of the loans given, investments made, guarantees
given or security provided as required under Section 186 of the Companies Act, 2013.

8. PARTICULARS OF CONTRACT OR ARRANGEMENT WITH RELATED PARTIES:


All the related party transactions were in the ordinary course of business and at arm’s length. The
Board has approved all the related party transactions for FY 2023-24 as required under the provisions
of Section 177 of the Companies Act, 2013.

There are no materially significant related party transactions that may have conflict with the interest
of the Company.

9. AMOUNT TO BE CARRIED TO RESERVES:


The Company has not transferred any amount to reserves during the current financial year.

10. DIVIDEND:
The Board of Directors has not declared any dividend for the financial year under review.

11. MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE
COMPANY, BETWEEN THE END OF THE FINANCIAL YEAR AND THE DATE OF THE REPORT:
There are no material changes that have taken place in the Company between the date of Balance
Sheet and the date of Board’s Report.

12. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND


OUTGO:
(A) Conservation of energy:
The operations of the Company are not energy intensive as the Company is not engaged in any
manufacturing activity and is not included under the list of industries which should furnish
information in Section 134(3)(m) read with Rule 8(3) of the Companies (Accounts) Rules, 2014.

(B) Technology absorption: Nil


The Company being Technology driven, has always adopted the latest technology trends and
best practices.
(C) Foreign exchange earnings and outgo:
The Company exports engineering and designing services mainly to North America, Europe
and other countries.
The total foreign exchange earned and used for the period under review is as under:

Particulars ₹ thousands
Foreign exchange earned 736,429
Foreign exchange used 610,798

13. RISK MANAGEMENT POLICY:


The Company has formulated a risk management policy and has in place a mechanism to inform the
Board members about risk assessment and minimization initiatives undertaken. It also periodically
reviews the risk to ensure that executive management controls risk by means of a properly designed
framework.

14. CORPORATE SOCIAL RESPONSIBILITY:


The Corporate Social Responsibility (CSR) Committee comprises of 3 Non-Executive Directors. The
current members of the CSR Committee are Mr. Rajeev Gupta, Mr. Abhishek Sinha, and Mr. Ashish
Saraf. Mr. Rajeev Gupta is the Chairman of the Committee.

During the year under review, 1 meeting of the CSR Committee was held on April 21, 2023.

The disclosures required to be given under Section 135 of the Companies Act, 2013 read with Rule
8(1) of the Companies (Corporate Social Responsibility Policy) Rules, 2014 (as amended) are given as
Annexure A to this report.

The Finance Head of the Company has certified that CSR funds so disbursed for the projects have
been utilized for the purposes and in the manner as approved by the Board.

15. DETAILS OF DIRECTORS & KEY MANAGERIAL PERSONNEL APPOINTED/RESIGNED DURING THE
YEAR:
Mr. Rajeev Gupta, Mr. Abhishek Sinha, Mr. Ashish Arun Saraf, and Mr. Rajkumar Ravindranathan are
the current Directors of the Company.
There were no changes in the Directors of the Company during the year.

The notice convening the Annual General Meeting includes the proposal for re-appointment of
Directors who are liable to retire by rotation.

16. NUMBER OF MEETINGS OF THE BOARD OF DIRECTORS:


The Meetings of the Board are held at regular intervals.

During the year under review 4 meetings were held on April 21, 2023, July 14, 2023, October 9, 2023
& January 12, 2024.

The Agenda of the Meeting is circulated to the Directors in advance. Minutes of the Meetings of the
Board of Directors are circulated amongst the Members of the Board for their perusal.

17. VIGIL MEHACHANISM/WHISTLE BLOWER POLICY:


The Company has voluntarily established a vigil mechanism framework for directors and employees
to report genuine concerns. This mechanism is in line with the requirements of the Companies Act,
2013.

18. ADEQUACY OF INTERNAL FINANCIAL CONTROLS:


The Company has designed and implemented a process driven framework for Internal Financial
Controls (‘IFC’) within the meaning of the explanation to Section 134(5)(e) of the Companies Act,
2013. For the year ended March 31, 2024, the Board is of the opinion that the Company has sound
IFC commensurate with the nature and size of its business operations and operating effectively and
no material weaknesses exist. The Company has a process in place to continuously monitor the same
and identify gaps, if any, and implement new and/or improved controls wherever the effect of such
gaps would have a material effect on the Company’s operations.

19. DIRECTORS RESPONSIBILITY STATEMENT:


The Board of Directors of the Company confirms:
a) In the preparation of Annual Accounts, the applicable accounting standards have been followed
along with proper explanation relating to material departures;
b) The Directors have selected such accounting policies and applied them consistently and made
judgments and estimates that are reasonable and prudent so as to give a true and fair view of
the state of affairs of the Company at the end of the financial year and profit of the Company
for that period;
c) The Directors have taken proper and sufficient care for the maintenance of adequate accounting
records in accordance with the provisions of the Companies Act, 2013 for safeguarding the
assets of the Company and for preventing and detecting fraud and other irregularities;
d) The Directors have prepared the Annual Accounts on a going concern basis;
e) The Directors have devised proper systems to ensure compliance with the provisions of all
applicable laws and that such systems were adequate and were operating effectively.

20. IT SECURITY BREACH & SAFETY:


The Company has implemented comprehensive IT security programs supported by latest technology
and trained manpower to protect employees and assets, at its offices and plant, from such IT
Security breaches/cyber-attacks.

During the Financial Year under review, no major security breaches or incidents have occurred. A
comprehensive security risk assessment is carried out regularly and adequate security measures are
implemented to cater to the changing security scenario. The Company has implemented adequate
IT security measures and processes to protect its personnel and assets.

21. COMPLIANCE WITH SECRETARIAL STANDARDS ON BOARD MEETINGS AND GENERAL MEETINGS:
The Company has complied with Secretarial Standards issued by the Institute of Company
Secretaries of India on Board Meetings and General Meetings.

22. PROTECTION OF WOMEN AT WORKPLACE:


The holding company L&T Technology Services Limited has formulated a policy on ‘Protection of
Women’s Rights at Workplace’ which is applicable to all group companies. There were no cases of
sexual harassment received in the Company during FY 2023-24.

23. AUDITORS REPORT:


The Auditors report to the shareholders does not contain any qualification, observation or comment
or remark(s) which has/have an adverse effect on the functioning of the Company.

The Auditors of the Company have not reported any fraud as specified under Section 143(12) of the
Companies Act, 2013.
24. AUDITORS:
The Auditors, M/s Sharp & Tannan, were appointed as Statutory Auditors for a period of five
continuous years from the conclusion of 14th AGM till the conclusion of 19th AGM.

The Auditors have confirmed that they have subjected themselves to the peer review process of
Institute of Chartered Accountants of India (ICAI) and hold valid certificate issued by the Peer Review
Board of the ICAI.

The Auditors have also furnished a declaration confirming their independence as well as their arm’s
length relationship with the Company as well as declared that they have not taken up any prohibited
non-audit assignments for the Company.

25. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR
TRIBUNALS:
During the year under review, there were no material and significant orders passed by the Regulators
or Courts or Tribunals impacting the going concern status and the Company’s operations in future.

26. ANNUAL RETURN:


As the Company doesn’t have its own website, the requirement of uploading Annual Return of the
Company on its website as on 31st March 2024 in form MGT-7 in accordance with Section 92(3) of
the Act read with the Companies (Management and Administration) Rules, 2014, is not applicable
to the Company.

27. DESIGNATED PERSON FOR FURNISHING INFORMATION AND EXTENDING CO-OPERATION TO


ROC IN RESPECT OF BENEFICIAL INTEREST IN SHARES OF THE COMPANY:

The Company has appointed all the directors viz., Mr. Rajeev Gupta, Mr. Ashish Saraf, Mr.
Abhishek Sinha and Mr. Rajkumar Ravindranathan as designated persons, to ensure compliance
with MCA notification on this matter.

28. OTHER DISCLOSURES


• Reporting of Frauds: The Auditors of the Company have not reported any instances of fraud
committed against the Company by its officers or employees as specified under Section
143(12) of the Companies Act, 2013.

• MSME: The Company has registered itself on the Trade Receivables Discounting System
Platform through one of the service providers.
The Company complies with the requirement of submitting half yearly returns to the Ministry
of Corporate Affairs within the prescribed timelines.

• Corporate Insolvency Resolution process initiated under the Insolvency and Bankruptcy
Code, 2016 (IBC): The Company has neither filed any application, nor any proceeding is
pending against the Company under the Insolvency and Bankruptcy Code, 2016, during FY
2023-24.

• The details of difference between amount of the valuation done at the time of one-time
settlement and the valuation done while taking loan from the Banks or Financial
Institutions along with the reasons thereof: The Company has not made any one-time
settlement, therefore, the same is not applicable.

29. ACKNOWLEDGEMENT:
Your Directors take this opportunity to thank the customers, supply chain partners, employees,
Financial Institutions, Banks, Central and State Government authorities, Regulatory authorities, and
all the various stakeholders for their continued co-operation and support to the Company. Your
Directors also wish to record their appreciation for the continued co-operation and support received
from every member of the L&T Thales Technology Services Private Limited group globally.

For and on behalf of the Board

Mr. Ashish Arun Saraf Mr. Rajeev Gupta


Director Director
(DIN: 07924215) (DIN: 06782710)
Place: Delhi Place: Mumbai
Date: April 23, 2024 Date: April 23, 2024

LIST OF ANNEXURES:

Annexure A – Annual Report on Corporate Social Responsibility (CSR) Activities


ANNEXURE A

ANNUAL REPORT ON CSR ACTIVITIES

1. Brief outline on CSR policy of the Company:

The Company is committed to discharging its Social Responsibility through:

a. Partnership with communities in education and skill-building

b. Innovation and Technology

Our ‘CSR’ approach is based on the dedicated involvement of our employees, who get as much
value out of the initiatives, as the recipient. The focus areas for the Company are given below:

a. Water Conservation & Purification

b. Education and Skill building

c. Health

d. Environment

e. Innovation and Technology

While the focus of CSR efforts will be in the areas mentioned above, the Company, however, may
also undertake projects where societal needs are high or in special situations (such as in the case
of natural disasters etc.).

2. Composition of the CSR Committee:


Sl. No. Name of Director Designation/Nat Number of meetings Number of meetings
ure of of CSR Committee of CSR Committee
Directorship held during the year attended during the
1 Mr. Rajeev Gupta Chairman/Non- 1 1
year
Executive
Director
2 Mr. Abhishek Sinha Member/Non- 1 1
Executive
Director
3 Mr. Ashish Saraf Member/Non- 1 1
Executive
Director
3. Provide the web-link where Composition of CSR committee, CSR Policy and CSR projects
approved by the board are disclosed on the website of the Company- Not applicable

4. Provide the executive summary along with web-link(s) of Impact Assessment of CSR Projects
carried out in pursuance of sub-rule (3) of rule 8, if applicable (attach the report) – Not Applicable

5. (a) Average net profit of the company as per sub-section (5) of section 135: ₹ 191,683 thousand

(b) Two percent of average net profit of the company as per section sub-section (5) of section
135: ₹ 3,834 thousand
(c) Surplus arising out of the CSR projects or programs or activities of the previous financial years:
Nil
(d) Amount required to be set off for the financial year, if any: ₹ 142 thousand
(e)Total CSR obligation for the financial year (5b+5b-5d): ₹ 3,692 thousand

6. (a) Amount spent on CSR Projects (both Ongoing Project and other than Ongoing Project): ₹ 3,900
thousand
(b) Amount spent in Administrative Overheads: Nil
(c) Amount spent on Impact Assessment, if applicable: Nil
(d) Total amount spent for the Financial Year (6a+6b+6c+6d): ₹ 3,900 thousand
(e) CSR amount spent or unspent for the Financial Year:

Total Amount Amount Unspent (in ₹ millions)


Spent for the Total Amount transferred to Amount transferred to any fund specified
Financial Unspent CSR Account as per under Schedule VII as per second proviso to
Year. (In ₹) sub-section (6) of Section 135. sub-section (5) of section 135.
Amount. Date of Name of the Amount. Date of
transfer. Fund transfer
3,900 NIL NA None NIL NA
thousand
(f) Excess amount for set-off, if any:
Sl. No Particulars Amount (₹
in Thousand)
(1) (2) (3)
(i) Two percent of average net profit of the company as per sub-section 3,834
(5) of section 135
(ii) Total amount spent for the Financial Year 3,900
(iii) Excess amount spent for the financial year [(ii)-(i)] 66
(iv) Surplus arising out of the CSR projects or programmes or activities of Nil
the previous financial years, if any
(v) Amount available for set off in succeeding financial years [(iii)-(iv)] 66

7. Details of Unspent CSR amount for the preceding three financial years: Not Applicable
1 2 3 4 5 6 7 8
Sr. Preceding Amount Balance Amount Amount transferred Amount Deficiency,
No Financial transferred Amount in spent in to any fund remaining if any.
Year. to Unspent Unspent the specified under to be spent
CSR CSR Account Financial Schedule VII as per in
Account under Year (in section 135(6), if succeeding
under sub- subsection ₹) any. financial
section (6) (6) of Amount Date of years (in ₹)
of Section Section 135 (in ₹) transfer
135 (in ₹) (in ₹)
Not Applicable

8. Whether any capital assets have been created or acquired through Corporate Social
Responsibility amount spent in the Financial Year:
Yes No

If yes, enter the number of Capital assets created/acquired: Not Applicable


Furnish the details relating to such asset(s) so created or acquired through Corporate Social
Responsibility amount spent in the Financial Year:
Sr. Short particulars Pin code Date of Amount of Details of
No. of the property of the creation CSR amount entity/Authority/beneficiary
or asset(s) property spent of the registered owner
[including or asset(s)
complete
address and
location of the
property]
(1) (2) (3) (4) (5) (6)
Not Applicable

9. Specify the reason(s), if the company has failed to spend two per cent of the average net
profit as per sub-section (5) of section 135. – Not applicable

Mr. Ashish Arun Saraf Mr. Rajeev Gupta


(Member CSR Committee). (Chairman CSR Committee).
INDEPENDENT AUDITOR’S REPORT

To the Members of L&T Thales Technology Services Private Limited

Report on the audit of the financial statements

Opinion

We have audited the accompanying financial statements of L&T Thales Technology Services Private Limited (‘the
Company’), which comprise the balance sheet as at March 31, 2024, the statement of profit and loss (including other
comprehensive income), the statement of changes in equity and statement of cash flows for the year then ended, and
notes to the financial statements including a summary of significant accounting policies and other explanatory
information (‘the financial statements’).

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid financial
statements give the information required by the Companies Act, 2013 (‘the Act’) in the manner so required and give a
true and fair view in conformity with the Indian Accounting Standards prescribed under section 133 of the Act read with
the Companies (Indian Accounting Standards) Rules, 2015, as amended, (‘Ind AS’) and other accounting principles
generally accepted in India, of the state of affairs of the Company as at March 31, 2024, the profit and total
comprehensive income, changes in equity and its cash flows for the year ended on that date.

Basis for opinion

We conducted our audit of the financial statements in accordance with the Standards on Auditing (SAs) specified under
section 143(10) of the Companies Act, 2013 (‘the Act’). Our responsibilities under those Standards are further described
in the auditor’s responsibilities for the audit of the financial statements section of our report. We are independent of
the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India (‘ICAI’)
together with the independence requirements that are relevant to our audit of the financial statements under the
provisions of the Act and the Rules made thereunder, and we have fulfilled our other ethical responsibilities in
accordance with these requirements and the ICAI’s Code of Ethics.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Information other than the financial statements and auditor’s report thereon

The Company’s Board of Directors is responsible for the preparation of other information. The other information
comprises the information included in the board’s report including annexures thereto and management discussion and
analysis, but does not include the financial statements and our auditor’s report thereon.

Our opinion on the financial statements does not cover the other information and we do not express any form of
assurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing
so, consider whether the other information is materially inconsistent with the financial statements or our knowledge
obtained during the course of our audit, or otherwise appears to be materially misstated.

If, based on the work we have performed on the other information that we obtained prior to the date of this auditor’s
report, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.

Management’s responsibility for the financial statements

The Company’s Board of Directors is responsible for the matters stated in section 134(5) of the Act with respect to the
preparation of these financial statements that give a true and fair view of the financial position, financial performance,
total comprehensive income, changes in equity and cash flows of the Company in accordance with the Ind AS and other
accounting principles generally accepted in India, including the Accounting Standards specified under section 133 of the
Act. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of
the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities;
selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and
prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating
effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and
presentation of the financial statement that give a true and fair view and are free from material misstatement, whether
due to fraud or error.

In preparing the financial statements, management is responsible for assessing the Company’s ability to continue as a
going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of
accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic
alternative but to do so.

The Board of Directors are responsible for overseeing the Company’s financial reporting process.

Auditor’s responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from
material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion.
Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with
SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are
considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic
decisions of users taken on the basis of these financial statements.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism
throughout the audit. We also:

• Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error,
design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and
appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is
higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions,
misrepresentations, or the override of internal control.
• Obtain an understanding of internal financial controls relevant to the audit in order to design audit procedures that
are appropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for expressing our
opinion on whether the Company has adequate internal financial controls system in place and the operating
effectiveness of such controls.

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related
disclosures made by management.

• Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the
audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant
doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are
required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such
disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the
date of our auditor’s report. However, future events or conditions may cause the Company to cease to continue as a
going concern.

• Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and
whether the financial statements represent the underlying transactions and events in a manner that achieves fair
presentation.

Materiality is the magnitude of misstatements in the financial statements that, individually or in the aggregate, make it
probable that the economic decisions of a reasonably knowledgeable user of the financial statements may be influenced.
We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and in evaluating
the results of our work; and (ii) to evaluate the effect of any identified misstatement in the financial statements.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing
of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during
our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical
requirements regarding independence, and to communicate with them all relationships and other matters that may
reasonably be thought to bear on our independence, and where applicable, related safeguards.

Report on other legal and regulatory requirements

1 As required by the Companies (Auditor’s Report) Order, 2020 (‘the Order’), issued by the central government of
India in terms of sub-section (11) of section 143 of the Companies Act, 2013, we give in the Annexure A, statement
on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.

2 As required by section 143(3) of the Act, based on our audit we report that:

(a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief
were necessary for the purposes of our audit;

(b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears
from our examination of those books;

(c) The balance sheet, the statement of profit and loss (including other comprehensive income), statement of
changes in equity and the statement of cash flow dealt with by this report are in agreement with the relevant
books of account;

(d) In our opinion, the aforesaid financial statements comply with the Ind AS specified under section 133 of the Act,
read with rule 7 of the Companies (Accounts) Rules, 2014;

(e) On the basis of the written representations received from the directors as on March 31, 2024 taken on record by
the Board of Directors, none of the directors is disqualified as on March 31, 2024 from being appointed as a
director in terms of section 164 (2) of the Act;

(f) With respect to the adequacy of the internal financial controls over financial reporting of the Company and the
operating effectiveness of such controls, refer to our separate report in Annexure B. Our report expresses an
unmodified opinion on the adequacy and operating effectiveness of the Company’s internal financial controls
over financial reporting;

(g) With respect to the matters to be included in the auditor’s report in accordance with the requirements of section
197(16) of the Act (as amended), we report that according to the information and explanation given to us and
based on our examination of the records of the Company, the Company has not paid/ provided for any
remuneration to the directors of the Company during the year; and

(h) With respect to the other matters to be included in the auditor’s report in accordance with rule 11 of the
Companies (Audit and Auditors) Rules, 2014 (as amended), in our opinion and to the best of our information and
according to the explanations given to us:

i The Company has disclosed the impact of pending litigations on its financial position in its financial
statements – refer note 40 to the financial statements;

ii the Company did not have any long-term contracts including derivative contracts for which there were any
material foreseeable losses – refer note 37 to the financial statements; and

iii There were no amounts which were required to be transferred to the Investor Education and Protection
Fund by the Company – refer note 38 to the financial statements.

iv (a) Management has represented to us that, to the best of its knowledge and belief, no funds (which are
material either individually or in the aggregate) have been advanced or loaned or invested (either from
borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other
person or entity, including foreign entity (‘Intermediaries’), with the understanding, whether recorded in
writing or otherwise, that the Intermediary shall, whether directly or indirectly lend or invest in other
persons or entities identified in any manner whatsoever by or on behalf of the Company (‘Ultimate
Beneficiaries’) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries – refer
note 41 to the financial statements;

(b) Management has represented that, to the best of its knowledge and belief, no funds (which are material
either individually or in the aggregate) have been received by the Company from any person or entity,
including foreign entities (‘Funding Parties’), with the understanding, whether recorded in writing or
otherwise, that the Company shall, whether directly or indirectly, lend or invest in other persons or entities
identified in any manner whatsoever by or on behalf of the Funding Party (‘Ultimate Beneficiaries’) or
provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries – refer note 42 to the
financial statements;
(c) Based on the audit procedures that have been considered reasonable and appropriate in the
circumstances, nothing has come to our notice that has caused us to believe that the representations under
sub-clauses (i) and (ii) of rule 11(e), as provided under (a) and (b) above, contain any material misstatement.

v The Company has not declared or paid dividend during the year – refer note 43 to the financial statements.

vi Based on our examination which included test checks, the company has used an accounting software for
maintaining its books of account 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. Further, during the
course of our audit we did not come across any instance of an audit trail feature being tampered with.

For Sharp & Tannan


Chartered Accountants
Firm’s registration no.109982W

Firdosh D. Buchia
Partner
Faridabad, April 23, 2024 Membership no. 038332
UDIN: 24038332BKAUGL3202
ANNEXURE A TO THE INDEPENDENT AUDITOR’S REPORT

(Referred to in paragraph 1 of ‘Report on other legal and regulatory requirements’ section of our report of even date)

(i) (a) (A) The Company has maintained proper records showing full particulars including quantitative details and
situation of property, plant and equipment;
(B) The Company has maintained proper records showing full particulars of intangible assets;
(b) The Company has a program of physical verification of its property, plant and equipment to cover all the
items of property, plant and equipment in a phased manner over a period of three years which, in our opinion,
is reasonable having regard to the size of the Company and nature of its property, plant and equipment.
According to the information and explanations given to us, the Company has physically verified certain property,
plant and equipment during the year and no material discrepancies were noticed on such verification;
(c) The Company does not hold any immovable properties. Accordingly, paragraph 3(i)(c) of the Order is not
applicable to the Company;
(d) The Company has not revalued its property, plant and equipment (including right of use assets) or intangible
assets during the year. Accordingly, paragraph 3(i)(d) of the Order is not applicable to the Company; and
(e) According to the information and explanations given to us, no proceedings have been initiated or are pending
against the Company for holding any benami property under the Benami Transactions (Prohibition) Act, 1988
(as amended in 2016) and rules made thereunder.
(ii) (a) The Company does not hold any physical inventories. Accordingly, paragraph 3(ii)(a) of the order is not
applicable to the Company; and
(b) According to the information and explanations given to us, no working capital facility has been sanctioned
from banks or financial institutions during the year. Accordingly, paragraph 3(ii)(b) of the order is not applicable
to the Company.
(iii) According to the information and explanations given to us, the Company has not made any investment, provided
any guarantee or security or granted any loans or advances in the nature of loans, secured or unsecured, to
companies, firms, limited liability partnerships or other parties. Accordingly, paragraphs 3(iii)(a), (b), (c), (d), (e)
and (f) of the Order are not applicable to the Company.
(iv) According to the information and explanations given to us, there are no loans, investments, guarantees, and
securities granted in respect of which provisions of sections 185 and 186 of the Companies Act 2013 are
applicable. Accordingly, paragraph 3(iv) of the Order is not applicable to the Company.
(v) In our opinion, and according to information and explanations given to us, the Company has not accepted
deposits as per the directives issued by the Reserve Bank of India under the provisions of sections 73 to 76 or
any other relevant provisions of the Act and the rules framed there under. Accordingly, paragraph 3(v) of the
Order is not applicable to the Company.
(vi) According to the information and explanations given to us, the central government has not prescribed the
maintenance of cost records under sub-section (1) of section 148 of the Act for any of the services rendered by
the Company. Accordingly, paragraph 3(vi) of the Order is not applicable to the Company.
(vii) (a) According to the information and explanations given to us and on the basis of our examination of records of
the Company, in our opinion amounts deducted/accrued in the books of account in respect of undisputed
statutory dues including goods and service tax, provident fund, employees’ state insurance, income-tax, sales-
tax, service tax, duty of custom, duty of excise, value added tax, and cess have generally been regularly deposited
during the year by the Company with the appropriate authorities.

According to the information and explanations given to us, no undisputed amounts payable in respect of goods
and service tax, provident fund, employees’ state insurance, income-tax, sales-tax, service tax, duty of custom,
duty of excise, value added tax, and cess were in arrears as at March 31, 2024 for a period of more than six
months from the date they became payable.
(b) According to the information and explanations given to us, and on the basis of our examination of records of
the Company, there were no statutory dues in respect of Goods and Services Tax, Provident Fund, Employees’
State Insurance, Income-tax, Sales tax, Service tax, Duty of Customs, Duty of Excise, Value Added Tax, Cess and
any other material statutory dues as at March 31, 2024, which have not been deposited with the appropriate
authorities on account of any dispute.
(viii) According to the information and explanations given to us and on the basis of our examination of records of the
Company, there are no transactions not recorded in the books of account that have been surrendered or
disclosed as income during the year in the tax assessments under the Income-tax Act, 1961 (43 of 1961).
(ix) In our opinion and according to the information and explanations given to us, the Company has not borrowed
any funds from any lender. Accordingly, paragraphs 3(ix) (a), (b), (c), (d), (e) and (f) of the Order are not
applicable to the Company.
(x) (a) The Company did not raise any money by way of initial public offer or further public offer (including debt
instruments) during the year. Accordingly, paragraph 3(x)(a) of the Order is not applicable to the Company; and
(b) The Company has not made any preferential allotment or private placement of shares or convertible
debentures (fully, partially or optionally convertible) during the year. Accordingly, paragraph 3(x) of the Order
is not applicable to the Company.
(xi) (a) According to the information and explanations given to us, no fraud by the Company or on the Company has
been noticed or reported during the year;
(b) No report under sub-section (12) of section 143 of the Act has been filed by us in Form ADT-4 as prescribed
under rule 13 of Companies (Audit and Auditors) Rules, 2014 with the central government;
(c) According to the information and explanations given to us, no complaints were received as a part of the
whistle-blower mechanism during the year Accordingly, paragraph 3(xi)(c) of the Order is not applicable to the
Company; and
(xii) In our opinion and according to the information and explanations given to us, the Company is not a nidhi
company. Accordingly, paragraph 3(xii) of the Order is not applicable to the Company.
(xiii) According to the information and explanations given to us and based on our examination of the records of the
Company, transactions with the related parties are in compliance with sections 177 and 188 of the Act where
applicable, and details of such transactions have been disclosed in the financial statements as required by the
applicable Indian accounting standards.
(xiv) (a) In our opinion and based on our examination, the Company is not required to have an internal audit system
as per provisions of the Act. Accordingly, paragraphs 3(xiv) (a) and (b) are not applicable to the Company.
(xv) According to the information and explanations given to us and based on our examination of the records of the
Company, the Company has not entered into non-cash transactions with directors or persons connected with
him and hence provisions of section 192 of the Act are not applicable to the Company.
(xvi) (a) The Company is not required to be registered under section 45-IA of the Reserve Bank of India Act, 1934;
(b) According to the information and explanations given to us, the Company has not conducted any Non-Banking
Financial or Housing Finance activities during the year. Accordingly, paragraph 3(xvi)(b) of the Order is not
applicable to the Company; and
(c) According to the information and explanations given to us, the Company is not a Core Investment Company
as defined in the regulations made by the Reserve Bank of India. Accordingly, paragraph 3(xvi)(c) and (d) of the
Order is not applicable to the Company;
(xvii) According to the information and explanations given to us and based on our examination of the records of the
Company, the Company has not incurred cash losses in the financial year, and in the immediately preceding
financial year.
(xviii) There has been no resignation of the statutory auditors during the year. Accordingly, paragraph 3(xviii) of the
Order is not applicable to the Company.
(xix) On the basis of the financial ratios, ageing and expected dates of realization of financial assets and payment of
financial liabilities, other information accompanying the financial statements, our knowledge of the Board of
Directors and management plans, we are of the opinion that no material uncertainty exists as on the date of the
audit report that Company is capable of meeting its liabilities existing at the date of balance sheet as and when
they fall due within a period of one year from the balance sheet date. We, however, state that this is not an
assurance as to the future viability of the Company. We further state that our reporting is based on the facts up
to the date of the audit report and we neither give any guarantee nor any assurance that all liabilities falling due
within a period of one year from the balance sheet date, will get discharged by the Company as and when they
fall due.
(xx) According to the information and explanations given to us, as per section 135 of the Act, the Company does not
have any amount remaining unspent under sub-section (5) of section 135 of the Companies Act.
(xxi) According to the information and explanations given to us, the Company is not required to prepare consolidated
financial statements. Accordingly, paragraph 3(xxi) of the Order is not applicable to the Company.

For Sharp & Tannan


Chartered Accountants
Firm’s registration no.109982W

Firdosh D. Buchia
Partner
Faridabad, April 23, 2024 Membership no. 038332
UDIN: 24038332BKAUGL3202
ANNEXURE ‘B’ TO THE INDEPENDENT AUDITOR’S REPORT

(Referred to in paragraph 2(f) of our report of even date)

Report on the internal financial controls under clause (i) of sub-section 3 of section 143 of the Companies Act, 2013
(“the Act”)

We have audited the internal financial controls over financial reporting of L&T Thales Technology Services Private
Limited (‘the Company’) as of March 31, 2024 in conjunction with our audit of the financial statements of the Company
for the year ended on that date.

Management’s responsibility for internal financial controls

The Company’s management is responsible for establishing and maintaining internal financial controls based on the
internal control over financial reporting criteria established by the Company considering the essential components of
internal control stated in the Guidance Note on Audit of Internal Financial Controls over Financial Reporting (‘the
Guidance Note’) issued by the Institute of Chartered Accountants of India (‘ICAI’). These responsibilities include the
design, implementation and maintenance of adequate internal financial controls that were operating effectively for
ensuring the orderly and efficient conduct of its business, including adherence to company’s policies, the safeguarding
of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting
records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.

Auditors’ responsibility

Our responsibility is to express an opinion on the Company's internal financial controls over financial reporting based
on our audit. We conducted our audit in accordance with the Guidance Note, and the Standards on Auditing issued by
ICAI and deemed to be prescribed under section 143(10) of the Act to the extent applicable to an audit of internal
financial controls, both applicable to an audit of internal financial controls and both issued by the ICAI. Those Standards
and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain
reasonable assurance about whether adequate internal financial controls over financial reporting was established and
maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls
system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial
reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk
that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control
based on the assessed risk. The procedures selected depend on the auditor’s judgement, including the assessment of
the risks of material misstatement of the financial statements, whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion
on the Company’s internal financial controls system over financial reporting.
Meaning of internal financial controls over financial reporting

A company's internal financial control over financial reporting is a process designed to provide reasonable assurance
regarding the reliability of financial reporting and the preparation of financial statements for external purposes in
accordance with generally accepted accounting principles. A company's internal financial control over financial reporting
includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail,
accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable
assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with
generally accepted accounting principles, and that receipts and expenditures of the company are being made only in
accordance with authorisations of management and directors of the company; and (3) provide reasonable assurance
regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the company's assets that
could have a material effect on the financial statements.

Inherent limitations of internal financial controls over financial reporting

Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of
collusion or improper management override of controls, material misstatements due to error or fraud may occur and
not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future
periods are subject to the risk that the internal financial control over financial reporting may become inadequate
because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion, the Company has, in all material respects, an adequate internal financial controls system over financial
reporting and such internal financial controls over financial reporting were operating effectively as at March 31, 2024,
based on the internal control over financial reporting criteria established by the Company considering the essential
components of internal control stated in the guidance note on audit of internal financial controls over financial reporting
issued by the ICAI.

For Sharp & Tannan


Chartered Accountants
Firm’s registration no.109982W

Firdosh D. Buchia
Partner
Faridabad, April 23, 2024 Membership no. 038332
UDIN: 24038332BKAUGL3202
L & T THALES TECHNOLOGY SERVICES PRIVATE LIMITED
BALANCE SHEET AS AT MARCH 31, 2024
0 (0.43)
As at 31-03-2024 As at 31-03-2023
Particulars Note No.
Rupees in thousands Rupees in thousands

ASSETS
I. Non-current assets

(a) Property, plant and equipment 3 8,234 2,429


(b) Right of use - Assests 4 26,915
(c) Other intangible assets 5 17 147
(d) Financial assets 6 5,609 3,396
(e) Deferred tax assets (net) 7 19,794 20,280
(f) Other non current assets 8 26,992 23,453
(f) Current Tax Assets (net) - -
Total non-current assets 87,561 49,705

II. Current assets


(a) Financial assets
(i) Investments 9 3,63,954 3,40,664
(ii) Trade receivables 10 1,79,287 3,17,969
(iii) Cash and cash equivalents 11 18,242 81,623
(iv) Other bank balances - -
(v) Loans - -
(v) Other financial assets 12 2,843 5,879
(b) Other current assets 13 2,34,550 2,56,726
(c) Current Tax Assets (net) - -
Total current assets 7,98,876 10,02,861

TOTAL ASSETS 8,86,437 10,52,566

EQUITY AND LIABILITIES


I. Equity
(a) Equity share capital 14 20,550 20,550
(b) Other equity 7,60,465 6,58,211
Total equity 7,81,015 6,78,761

II. Liabilities
Non current liabilities
(a) Financial liabilities
(i) Lease liabilities 23,834 -
Total Non current liabilities 23,834 -

Current liabilities
(a) Financial liabilities
(i) Trade payables 15
Due to Micro and small enterprises 29 195
Due to others 33,601 3,24,638
(ii) Lease liabilities 5,595
(iii) Other financial liabilities 16 7,376 7,234
(b) Other current liabilities 17 8,874 18,864
(c) Provisions 18 12,853 12,517
(d) Current tax liabilities (net) 13,260 10,357
Total current liabilities 81,588 3,73,805

TOTAL EQUITY AND LIABILITIES 8,86,437 10,52,566


0.4250
Corporate information and material accounting policies 1-44
Accompanying notes form an integral part of the financial
statements

As per our report attached For and on behalf of the Board of Directors of
Sharp & Tannan L&T Thales Technology Services Private Limited
Chartered Accountants
Firm's registration no. 109982W
by the hand of

Firdosh D. Buchia Rajeev Gupta Ashish Saraf


Partner Director Director
Membership no. 38332 DIN NO. 06782710 DIN NO. 07924215

Place: Faridabad Place: Mumbai Place: Delhi


Date: April 23, 2024 Date: April 23, 2024 Date: April 23, 2024
L & T THALES TECHNOLOGY SERVICES PRIVATE LIMITED
STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED ON MARCH 31, 2024

Year ended Year ended


Particulars Note No. 31-03-2024 31-03-2023
Rupees in thousands Rupees in thousands

I. Revenue from operations 19 6,84,614 11,74,038


II. Other income 20 26,908 31,739

III. TOTAL REVENUE 7,11,522 12,05,777

IV. Expenses:
(a) Employee benefit expenses 21 1,18,553 85,011
(b) Depreciation and amortisation expenses 6,454 2,217
(c) Other expenses 22 4,50,493 8,96,381
(d) Finance costs 23 2,125 -
TOTAL EXPENSES 5,77,625 9,83,609

V. PROFIT BEFORE TAX (III - IV) 1,33,897 2,22,168

VI. Tax expense :


(a) Current tax 33,887 56,125
MAT credit - -
(b) Deferred tax 486 965
TOTAL TAX EXPENSE 24 34,373 57,090

VII. PROFIT FOR THE YEAR (V - VI) 99,524 1,65,078

VIII. Other comprehensive income, net of taxes


Items that will not be reclassified to the statement of profit
(A)
and loss
Remeasurement of the defined benefit plans 2,730 (1,724)
Income tax on items that will not be reclassified to the
- 440
statement of profit and loss

IX. TOTAL COMPREHENSIVE INCOME, NET OF TAXES 1,02,254 1,63,794

X. EARNING PER EQUITY SHARE 25

Basic - Rupee 48.43 80.33


Diluted - Rupee 48.43 80.33

Face value per equity share 10.00 10.00

As per our report attached For and on behalf of the Board of Directors of
Sharp & Tannan L&T Thales Technology Services Private Limited
Chartered Accountants
Firm's registration no. 109982W
by the hand of

Firdosh D. Buchia Rajeev Gupta Ashish Saraf

Partner Director Director


Membership no. 38332 DIN NO. 06782710 DIN NO. 07924215

Place: Faridabad Place: Mumbai Place: Delhi


Date: April 23, 2024 Date: April 23, 2024 Date: April 23, 2024
L&T THALES TECHNOLOGY SERVICES PRIVATE LIMITED
CASH FLOW STATEMENT FOR THE YEAR ENDED ON MARCH 31, 2024

Year ended Year ended


Particulars 31-03-2024 31-03-2023
Rupees in thousands Rupees in thousands
A. Cash flow from operating activities
Profit before tax 1,33,897 2,22,168

Adjustments to reconcile profits for the year to net Cash generated


from Operating Activities:
Depreciation and amortisation 6,454 2,217
Interest received (123) (123)
Interest paid 2,125
(Profit)/loss on sale of fixed assets 123
Dividends received from current investments (27,067) (19,667)
Unrealized foreign exchange (gain)/loss 554 (1,635)
Operating profit before working capital changes 1,15,963 2,02,960

Changes in working capital


(Increase)/decrease in trade receivables and unbilled revenue 1,39,554 (48,398)
(Increase)/decrease in other assets 24,357 (1,14,163)
Increase/(decrease) in trade & other liabilities (2,71,610) 1,50,410
(Increase)/decrease in working capital (1,07,699) (12,151)

Cash generated from operations 8,264 1,90,809


Direct taxes paid (net of refunds) (34,524) (72,364)
Net cash used in / from operating activities (A) (26,260) 1,18,445

B. Cash flow from investing activities


Purchase of propery, plant and equipment (39,289) (165)
Sale of propery, plant and equipment 123 -
(Purchase)/ sale of current investments (net) (13,998) (64,496)
Gain / (loss) sale of current investments 17,774 18,613
Interest received 395 230
Net cash used in / from investing activities (B) (34,995) (45,818)

C. Cash flow from financing acivities


Proceeds from/(repayment of) borrowings (net) - -
Interest paid (2,125) -
Net cash used in / from financing activities (C) (2,125) -

Net (decrease) / increase in cash and cash equivalents (A+B+C) (63,380) 72,627
Cash and cash equivalents at the beginning of the year 84,672 12,045
Exchange differences on translation of foreign currency cash and
cash equivalents
Cash and cash equivalents at end of year 21,292 84,672

Notes:
The above Cash Flow Statement has been prepared under "Indirect Method" as set out in Ind AS- 7 on "Statement of Cash Flows" notified under
1 section 133 of the Act read with rule 3 of the Companies (Indian Accounting Standards) Rules, 2015 and relevant amendment rules issued
thereafter.
2 Cash and cash equivalents included in cash flow statement comprise the following :

As at 31-03-2024 As at 31-03-2023
Cash and cash equivalents disclosed under current assets 18,242 81,623
Add: Other bank balances disclosed under non-current assets 3,124 3,396
Less: Accrued interest included in other bank balances disclosed under
(74) (347)
non-current assets
21,292 84,672

As per our report attached For and on behalf of the Board of Directors of
Sharp & Tannan L&T Thales Technology Services Private Limited
Chartered Accountants
Firm's registration no. 109982W
by the hand of

Firdosh D. Buchia Rajeev Gupta Ashish Saraf

Partner Director Director


Membership no. 38332 DIN NO. 06782710 DIN NO. 07924215

Place: Faridabad Place: Mumbai Place: Delhi


Date: April 23, 2024 Date: April 23, 2024 Date: April 23, 2024
L&T THALES TECHNOLOGY SERVICES PRIVATE LIMITED
STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED MARCH 31, 2024

A. Equity share capital

Particulars 31-03-2024 31-03-2023


Number of Rupees in Number of Rupees in
shares thousands shares thousands

Issued, subscribed and fully paid up equity shares outstanding at the beginning of the year 20,54,989 20,550 20,54,989 20,550
Add/(Less): Shares issued on exercise of employee stock options during the year - - - -
Add/(Less): Reorganization of share capital, reduction of face value - - - -
Add/(Less): Fresh issue of equity shares - - - -
Issued, subscribed and fully paid up equity shares outstanding at the end of the year 20,54,989 20,550 20,54,989 20,550
L&T THALES TECHNOLOGY SERVICES PRIVATE LIMITED
STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED MARCH 31, 2024

B. Other equity (Rupees in thousands)


Other equity
Other comprehensive
Reserves and Surplus Total equity attributable to
income
Equity share capital equity holders of the
Securities premium Other items of other Company
Retained earnings
account comprehensive income

Balance as at 01-04-2022 20,550 72,751 4,15,396 6,270 4,94,417

Profit for the year - - 1,65,078 - 1,65,078


Other comprehensive income - - (1,284) (1,284)

Balance as at 31-03-2023 20,550 72,751 5,80,474 4,986 6,58,211

Balance as at 01-04-2023 20,550 72,751 5,80,474 4,986 6,58,211

Profit for the year - - 99,524 - 99,524


Other comprehensive income - - 2,730 2,730

Balance as at 31-03-2024 20,550 72,751 6,79,998 7,716 7,60,465

As per our report attached For and on behalf of the Board of Directors of
Sharp & Tannan L&T Thales Technology Services Private Limited
Chartered Accountants
Firm's registration no. 109982W
by the hand of

Firdosh D. Buchia Rajeev Gupta Ashish Saraf


Partner Director Director
Membership no.
Membership No. 38332
38332 DIN NO. 06782710 DIN NO. 07924215
Date: April 23, 2024 Date: April 23, 2024 Date: April 23, 2024
NOTES FORMING PART OF FINANCIAL STATEMENTS

1. Corporate information

L&T Thales Technology Services Private Limited (“the Company”) is a private company incorporated and domiciled
in India and has its registered office at RMZ One Paramount, Campus 10, 3 rd Floor, A Wing, No. 110, Mount
Poonamallee High Road, Porur, Chennai – 600116.

The Company is engaged in the business of software development mainly for in-flight entertainment systems (IFE),
ground transportation solutions (GTSC), flight management systems (FMS), air traffic management systems (ATM)
etc.

2. Material accounting policies

a) Statement of compliance
The Company’s financial statements have been prepared in accordance with the provisions of the Companies Act,
2013 (“the Act”) and the Indian Accounting Standards (“Ind AS”) notified under the Companies (Indian Accounting
Standards) Rules, 2015, as amended, issued by the Ministry of Corporate Affairs under section 133 of the Act. In
addition, the guidance notes/announcements issued by the Institute of Chartered Accountants of India (ICAI) are
also applied except where compliance with other statutory promulgations require a different treatment.

The financial statements of the Company for the year ended March 31, 2024 were approved for issue by the Board
of Directors on April 23, 2024.

b) Basis of accounting
These financial statements have been prepared on an accrual basis following the historical cost convention, except
for certain financial instruments which are measured at fair values at the end of each reporting year, as explained
in the accounting policies below.

Accounting policies have been consistently applied except where a newly-issued accounting standard is initially
adopted or a revision to an existing accounting standard requires a change in the accounting policy hitherto used.

c) Use of estimates and judgements


The preparation of these financial statements in conformity with the recognition and measurement principles of
Ind AS requires the management of the Company to make estimates and assumptions that affect the reported
balances of assets and liabilities, disclosures relating to contingent liabilities as at the date of the financial
statements and the reported amounts of income and expense for the periods presented.

Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are
recognised in the period in which the estimates are revised and future periods are affected.

d) Revenue recognition

(i) Revenue from operations

Revenue is recognised upon transfer of control of promised services to customers in an amount that reflects the
consideration which the Group/Company expects to receive in exchange for those services:

a. Revenue from contracts which are on time and material basis are recognized when services are rendered,
and related costs are incurred.
b. Revenue from fixed-price contracts where the performance obligations are satisfied over time and where
there is no uncertainty as to measurement or collectability of consideration, is recognized as per the percentage-
of-completion method. Percentage of completion is determined based on project costs incurred to date as a
percentage of total estimated project costs required to complete the project. The cost expended (or input)
method has been used to measure progress towards completion as there is a direct relationship between input
and productivity.
c. Revenues in excess of invoicing are classified as contract assets (unbilled revenue) while invoicing in excess
of revenues are classified as contract liabilities (unearned revenue).
d. Revenue is measured based on the consideration specified in a contract with a customer and excludes
amounts collected on behalf of third parties. The Company presents revenue net of discounts, collection charges,
indirect taxes and value-added taxes in its statement of profit and loss.

The Company exercises judgement in determining whether the performance obligation is satisfied at a point in
time or over a period of time. The Company considers indicators such as how the customer consumes benefits as
services are rendered or who controls the asset as it is being created or existence of enforceable right to payment
for performance to date as per contract.

(ii) Other income

A. Interest income is accrued on a time basis by reference to the principal outstanding and the effective
interest rate.

B. Other items of income are accounted for as and when the right to receive arises and it is probable that
the economic benefits will flow to the Company and the amount of income can be measured reliably.

e) Employee benefits

i. Short term employee benefits

All employee benefits falling due wholly within twelve months of rendering the service are classified as short
term employee benefits. The benefits like salaries, wages, and short term compensated absences and performance
incentives are recognized in the period in which the employee renders the related service.

ii. Post-employment benefits

a) Defined contribution plan

Retirement benefits in the form of provident fund are a defined contribution scheme and the contributions are
charged to the statement of profit and loss of the period when the contributions to the respective funds are made.
There are no other obligations other than the contribution payable to the respective trusts.

b) Defined benefit plans

Gratuity liability is defined benefit obligation and is provided for on the basis of an actuarial valuation made as at
the balance sheet date.

iii. Long term employee benefits

The obligation for long term employee benefits like long term compensation absences is recognized in the similar
manner as in the case of defined benefit plans as mentioned in (ii) (b) above.

f) Property, plant and equipment

Property, plant and equipment are stated at cost, less accumulated depreciation and impairment loss, if any.
Depreciation is provided for property, plant and equipment on straight line basis so as to expense the cost over
their estimated useful lives based on evaluation. The estimated useful lives and residual value are reviewed at the
end of each reporting year, with the effect of any changes in estimate accounted for on a prospective basis.

Estimated useful life of the assets as per schedule II of the Companies Act 2013 and their estimated useful lives
as per evaluation by the management is as follows:.

Category of asset Useful life as per schedule II Useful life adopted


(in years) (in years)
Computers 3–6 3–5
Office equipment 5 1-4
Furniture and fixtures 10 10
Owned vehicles 6 7
Lab equipment 10 6-8
g) Intangible assets and amortisation

Intangible assets purchased are measured at cost or fair value as of the date of acquisition, as applicable, less
accumulated amortisation and accumulated impairment, if any.

Asset class Useful life (years)


Computer software 3–5

h) Financial instruments

Financial assets and liabilities are recognised when the Company becomes a party to the contractual provisions of
the instrument. Financial assets and liabilities are initially measured at their transaction price. Transaction costs
that are directly attributable to the acquisition or issue of financial assets and financial liabilities (other than
financial assets and financial liabilities at fair value through profit or loss) are added to or deducted from the
transaction price measured on initial recognition of financial asset or financial liability.

Non-derivative financial assets

Financial assets at amortised cost

Financial assets are subsequently measured at amortised cost if these financial assets are held within a business
model whose objective is to hold these assets in order to collect contractual cash flows and the contractual terms
of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest
on the principal amount outstanding. Financial assets at amortised cost are represented by trade receivables, cash
and cash equivalents, employee and other advances and eligible current and non-current assets.

Financial assets at fair value through other comprehensive income

Financial assets are measured at fair value through other comprehensive income if these financial assets are held
within a business model whose objective is achieved by both collecting contractual cash flows that give rise on
specified dates to solely payments of principal and interest on the principal amount outstanding and by selling
financial assets.

Financial assets at fair value through profit or loss

Financial assets are measured at fair value through profit or loss unless it is measured at amortised cost or at fair
value through other comprehensive income on initial recognition. The transaction costs directly attributable to
the acquisition of financial assets and liabilities at fair value through profit or loss are immediately recognised in
profit or loss.

Non-derivative financial liabilities

Financial liabilities are initially recognised at transaction price, and subsequently carried at amortised cost using
the effective interest method. For trade and other payables maturing within 1 year from balance sheet date, the
carrying amount approximate fair value due to short maturity of these instruments.

i) Leases

Ind AS 116 sets out the principles for the recognition, measurement, presentation and disclosure of leases for both
lessees and lessors.

The Company records the lease liability at the present value of the lease payments discounted at the incremental
borrowing rate and the right of use asset. The Standard, however, does not require an entity to recognize assets
and liabilities for (a) short- term leases (for a period of twelve months or less) and (b) leases of low value assets.
At the date of commencement of the lease, the Company recognizes a right-of-use asset (“ROU”) and a
corresponding lease liability for all lease arrangements in which it is a lessee, except for leases with a term of
twelve months or less (short-term leases) and low value leases. For these short-term and low value leases, the
Company recognizes the lease payments as an operating expense on a straight-line basis over the term of the
lease. Certain lease arrangements include the options to extend or terminate the lease before the end of the lease
term. ROU assets and lease liabilities include these options when it is reasonably certain that they will be
exercised.

Ind AS 116 requires lessees to determine the lease term as the non-cancellable period of a lease adjusted with
any option to extend or terminate the lease, if the use of such option is reasonably certain. The Company makes
an assessment on the expected lease term on a lease-by-lease basis and thereby assesses whether it is reasonably
certain that any options to extend or terminate the contract will be exercised. In evaluating the lease term, the
Company considers factors such as any significant leasehold improvements undertaken over the lease term, costs
relating to the termination of the lease and the importance of the underlying asset to the Company’s operations
taking into account the location of the underlying asset and the availability of suitable alternatives. The lease
term in future periods is reassessed to ensure that the lease term reflects the current economic circumstances.
After considering current and future economic conditions, the Company has concluded that no changes are
required to lease period relating to the existing lease contracts

The Company has elected not to apply the requirements of Ind AS 116 leases to short-term leases where lease
term is 12 months or less and leases for which the underlying asset is of low value. The lease payments related to
these leases are recognised as an expense.

j) Impairment of assets

a) Trade receivables
The Company assesses at each balance sheet date whether a financial assets or group of financial assets is impaired.
In accordance with IndAS 109, the Company applies the expected credit loss (ECL) model for measurement and
recognition of impairment loss. As a practical expedient, the Company uses a provision matrix to determine
impairment loss on portfolio of its trade receivables. The provision matrix is based on its historically observed
default rates over the expected life of trade receivables. ECL impairment loss allowances (or reversal) recognized
during the period is recognized as an expense/income respectively in the statement of profit and loss. Provision
for ECL is presented as deduction from carrying amount of trade receivables.

b) Non-financial assets

Tangible and intangible assets

Property, plant and equipment and intangible assets (other than goodwill) are evaluated for recoverability
whenever there is any indication that their carrying amounts may not be recoverable. If any such indication exists,
the recoverable amount (i.e. higher of the fair value less cost to sell, and the value-in-use) is determined on an
individual asset basis unless the asset does not generate cash flows that are largely independent of those from
other assets. In such cases, the recoverable amount is determined for the cash generating unit (CGU) to which the
asset belongs.

If the recoverable amount of an asset (or CGU) is estimated to be less than its carrying amount, the carrying
amount of the asset (or CGU) is reduced to its recoverable amount. An impairment loss is recognised in the
statement of profit and loss

k) Foreign currencies

The functional currency of the Company is the Indian rupee ( ₹).

Income and expenses in foreign currencies are recorded at exchange rates prevailing on the date of the
transaction. Foreign currency denominated monetary assets and liabilities are translated at the exchange rate
prevailing on the balance sheet date and exchange gains and losses arising on settlement and restatement are
recognised in the statement of profit and loss.

Non-monetary assets and liabilities that are measured in terms of historical cost in foreign currencies are not
retranslated.

l) Income-tax

Income tax expense comprises current tax expense and the net change in the deferred tax asset or liability during
the year. Current and deferred taxes are recognised in the statement of profit and loss, except when they relate
to items that are recognised in other comprehensive income or directly in equity, in which case, the current and
deferred tax are also recognised in other comprehensive income or directly in equity, respectively.

Current income taxes

The current income tax expense includes income taxes payable by the Company.

Provision for current income taxes are presented in the balance sheet after off-setting advance tax paid and
income tax provision arising in the same tax jurisdiction and where the relevant tax paying units intend to settle
the asset and liability on a net basis.

Deferred taxes

Deferred tax is recognised using the balance sheet approach. Deferred tax assets and liabilities are recognised for
deductible and taxable temporary differences arising between the tax base of assets and liabilities and their
carrying amount, except when the deferred tax arises from the initial recognition of an asset or liability in a
transaction that is not a business combination and affects neither accounting nor taxable profit or loss at the time
of the transaction.

Deferred tax asset is recognized to the extent that it is probable that taxable profit will be available against which
the deductible temporary differences and the carry forward of unused tax credits and unused tax losses can be
utilised.

The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it
is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset
to be utilised.

Deferred tax assets and liabilities are measured using substantively enacted tax rates expected to apply to taxable
income in the years in which the temporary differences are expected to be received or settled.

Deferred tax assets and liabilities are offset when the Company has a legally enforceable right to set off the
recognised amounts and where it intends either to settle on a net basis or to realise the asset and settle the
liability simultaneously.

Deferred tax assets include minimum alternative tax (MAT) paid in accordance with the tax laws in India, which is
likely to give future economic benefits in the form of availability of set off against future income tax liability.
Accordingly, MAT is recognised as a deferred tax asset in the balance sheet when the asset can be measured
reliably and it is probable that the future economic benefit associated with the asset will be realised.

The Company recognises interest levied related to income tax assessments in interest expenses.

m) Provisions, contingent liabilities and contingent assets

Provisions are recognized for liabilities that can be measured only by using a substantial degree of estimation, if

a) The Company has a present obligation as a result of a past event;


b) A probable outflow of resources is expected to settle the obligation; and
c) The amount of the obligation can be reliably estimated

Contingent liability is disclosed in the case of


a) A present obligation arising from a past event when it is not probable that an outflow of
resources will be required to settle the obligation; or
b) A possible obligation unless the probability of outflow of resources is remote

Contingent assets are disclosed where an inflow of economic benefits is probable.


Provisions, contingent liabilities and contingent assets are reviewed at each balance sheet date.

n) Statement of cash flows

Cash flows are reported using the indirect method, whereby profit for the period is adjusted for the effects of
transactions of non-cash nature, any deferrals or accruals of past or future operating cash receipts or payments
and items of income or expenses associated with investing or financing cash flows. The cash flows from operating,
investing and financing activities of the Company are segregated.

o) Earnings per equity share

Basic earnings per equity share is computed by dividing the net profit attributable to the equity holders of the
Company by the weighted average numbers of the equity shares outstanding during the period. Diluted earnings
per equity share is computed by dividing the net profit attributable to the equity holders of the Company by the
weighted average number of equity shares considered for deriving basic earnings per equity share and also the
weighted average number of equity shares that would have been outstanding assuming the conversion of all
dilutive potential equity shares.

p) Operating cycle for current and non-current classification

Operating cycle for the business activities of the Company covers the duration of the project/contract/service
and extends up to the realisation of receivables within the credit period normally applicable to the respective
lines of business.

q) Borrowing costs

Borrowing costs include interest expense, bill discounting charges and exchange differences arising on foreign
currency borrowings, to the extent they are regarded as an adjustment to interest costs.

All other borrowing costs are recognized in the statement of profit or loss in the period in which they are incurred.
L&T Thales Technology Services Pvt Ltd
Notes forming part of accounts Updated

3 PROPERTY, PLANT AND EQUIPMENT

(Rupees in thousands)
Aircondition and Laboratory
Particulars Electrical installations Computers and servers Office equipments Furniture and fixtures Cars Total
refrigeration equipments
Gross carrying value as on 01-04-2023 3,623 28,302 3,156 1,021 - 36,102
Additions during the year 873 5,128 49 511 1,135 7,696
Disposals during the year 172 - 2,280 973 - 3,425
Gross carrying value as on 31-03-2024 873 3,623 (172) 33,430 925 559 1,135 40,373

Depreciation
Depreciation as on 01-04-2023 2,063 28,158 2,788 664 - 33,673
For the year 37 588 609 214 112 85 1,645
On deductions 172 - 2,280 727 - 3,179
Depreciation as on 31-03-2024 37 2,651 (172) 28,767 722 49 85 32,139

Net carrying value as on 31-03-2024 836 972 (0) 4,663 203 510 1,050 8,234
Net carrying value as on 31-03-2023 - 1,560 144 368 357 - 2,429

4 ROU - Office Premises


(Rupees in thousands)
Particulars Right of Use Total
Gross carrying value as on 01-04-2023 - -
Additions during the year 31,594 31,594
Disposals during the year - -
Balance as on 31-03-2024 31,594 31,594

Depreciation
Depreciation as on 01-04-2023 - -
For the year 4,679 4,679
On deductions -
Depreciation as on 31-03-2024 4,679 4,679

Net carrying value as on 31-03-2024 26,915 26,915


Net carrying value as on 31-03-2023 - -

5 OTHER INTANGIBLE ASSETS


(Rupees in thousands)
Particulars Specialized software Total
Gross carrying value as on 01-04-2023 25,253 25,253
Additions during the year - -
Disposals during the year - -
Balance as on 31-03-2024 25,253 25,253

Amortisation
Amortisation as on 01-04-2023 25,106 25,106
For the year 130 130
On deductions -
Ammortisation as on 31-03-2024 25,236 25,236

Net carrying value as on 31-03-2024 17 17


Net carrying value as on 31-03-2023 147 147
L&T THALES TECHNOLOGY SERVICES PRIVATE LIMITED
Notes forming part of accounts

6 OTHER FINANCIAL ASSETS (Rupees in thousands)


As at As at
Non-current 31-03-2024 31-03-2023

Security deposits 2,485 -


Fixed deposits* 3,124 3,396
Forward contract receivable
5,609 3,396

* Fixed deposits are margin money deposits against bank guarantees

7 DEFERRED TAX ASSETS (NET)


(Rupees in thousands)
DTL/(DTA) Charge/(credit) DTL/(DTA)
Description
As at 01.04.2023 to P&L As at 31.03.2024
Property, plant and equipment and other intangible assets (1,725) 181 (1,544)

Provision against GST / Service tax receivables / recoverable (10,203) - (10,203)

Unpaid statutory liabilities & provision for compensatory absences (4,494) (813) (5,307)

Others (3,858) 1,766 (2,092)

IND AS-116 impact - (648) (648)

Total (20,280) 486 (19,794)

8 OTHER NON CURRENT ASSETS


(Rupees in thousands)
As at As at
31-03-2024 31-03-2023

Income tax receivable (net) 26,992 23,453


26,992 23,453
L&T THALES TECHNOLOGY SERVICES PRIVATE LIMITED
Notes forming part of accounts

9 INVESTMENTS
(Rupees in thousands)
As at As at As at As at
Current investment 31-03-2024 31-03-2024 31-03-2023 31-03-2023
Units Amount Units Amount
Investment in mutual funds
Quoted - -
Aditya Birla SunLife Liquid Fund - Direct - Growth 3,23,940 1,26,233 3,66,876 1,33,207
Nippon India Liquid Fund - Direct - Growth 10,435 61,658 12,761 70,273
SBI AMC - MF 2,093 7,911
UTI AMC - MF 11,341 44,887
Kotak AMC - MF 13,302 64,901
Axis Liquid Fund - Direct - Growth 21,747 58,364 54,854 1,37,184

3,82,858 3,63,954 4,34,491 3,40,664

Aggregate amount of quoted current investments and market As at As at


value thereof: 31-03-2024 31-03-2023

Aggregate amount of quoted investment at cost 3,53,481 3,39,500


Aggregate amount of quoted investment at market value 3,63,954 3,40,664
L&T THALES TECHNOLOGY SERVICES PRIVATE LIMITED
Notes forming part of accounts

10 TRADE RECEIVABLES
(Rupees in thousands)
As at As at
31-03-2024 31-03-2023

Current
Unsecured, considered good 1,93,122 3,29,529 26.42
Less: Allowance for expected credit loss (13,835) (11,560)

1,79,287 3,17,969

Ageing of trade receivables


Outstanding for following periods from due date of payment
Particulars Less than 6 6 months - 1 More than 3 Total
Not Due 1 -2 Years 2 - 3 Years
months Year Years
(i) Undisputed Trade Receivables - Considered good 99,220 57,580 21,263 15,059 - - 1,93,122
(ii) Undisputed Trade Receivables - Which have significant
increase in credit risk - - - - - - -
(iii) Undisputed Trade Receivables - Credit impaired - - - - - - -
(iv) Disputed Trade Receivables - Considered good - - - - - - -
(v) Disputed Trade Receivables - Which have significant
increase in credit risk - - - - - - -
(vi) Disputed Trade Receivables - Credit impaired - - - - - - -
Total 99,220 57,580 21,263 15,059 - - 1,93,122
Less : Loss Allowance - - - - - - (13,835)
1,79,287

11 CASH AND CASH EQUIVALENTS


(Rupees in thousands)
As at As at
31-03-2024 31-03-2023

Balances with banks 303 81,623


Remittance in transit 17,939 -
- -
18,242 81,623
L&T THALES TECHNOLOGY SERVICES PRIVATE LIMITED
Notes forming part of accounts

12 OTHER FINANCIAL ASSETS


(Rupees in thousands)
As at As at
31-03-2024 31-03-2023

Unbilled revenue - 27
Less: ECL on unbilled revenue - (1)
- 26

Advances to employees 910 15


Security deposits 1,933 5,838
2,843 5,879
L&T THALES TECHNOLOGY SERVICES PRIVATE LIMITED
Notes forming part of accounts

13 OTHER CURRENT ASSETS


(Rupees in thousands)
As at As at
31-03-2024 31-03-2023

Unbilled revenue 1,85,599 1,52,228


Less: ECL on unbilled revenue (12,738) (3,485)
1,72,861 1,48,743

Prepaid expenses 1,605 854


GST / Service tax recoverable (net of Service tax
60,031 1,06,052
refund related provision)
Other receivables 53 1,077
61,689 1,07,983

2,34,550 2,56,726
L&T THALES TECHNOLOGY SERVICES PRIVATE LIMITED
Notes forming part of accounts
14 SHARE CAPITAL
(Rupees in thousands)
As at As at
31-03-2024 31-03-2023

14.1 Authorised :
2,500,000 equity shares of Rs.10 each 25,000 25,000 2,50,00,000
(31 March 2024 : 2,500,000 equity shares of Rs. 10 each)
(01 April 2023 : 2,500,000 equity shares of Rs. 10 each)
25,000 25,000 2,50,00,000

14.2 Issued, subscribed and paid up


2,054,989 equity shares of Rs.10 each 20,550 20,550 2,05,49,890
(31 March 2024 : 20,54,989 equity shares of Rs. 10 each)
(01 April 2023 : 20,54,989 equity shares of Rs. 10 each)

Total issued, subscribed and paid up capital 20,550 20,550 2,05,49,890

14.3 In the period of five years immediately preceding March 31,2024:


Aggregate number and class of shares allotted as fully paid up pursuant to contract without payment being received in cash - Nil
Aggregate number and class of shares allotted as fully paid up by way of bonus shares - Nil
Aggregate number and class of shares bought back - Nil

14.4 Terms/rights attached to equity shares


The Company has only one class of equity shares having a par value of Rs. 10 per share. Each holder of equity shares is entitled to one vote per share. The Company declares and
pays dividend in Indian rupees.

14.5 Shares of the Company held by holding company

As at As at
Equity shares
31-03-2024 31-03-2023
No. of shares % Holding No. of shares % Holding

L&T Technology Services Limited 15,20,692 74% 15,20,692 74% #### 100%

15,20,692 15,20,692 ####

14.6 Shareholders holding more than 5% of equity shares as at the end of the year

As at As at
Equity shares
31-03-2024 31-03-2023
No. of shares % Holding No. of shares % Holding

L&T Technology Services Limited (Promoter) 15,20,692 74% 15,20,692 74% #### 100%

Thales Services SAS, France (Promoter) 5,34,297 26% 5,34,297 26% 0%

20,54,989 20,54,989 ####


L&T THALES TECHNOLOGY SERVICES PRIVATE LIMITED
Notes forming part of accounts

15 TRADE PAYABLES
(Rupees in thousands)
As at As at
31-03-2024 31-03-2023

Due to related parties 6,046 2,66,054


Micro and small enterprises 29 195
Due to others:
Liability for revenue goods/services 25,317 56,064
Supplier ledger - revenue goods/services 2,238 2,520

33,630 3,24,833

Ageing of trade payables:


As at 31-03-2024
Less than 1 More than 3
Particulars Unbilled Not Due year 1-2 Years 2-3 Years Years Total
As at 31-03-2024
MSME - 29 - - - - 29
Others - 32,923 - - - 678 33,601
Disputed dues - MSME - - - - -
Disputed dues - Others - - - - - - -
Total - 32,952 - - - 678 33,630
As at 31-03-2023
MSME - 195 - - - - 195
Others - 3,23,960 - - - 678 3,24,638
Disputed dues - MSME - - - - - -
Disputed dues - Others - - - - - - -
Total - 3,24,155 - - - 678 3,24,833

16 OTHER FINANCIAL LIABILITIES


(Rupees in thousands)
As at As at
31-03-2024 31-03-2023

Other payables 176 34


Liability towards employee compensation 7,200 7,200

7,376 7,234
L&T THALES TECHNOLOGY SERVICES PRIVATE LIMITED
Notes forming part of accounts

17 OTHER CURRENT LIABILITIES


(Rupees in thousands)
As at As at
31-03-2024 31-03-2023

Unearned revenue 2,055 3,323


Other payables 6,819 15,541
8,874 18,864

18 PROVISIONS (Rupees in thousands)


As at As at
31-03-2024 31-03-2023
Provisions for employee benefits :
Leave enchashment 5,763 4,809
Gratuity unfunded plan 7,090 7,708
12,853 12,517
L&T THALES TECHNOLOGY SERVICES PRIVATE LIMITED
Notes forming part of accounts
(Rupees in thousands)
Year ended Year ended
31-03-2024 31-03-2023
19 REVENUE FROM OPERATIONS
Engineering and technology services 6,84,614 11,74,038
6,84,614 11,74,038

20 OTHER INCOME
(Rupees in thousands)
Year ended Year ended
31-03-2024 31-03-2023

Foreign exchange gain / (loss) (554) 11,441


Profit/(loss) on sales of fixed asset (123) -

Gain/(loss) from mutual fund investments measured at fair value 9,293 1,054

Bank interest received 123 123


Miscellaneous income 395 508
Net gain/(loss) on sale of investment 17,774 18,613
26,908 31,739

(Rupees in thousands)
Year ended Year ended
31-03-2024 31-03-2023
21 EMPLOYEE BENEFIT EXPENSES
Salaries including overseas staff expenses 1,08,600 78,750
Staff welfare 964 640
Contribution to provident and other funds 6,712 4,187
Provision for gratuity 2,277 1,434
1,18,553 85,011
L&T THALES TECHNOLOGY SERVICES PRIVATE LIMITED
Notes forming part of accounts

(Rupees in thousands)
Year ended Year ended
31-03-2024 31-03-2023
22 OTHER OPERATING EXPENSES
Subcontrating and component charges 4,06,070 8,51,361
Cost of computer software 205 368
Travelling and conveyance 5,567 5,716
Rent and establishment expenses 6,275 10,663
Telephone, postage and other communciation charges 1,260 1,871
Legal and professional charges (4,536) 2,161
Repairs to buildings & machineries 10,013 4,892
Power and fuel 2,527 2,663
Equipment hire charges 57 49
Insurance charges 0 -
Rates & taxes 16 5,143
Bad debts written off (585) 6,002
Allowances for doubtful debts on trade receivable 2,275 (10,202)
ECL on unbilled revenue 9,252 139
Overheads charged by group companies 9,732 9,732
Corporate social responsibility expenditure 3,900 3,800
Miscellaneous expenses (1,535) 2,023
4,50,493 8,96,381

23 FINANCE COST
(Rupees in thousands)
Year ended Year ended
31-03-2024 31-03-2023

Interest paid/payable - others 561 -


Finance cost -Office Premises 1,564
2,125 -
L&T THALES TECHNOLOGY SERVICES PRIVATE LIMITED
Notes forming part of accounts

24 PROVISION FOR TAXATION


(Rupees in thousands)
Year ended Year ended
31-03-2024 31-03-2023

Current tax 33,887 56,125


Deferred tax 486 965

34,373 57,090

25 BASIC AND DILUTED EARNING PER EQUITY SHARE (EPS)


(Rupees in thousands)
Year ended Year ended
31-03-2024 31-03-2023
Basic and diluted EPS
Profit after tax 99,524 1,65,078
Less: Dividend on preference shares - -
Less: Tax on dividend
Profit attributable to equity shareholders 99,524 1,65,078

Weighted average no. of equity shares outstanding 20,54,989 20,54,989

Basic EPS - Rupees 48.43 80.33

Diluted
Profit after tax 99,524 1,65,078
Less: Dividend on preference shares - -
Less: Tax on dividend - -
Profit attributable to equity shareholders 99,524 1,65,078

Weighted average no. of equity shares outstanding 20,54,989 20,54,989


Add - No. of potential equity shares - -
Number of shares considered as weighted average shares and
20,54,989 20,54,989
potential shares outstanding

Diluted EPS - Rupees 48.43 80.33


L&T THALES TECHNOLOGY SERVICES PRIVATE LIMITED
Notes forming part of accounts

26 Disclosure pursuant to Ind AS 115 “Revenue from contract with customers”:

a) Disaggregation of revenue

The nature of contract impacts the method of revenue recognition and the contracts are classified as fixed-price contracts and time & material contracts.

i) Revenue by contract type


(Rupees in thousands)
For year ended March 31, For year ended March 31,
Particulars
2024 2023
Fixed price contracts 6,24,806 7,19,408
Time and materials contracts 59,808 4,54,630
Total 6,84,614 11,74,038

ii) Refer Note 34 for disaggregation of revenue by geographical segments.


iii) The Company believes that this disaggregation best depicts how the nature, amount, timing of its revenues and cash flows are affected by industry, market
and other economic factors.
b) Transaction price allocated to remaining performance obligation

i) The aggregate value of performance obligations that are completely or partially unsatisfied as of March 31, 2024, other than those meeting the exclusion criteria mentioned below in (ii),
is Rs.2,51,328 thousand (PY: Rs. 4,17,228 thousand). Out of this, the Company expects to recognize 100% revenue within the next one year. Remaining performance obligation estimates
are subject to change and are affected by several factors, including changes in the scope of contracts, periodic revalidations, and adjustments for currency.

ii)
The Company has applied practical expedient and has not disclosed information about remaining performance obligations in contracts where the entity has the right to consideration that
corresponds directly with the value of entity’s performance completed to date, typically those contracts where invoicing is on time and material basis.

c) Movement in contract balances


i)
The Company classifies the right to consideration in exchange for deliverables as either a receivable or as unbilled revenue. Revenues in excess of billings is recorded as unbilled revenue
and is classified as a financial asset for time and material jobs where right to consideration is unconditional upon passage of time. Unbilled revenue for fixed price contracts is classifed as
non financial asset as the contractual right to consideration is dependent on completion of contractual milestones.

ii) Movement in contract asset and contract liability


(Rupees in thousands)
For year ended March 31, 2024 For year ended March 31, 2023
Particulars
Unbilled revenue Advance from customer Unbilled revenue Advance from customer
Balance as of April 1, 2023 1,48,769 3,323 64,972 38,652
Revenue recognised during period 1,37,847 (3,323) 1,04,503 (38,652)
Invoiced during period (1,04,503) 2,055 (20,567) 3,323
(Impairment)/reversal during period (9,252) - (139) -
Balance as of March 31, 2024 1,72,861 2,055 1,48,769 3,323
L&T THALES TECHNOLOGY SERVICES PRIVATE LIMITED
Notes forming part of accounts
(Rupees in thousands)

Year ended Year ended


31-03-2024 31-03-2023
27 DETAILS OF PAYMENT TO AUDITORS

Payment to auditors
As auditor:
Statutory audit 593 593
Tax audit 133 133
Certification fees
- Other services including certification work 146 140

Re-imbursement of expenses - -

872 866
L&T THALES TECHNOLOGY SERVICES PRIVATE LIMITED
Notes forming part of accounts
Updated
28 FAIR VALUE MEASUREMENTS

Financial instrument by category

(Rupees in thousands)

As at 31-03-2024 As at 31-03-2023
FVPL FVOCI Amortised Cost FVPL FVOCI Amortised Cost
Financial assets
Investments
-Equity investment
-Mutual funds 3,63,954 - - 3,40,664 - -
-Bank fixed deposits - 3,124 - 3,396
- -
Trade receivables - - 1,79,287 - - 3,17,969
Cash and cash equivalents - - 18,242 - - 81,623
Other bank balances - - - - - -
Derivative financial assets - - - -
Security deposits - - 4,418 - - 5,838
Premium receivable on financial guarantee contracts - - - -
Loans - related parties - - - - - -
Advances - to employees - - 910 - - 15
Other receivables - - - - - 26

Total financials assets 3,63,954 - 2,05,981 3,40,664 - 4,08,867

Financial liabilities
Borrowings - - - - - -
Trade payables - - 33,630 - - 3,24,833
Liability - closed car/motor cycle scheme - - - - - -
Liability - computer scheme - - - - - -
LIC payable - - - - - -
Payable to employee - - - - - -
Other payables - - 176 - - 34
Forward cover payable - - - - - -
Supplier ledger - capital goods/services - - - - - -
Liability towards employee compensation - - 7,200 - - 7,200

Total financials liabilities - - 41,006 - - 3,32,068


(i) Fair value hierarchy
This section explains the judgements and estimates made in determining the fair values of the financial instruments that are (a) recongnised and measured at fair value and (b) measuread at amortised cost and for which fair values
(Rupees in thousands)
As at 31-03-2024 As at 31-03-2023
Financial assets and liabilities measured
at fair value -
recurring fair value measurements Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total

Financial assets
Financial investment at FVPL - - - - -
Mutual funds 3,63,954 - - 3,63,954 3,40,664 - - 3,40,664
Mutual funds - Dividend plan

Total financials assets 3,63,954 - - 3,63,954 3,40,664 - - 3,40,664

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

Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).

Level 3 - Inputs for the assets or liabilities that are not based on observable market data (unobservable inputs).

There are no transfers between the levels during the year.

The Company's policy is to recognise transfers into and transfers out of fair value hierarchy levels as at the end of the reporting period.

(ii) Valuation technique used to determine fair value


Specific valuation technique used to value financial instruments include :
* the use of quoted market prices or dealer quotes for similar instruments
* the fair value of forward foreign exchange contracts and principal swap is determined using forward exchange rates at the balance sheet date.
* the fair value of remaining financial instrument is determined using discounted cash flow analysis.

(iii) Valuation processes


The finance department of the Company includes a team that performs the valuations of financial assets and liabilities required for financial reporting purposes, including level 3 fair values. The fair valuation of level 1 and level 2
classified assets and liabilities are readily available from the quoted prices in the open market and rates available in secondary market respectively. The valuation method applied for various financial assets and liabilities are as
follows -

* Quoted price in the primary market (NAV) considered for the fair valuation of the current investment i.e mutual fund. Gain/(loss) on fair valuaiton is recognised in Profit and Loss.
* The carrying amounts of trade receivable, trade payable, cash and bank balances, short term loans and advances, statutory dues/receiable, short term borrowing, employee dues are considered to be the same as their fair value
* The fair value of security deposit is calculated by discounting future cash inflows.
L&T THALES TECHNOLOGY SERVICES PRIVATE LIMITED
Notes forming part of accounts

29 FINANCIAL RISK MANAGEMENT

Financial risk factors


The Company is exposed to currency risk, credit/counter-party risk and liquidity risk.

Currency risk
The Company derives a substantial part of its revenues in foreign currency and also has significant subcontracting expenses in foreign currency on back to back basis. As a result, the
Company has natural hedge for part of foreign currency exposure. The Company reviews the foreign currency exposure at regular intervals.

Credit/counter-party risk

The principal credit risk that the Company is exposed to is non-collection of trade receivables and late collection of receivables leading to credit loss. The risk is mitigated by reviewing

creditworthiness of the prospective customers prior to entering into contract and post contracting, through continuous monitoring of collections by a dedicated team.

The Company reviews trade receivables on periodic basis and makes provision for doubtful debts if collection is doubtful. The Company also calculates the expected credit loss (ECL) for

non collection and for delay in collection of reveivables. The Company makes additional provision if the ECL amount is higher than the provision made for doubtful debts. In case the ECL

amount is lower than the provision made for doubtful debts, the Company retains the provision made for doubtful debts without any adjustment.

The provision for doubtful debts including ECL allowances for non-collection of receivables and delay in collection, on a combined basis, was Rs. 13835 thousand as at March 31 2024 and

Rs. 11,560 thousand as at March 31 2023. The movement in allowances for doubtful accounts comprising provision for both non-collection of receivables and delay in collection is as

follows:

(Rupees in thousands)
2023-24 2022-23
Opening balance of allowances for doubtful accounts 11,560 21,762
Allowances recognized (reversed) 2,275 (10,202)
Closing balance of allowances for doubtful accounts 13,835 11,560

The percentage of revenue from its top five customers is 96% for 2023-24 (94% for 2022-23).

Liquidity risk
The Company’s treasury department monitors the cash flows and surplus funds are invested in non-speculative financial instruments that are usually highly liquid funds.

The Company has Nil borrowings as at March 31, 2024.

The contractual maturities of financial assets and financial liabilities as at March 31, 2024 is as follows:

(Rupees in thousands)
Financial assets Less than 1 year More than 1 year Total
Investments 3,63,954 - 3,63,954 909.8847625
Trade receivables 1,79,287 - 1,79,287
Other financial assets 2,843 - 2,843
Total 5,46,084 - 5,46,084

Financial liabilities Less than 1 year More than 1 year Total


Borrowings - - -
Trade payables 33,630 - 33,630
Other financial liabilities 7,376 - 7,376
Total 41,006 - 41,006

Sensitivity analysis of investments

Sensitivity impact on profit after tax and equity is calculated considering increase or decrease in net asset value (NAV) of mutual funds, with all other variables being constant.

Every 0.25% increase in NAV will increase the Company's net profit by Rs.910 thousand and increase the equity by the same amount. Conversely, every 0.25% decrease in NAV will

negatively impact the Company's net profit by Rs.910 thousand and favourably impact the equity by the same amount.
L&T THALES TECHNOLOGY SERVICES PRIVATE LIMITED
Notes forming part of accounts

30 TAX RECONCILIATION STATEMENT

A reconciliation of the income tax provision to the amount computed by applying the statutory income tax
(Rupees in thousands)
Particulars 2023-24 2022-23

Accounting profit before income tax 1,33,897 2,22,168


Corporate income tax rate 25.17% 25.17%
Tax at income tax rate 33,699 55,915

Incomes exempted from taxation


Dividend Income - -
Others - -

Non deductible tax expenses


Expenditure on exempt income - -
CSR expense 982 956
Others (995) (661)

First time recognition of deferred tax assets - -


Adjustment on account of change in effective rate used for deferred tax - -

Reversing impact of OCI considered last year - -


Tax on other comprehensive income 687 440
Adjustment on account of change in opening balance of tax WDV - -
Utilisation of brought forward tax losses - -

Total tax expense as per books of accounts 34,373 56,650


L&T THALES TECHNOLOGY SERVICES PRIVATE LIMITED
Notes forming part of accounts

31 EMPLOYEE BENEFITS

i) Defined contribution plan

The Company has recognised INR 6,712 (PY Rs. 4,173) as provident fund contribution towards defined contribution plan as an expense in
the statement of profit and loss.

ii) Defined benefit plan

a) The amounts recognised in balance sheet are as follows:

(Rupees in thousands)
Gratuity plan
Particulars As at As at
31-03-2024 31-03-2023

A. Present value of defined benefit obligation

Wholly funded - - 1,000

Wholly unfunded 7,090 7,708


7,090 7,708

Less: fair value of plan assets - -


Amount to be recognised as liability or (asset) 7,090 7,708

B. Amounts reflected in the balance sheet

Liabilities 7,090 7,708

Assets - -

Net liability / (asset) 7,090 7,708

b) Amount recognized in the statement of profit and loss :

(Rupees in thousands)
Gratuity plan
Particulars
2023-24 2022-23

1 Current service cost 1,751 1,113


2 Interest cost 526 321

Total expense for the year included in employee


2,277 1,434
benefit expense
L&T THALES TECHNOLOGY SERVICES PRIVATE LIMITED
Notes forming part of accounts
c) Amount recorded In other comprehensive income :
(Rupees in thousands)
Gratuity plan
Particulars As at As at
31-03-2024 31-03-2023

Opening amount recoginzed in other comprehensive


1 (6,341) (8,065)
income

2 Remeasurement during the period due to


Changes in financial assumptions (175) (452)
Changes in demorgraphic assumptions (134) (94)
Experience adjustments (2,421) 2,270

Closing amount recognized in OCI outside Profit and


(9,071) (6,341)
Loss Account

d) Reconciliation of net liability asset:


and closing balances thereof are as follows:

(Rupees in thousands)

Gratuity plan
Particulars
As at31-03-2024 As at31-03-2023

Opening net defined benefit 7,708 5,248

Expense charged to the statement of profit and loss 2,277 1,434

Amount recongnized outside the statement of profit and (2,730) 1,724

Employer's contributions (165) (698)

Closing balance of the present value of defined benefit 7,090 7,708

e) Changes in the fair value of plan assets representing reconciliation of the opening and closing balances thereof are as follows:

Movement in benefit obligations :


(Rupees in thousands)
Gratuity plan
Particulars As at As at
31-03-2024 31-03-2023

Opening of defined benefit obligation 7,708 5,248


Transfer in/(out)
Current service cost 1,751 1,113
Past service cost - -
Interest on defined benefit obligation 526 321
Remeasurements due to :
Actuarial loss/(gain) arising from change in financial assumptions (175) (452)
Actuarial loss/(gain) arising from change in dem orgaphic assum ptions (134) (94)
Actuarial loss/(gain) arising on account of experience changes (2,421) 2,270
Contribution by Plan Participants
Benefits paid (165) (698)

Liabilities assumed / (settled) - -


Liabilities extinquished on settlements - -
Closing balance of the plan assets 7,090 7,708
L&T THALES TECHNOLOGY SERVICES PRIVATE LIMITED
Notes forming part of accounts

Sensitivity analysis :

Gratuity plan
Particulars As at As at
31-03-2024 31-03-2023

Impact of increase in 100 bps on DBO


- Discount rate -7.96% -7.01%
- Salary escalation rate 7.82% 7.29%

Impact of decrease in 100 bps on DBO


- Discount rate 9.07% 7.95%
- Salary escalation rate -7.59% -7.18%

f) Principal actuarial assumptions at the balance sheet date (expressed as weighted averages):

As at As at
Particulars
31-03-2024 31-03-2023
1 Discount rate
a) Gratuity plan 7.15% 7.30%

2 Salary growth rate 5.00% 5.50%

0% to 26% for 0% to 27% for


3 Attrition rate various age various age
groups groups

g) The amounts pertaining to defined benefit plans for the current year are as follows:
(Rupees in thousands)
As at As at
Particulars
31-03-2024 31-03-2023

Post retirement medical benefit plan (non funded)

1 Defined benefit obligation 7,090 7,708

Gratuity plan

1 Defined benefit obligation 7,090 7,708

2 (Surplus) / deficit 7,090 7,708


L&T THALES TECHNOLOGY SERVICES PRIVATE LIMITED
Notes forming part of accounts

32 RELATED PARTY DISCLOSURE

(i) List of related parties which can exercise control:


Name Relationship
Larsen and Toubro Limited Ultimate Holding Company
L&T Technology Services Limited Holding Company

(ii) List of related parties with whom there were transactions during the year:
Name Relationship
Larsen and Toubro Limited Ultimate Holding Company
L&T Technology Services Limited Holding Company
Thales Services SAS, France Associate Company
LTIMindtree Limited* Fellow Subsidiary
L&T Energy Hydrocarbon Engineering Limited Fellow Subsidiary

*During the FY 2022-23, Mindtree Limited was merged with Larsen & Toubro Infotech Limited as per order of National Company Law Tribunal.
Pursuant to that, Name of Larsen & Toubro Infotech Limtied it changed to LTIMIndtree Limited. Transactions and balances of previous year are
shown under LTIMindtree Limited.

(iii) Disclosure of related party transactions (Rupees in thousands)


Transactions 31-Mar-24 31-Mar-23

Sale of services :

Holding company 4,946 10,569


- L&T Technology Services Limited 4,946 10,569
Purchase of services :

Holding company 3,92,894 7,52,345


- L&T Technology Services Limited 3,92,749 7,52,345
- Larsen & Toubro Limited 145

Fellow subsidiaries 14,489 75,709


- LTIMindtree LImited 14,489 75,709
- Mindtree LImited -
Services availed by the Company :

Holding company 10,226 10,231


- Larsen & Toubro Limited -
- L&T Technology Services Limited 10,226 10,231

Fellow subsidiaries 158


- L&T Energy Hydrocarbon Engineering Limited 158

Trade receivable :

Holding company 3,719 2,744


- L&T Technology Services Limited 3,719 2,744

Associate company - -
- Thales Services SAS, France - -

Trade payable :

Holding company 5,092 2,26,410


- Larsen & Toubro Limited 427 445
- L&T Technology Services Limited 4,665 2,25,965

Associate company 783 1,377


- Thales Services SAS, France 783 1,377

Fellow subsidiaries 171 38,267


- Mindtree Limited - -
- LTIMindtree Limited - 38,267
- L&T Energy Hydrocarbon Engineering Limited 171 -
L&T THALES TECHNOLOGY SERVICES PRIVATE LIMITED
Notes forming part of accounts

33 Disclosure pursuant to Ind AS 116 “Leases”:

1 Classwise right of use assets (in our case it will be only office premise) (Rupees in thousands)
As at As at
31-03-2024 31-03-2023
Opening balance - -
Addition during the year 31,594 -
Depreciation during the year 4,679 -
FCTR Impact - -
Closing balance 26,915 -

2 Lease liabilty movement (Rupees in thousands)


As at As at
31-03-2024 31-03-2023
Opening balance -
Addition during the year 31,594 -
Repayment during the year (lease payment towards lease liability)/ Total cash outflow for lease 2,165 -
FCTR Impact - -
Closing balance 29,429 -

3 Maturity analysis of lease liablity (undiscounted) (Rupees in thousands)


As at As at
31-03-2024 31-03-2023
Less than 1 year 5,595 -
1 to 5 years 23,834 -
More than 5 years - -
Total - -

Closing balance 29,429 -


Current liability 5,595 -
Non -current liability 23,834 -

4 Amount recognised in P&L account (Rupees in thousands)


As at As at
31-03-2024 31-03-2023
Interest on lease liabilty 1,564 -
Variable lease payments not included in measurement of lease liability - -
Income from sub-leasing - -
Rent expense - Short term lease 6,163 10,439
Rent expense - low value lease agreements - -
L&T THALES TECHNOLOGY SERVICES PRIVATE LIMITED
Notes forming part of accounts

34 SEGMENT REPORTING
Business segments:
As the Company's business activity primarily falls within a single primary business segment, viz engineering, programming and testing services, the disclosure requirements of IND AS 108 'Operating Segments' are not

Geographical segments:
Segmental reporting of revenues on the basis of the geographical location of the customers is as under:
(Rupees in thousands)
Particulars North America Europe India Rest of world Total
Revenue by location of customers 3,14,340 2,01,869 1,68,405 6,84,614
7,74,807 1,46,372 2,52,859 - 11,74,038

Numbers in italics are previous year numbers

Assets used and liabilities contracted for performing the Company's business have not been identified to any of the above reported segments as they are used inter-changeably among segments.

35
There are Rs. 29 thousands (PY - Rs. 195 thousands) - principal amount due to micro and small enterprises as defined in Micro, Small and Medium Enterprises Development Act, 2006. Dues to Micro and Small
Enterprises as defined in Micro, Small and Medium Enterprises Development Act, 2006, have been determined to the extent such parties have been identified on the basis of information collected by the Management.

36 As per section 135 of the Act, a company meeting the applicability threshold, needs to spend atleast 2% of its average net profit for the immediately preeceding three financial years on corporate social
responsibility (CSR) activities. Amount to be spent by the Company on CSR related activities during the year is Rs. 3,900 thousand (PY - Rs. 3,737 thousands). During the year, the Company has spent Rs.
3,900 thousands for skill development. (PY Rs. 3,800 thousands for enviroment).

37 The Company does not have any long-term contracts as on 31st March 2024 (PY Rs. Nil), including derivative contracts for which there are any material foreseeable losses.

38 There are no amounts due and outstanding to be credited to Investor Education and Protection Fund as at March 31, 2024 (PY Rs. Nil).

39 Financial ratios:
For year ended For year ended
Ratio Formula considered % Change Details of 31-03-2020
31-03-2024 31-03-2023
Current ratio * Curren assets / Current liabilities 9.79 2.68 265%
Debt equity ratio Debt / Total shareholder's equity - - -
Debt service coverage ratio EBIT / Debt - - -
Return on equity # PAT / Total average equity 14% 28% -51% 514967
Trade receivales turnover ratio # Revenue from operation / Average trade receivable 2.8 4.0 -31% 269779
Trade payable turnover ratio # Adjusted expenses / Average trade payables 2.5 3.8 -35% 144404 CA
Net capital turnover ratio # Revenue from operation / Average working capital 1.0 2.1 -53% 465410 528489067
Net profit % Profit after tax / Revenue from operations 15% 14% 3%
EBITDA % EBITDA / Revenue from operations 17% 16% 3%
EBIT % EBIT / Revenue from operations 16% 16% -2%
Return on capital employed % # PBIT / Average capital employed 18% 37% -51% 514967 568360650
Return on investment Interest income / average investment 7.7% 6.4% 20% 275113
* Payment to creditors has mainly contributed to the increase
# The decrease is on account of overall business degrowth
40 Contingent Liability - Rs. Nil (PY Rs. Nil). The Company does not have any pending litigation having financial impact.

41 No funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other person or entity, including

No funds have been received by the Company from any person or entity, including foreign entities (“Funding Parties”), with the understanding, whether recorded in writing or otherwise, that the
42 Company shall, directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (“Ultimate Beneficiaries”) or provide any
guarantee, security or the like on behalf of the Ultimate Beneficiaries.

43 The Company has not declared or paid dividend during the year

44 Previous year’s figures have been regrouped / reclassified wherever necessary.

As per our report attached For and on behalf of the Board of Directors of
Sharp & Tannan L&T Thales Technology Services Private Limited
Chartered Accountants
Firm's registration No. 109982W
by the hand of

Firdosh D. Buchia Rajeev Gupta Ashish Saraf


Partner Director Director
Membership no. 38332 DIN NO. 06782710 DIN NO. 07924215

Place: Faridabad Place: Mumbai Place: Delhi


Date: April 23, 2024 Date: April 23, 2024 Date: April 23, 2024
L&T Technology Services LLC

BOARD REPORT
Dear Members,

It is our pleasure to present the Board Report and Audited Accounts for the year ended March
31, 2024 of L&T Technology Services, LLC (the Company).

1. FINANCIAL RESULTS:

2023-24 2022-23
Particulars
USD USD
Total Income 143,549,393 140,726,650
Total Expenditure 135,949,765 130,934,751
Operating Profit/(Loss) 7,599,628 9,791,899
Add: Other Income 143,473 149,006
Less: Depreciation & Finance Costs 2,143,936 2,139,307
Profit / (Loss) before Tax 5,599,165 7,801,598
Less: Tax 1,426,652 2,041,650
Net Profit / (Loss) after Tax 4,172,513 5,759,948
Add: Balance b/f from previous year 17,784,601 12,024,653
Balance available for disposal which
21,957,114 17,784,601
directors appropriate as follows:
Dividend - -
Transfer to Reserves - -
Balance to be carried forward 21,957,114 17,784,601

2. CAPITAL & FINANCE:

During the year under review, the Company has not issued any shares. The Company’s
borrowings stand at USD Nil as on March 31, 2024.

3. CAPITAL EXPENDITURE:

As at March 31, 2024, the gross fixed and intangible assets, including leased assets,
stood at USD 50,345,556 and the net fixed and intangible assets, including leased assets,
at USD 25,722,162. Capital Expenditure during the year amounted to USD 856,171.

4. STATE OF COMPANY AFFAIRS:

The gross sales and other income for the financial year under review were USD
143,549,393 as against USD 140,726,650 for the previous financial year registering an
increase of 2.0%. The profit before tax from continuing operations including
extraordinary and exceptional items was USD 5,599,165 and the profit after tax from
continuing operations including extraordinary and exceptional items of USD 4,172,513
for the financial year under review as against USD 7,801,598 and USD 5,759,948
respectively for the previous financial year, registering a decrease of 28.2% and 27.6%
respectively.

5. SUBSIDIARY/ASSOCIATE/JOINT VENTURE COMPANIES:

During the financial year 2019-20, the Company had incorporated a subsidiary named
L&T Technology Services (Canada) Limited, in which it is holding 100% stake.

During the financial year 2020-21, the Company acquired Orchestra Technologies Inc.,
in which it held a 100% stake. During the financial year 2023-24, Orchestra Technologies
Inc. was amalgamated with the Company and the comparative amounts in the financials
are restated for merger under common control transactions as per US GAAP.

Performance and Financial Position of subsidiaries:


Sr. Particulars L&T Technology
No Services (Canada)
Limited
Currency CAD
1. Share capital 6,612
2. Reserves (378,353)
3. Current liabilities 12,82,041
4. Non-current liabilities -
5. Total equity and liabilities (1+2+3+4) 910,300
6. Non-current assets -
7. Current assets 910,300
8. Total assets (6+7) 910,300
9. Investments included in current assets (7 above) -
10. Cash flow from operating activities (263,180)
11. Cash flow from investing activities -
12. Cash flow from financing activities -
13. Net increase in cash and cash equivalents (10+11+12) (263,180)
14. Revenue from operations 271,496
15. Profit before taxation (232,400)
16. Provision for taxation -
17. Profit after taxation (232,400)
18. % of share holding 100%
6. PARTICULARS OF LOANS GIVEN, INVESTMENTS MADE, GUARANTEES GIVEN OR
SECURITY PROVIDED BY THE COMPANY:

The Company has not given loan/made investment/provided guarantee or security


during the year under review.

7. AMOUNT TO BE CARRIED TO RESERVE:

As at March 31, 2024, the Company has not transferred any amount to reserves.

8. DIVIDEND:

The Company has not declared any dividend during the year under review.

9. MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF


THE COMPANY, BETWEEN THE END OF THE FINANCIAL YEAR AND THE DATE OF THE
REPORT:

There are no material changes affecting the financial position of the Company between
the end of the financial year and the date of the report.

10. DETAILS OF SIGNIFICANT & MATERIAL ORDERS PASSED BY THE REGULATORS OR


COURTS:

During the year under review, there were no material and significant orders passed by
the Regulators or Courts impacting the going concern status and the Company’s
operations in future.

11. DETAILS OF DIRECTORS AND KEY MANAGERIAL PERSONNEL APPOINTED/RESIGNED


DURING THE YEAR:

Mr. Amit Chadha is the Manager who looks after the affairs of the Company.

12. IT SECURITY BREACH & SAFETY

The Company has implemented comprehensive IT security programs supported by latest


technology and trained manpower to protect employees and assets, at its offices and
plant, from such IT Security breaches/ cyber-attack.

During the Financial Year under review, no major security breaches or incidents have
occurred. A comprehensive security risk assessment is carried out regularly and
adequate security measures are implemented to cater to changing security scenario. The
Company has implemented adequate IT security measures and processes to protect its
personnel and assets.
13. NUMBER OF MEETINGS OF THE BOARD OF DIRECTORS:

The Meeting of the Company was held on March 29, 2024.

14. REPORTING OF FRAUDS:

The Auditors of the Company have not reported any fraud committed against the
Company by its officers or employees.

15. FINANCIAL STATEMENTS:

The Auditors report to the shareholders does not contain any qualification, observation
or adverse comment which has/have an adverse effect on the functioning of the
Company.

16. AUDITORS:

M/s KNAV P.A. are the Auditors of the Company. They will continue to be Auditors of
the Company for the ensuing financial year.

17. DIRECTORS RESPONSIBILITY STATEMENT:

The Board of Directors of the Company confirms:

a) In the preparation of Annual Accounts, the applicable accounting standards have


been followed along with proper explanation relating to material departures;
b) The Directors have selected such accounting policies and applied them
consistently and made judgments and estimates that are reasonable and prudent
so as to give a true and fair view of the state of affairs of the Company at the end
of the financial year and of the profit of the Company for that period;
c) The Directors have taken proper and sufficient care for the maintenance of
adequate accounting records in accordance with the provisions of the local
statutes for safeguarding the assets of the Company and for preventing and
detecting fraud and other irregularities;
d) The Directors have prepared the Annual Accounts on a going concern basis;
e) The Directors have devised proper systems to ensure compliance with the
provisions of all applicable laws and that such systems were adequate and were
operating effectively.
18. ACKNOWLEDGEMENT:

Your Members acknowledge the invaluable support extended by the Government


authorities in United States of America and take this opportunity to thank them as well
as the customers, supply chain partners, employees, Financial Institutions, Banks and all
the various stakeholders for their continued co-operation and support to the Company.

For and on behalf of L&T Technology Services LLC

AMIT CHADHA
Manager

Place: Mumbai, India


Date: April 19, 2024
L&T Technology Services LLC
Separate Parent Company Financial Statements
March 31, 2024, and March 31, 2023

KNAV CPA LLP


Certified Public Accountants
One Lakeside Commons, Suite 850
990 Hammond Drive NE, Atlanta, GA 30328
Table of Contents
Independent Auditor’s Report ..........................................................................................................................................3
Separate Parent Company Financial Statements ...........................................................................................................5
Balance sheets ...............................................................................................................................................................6
Statements of income.....................................................................................................................................................7
Statements of member’s equity ......................................................................................................................................8
Statements of cash flows ...............................................................................................................................................9
Notes to Separate Parent Company Financial Statements ............................................................................................9
Independent Auditor’s Report
The Member,
L&T Technology Services, LLC

Opinion

We have audited the accompanying separate parent company financial statements of L&T Technology Services, LLC
(‘the Company’), which comprise the balance sheets as of March 31, 2024, and March 31, 2023, and the related
statements of income, member’s equity, and cash flows for the years then ended, and the related notes to the separate
parent company financial statements.

In our opinion, except for the effects of the matter described in the ‘Basis for qualified opinion’ section of our report,
the accompanying separate parent company financial statements present fairly, in all material respects, the financial
position of the Company as of March 31, 2024, and March 31, 2023, and the results of its operations and its cash
flows for the years then ended in accordance with accounting principles generally accepted in the United States of
America.

Basis for qualified opinion

As discussed in Note A.2 to the separate parent company financial statements, the Company reports investment in
its wholly owned subsidiaryL&T Technology Services (Canada) Limited on a cost basis. Accounting principles
generally accepted in the United States of America require that all majority owned subsidiaries be accounted for as
consolidated subsidiaries. If the financial statements of the subsidiary had been consolidated with those of the
Company, total assets would have increased by $675,580 and $905,365, and; total liabilities would have increased by
$ 948,657 and $ 1,008,245 as at March 31, 2024, and March 31, 2023, respectively; and member’s equity would have
decreased by $273,077 and $102,880 as of March 31, 2024, and March 31, 2023, respectively; and net income would
have decreased by $172,339 and increased by $5,148, respectively, for the years then ended.

We conducted our audits in accordance with auditing standards generally accepted in the United States of America.
Our responsibilities under those standards are further described in the auditor’s responsibilities for the audit of the
separate parent company financial statements section of our report. We are required to be independent of the
Company and to meet our other ethical responsibilities in accordance with the relevant ethical requirements relating
to our audits. We believe the audit evidence we have obtained is sufficient and appropriate to provide a basis for our
audit opinion.

Responsibilities of management for the separate parent company financial statements

Management is responsible for the preparation and fair presentation of the separate parent company financial
statements in accordance with accounting principles generally accepted in the United States of America and for the
design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of
separate parent company financial statements that are free from material misstatement, whether due to fraud or
error.

In preparing the separate parent company financial statements, management is required to evaluate whether there
are conditions or events, considered in the aggregate, that raise substantial doubt about the Company’s ability to
continue as a going concern within one year after the date that the separate parent company financial statements are
available to be issued.
KNAV CPA LLP
Certified Public Accountants
One Lake s ide Co mmons , Su ite 850, 99 0 Hammond Drive NE , Atlan ta, G A 3032 8 T 1 678 584 1200 F 1 770 676 6082 E admin@kn avcpa.com
2024-
Auditor’s responsibilities for the audit of the separate parent company financial statements

Our objectives are to obtain reasonable assurance about whether the separate parent company financial statements
as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that
includes our opinion. Reasonable assurance is a high level of assurance but is not absolute assurance and therefore
is not a guarantee that an audit conducted in accordance with generally accepted auditing standards will always detect
a material misstatement when it exists. The risk of not detecting a material misstatement resulting from fraud is
higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions,
misrepresentations, or the override of internal control. Misstatements, including omissions, are considered material
if there is a substantial likelihood that, individually or in the aggregate, they would influence the judgment made by
a reasonable user based on the separate parent company financial statements.

In performing an audit in accordance with generally accepted auditing standards, we:

 Exercise professional judgment and maintain professional skepticism throughout the audit.

 Identify and assess the risks of material misstatement of the separate parent company financial statements,
whether due to fraud or error, and design and perform audit procedures responsive to those risks. Such
procedures include examining, on a test basis, evidence regarding the amounts and disclosures in the separate
parent company financial statements.

 Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the
Company’s internal control. Accordingly, no such opinion is expressed.

 Evaluate the appropriateness of accounting policies used and the reasonableness of significant accounting
estimates made by management, as well as evaluate the overall presentation of the separate parent company
financial statements.

 Conclude whether, in our judgment, there are conditions or events, considered in the aggregate, that raise
substantial doubt about the Company’s ability to continue as a going concern for a reasonable period of time.

We are required to communicate with those charged with governance regarding, among other matters, the planned
scope and timing of the audit, significant audit findings, and certain internal control related matters that we identified
during the audit.

KNAV CPA LLP


Atlanta, Georgia
April 19, 2024

KNAV CPA LLP


Certified Public Accountants
One Lake s ide Co mmons , Su ite 850, 99 0 Hammond Drive NE , Atlan ta, G A 3032 8 T 1 678 584 1200 F 1 770 676 6082 E admin@kn avcpa.com
2024-92-US
L&T Technology Services LLC
Separate Parent Company Financial Statements
March 31, 2024, and March 31, 2023

Separate Parent Company Financial Statements

5
L&T Technology Services LLC
Separate Parent Company Financial Statements
March 31, 2024, and March 31, 2023

Balance sheets As at
(All amounts in United States Dollars, unless otherwise stated) March 31, 2024 March 31, 2023

ASSETS
Current assets
Cash and cash equivalents 24,107,726 6,621,358
Accounts receivable, net 18,280,395 23,462,593
Due from related parties 705,842 2,756,101
Prepaid and other current assets 5,388,018 5,101,854
Total current assets 48,481,981 37,941,906

Property and equipment, net 1,445,688 1,922,576


Goodwill and other intangible assets, net 20,928,818 22,436,842
Operating lease right-of-use (‘ROU’) assets 3,347,656 3,597,767
Investment 5,000 5,000
Deferred tax assets 410,431 1,436,033
Other assets 105,385 96,159
Total assets 74,724,959 67,436,283

LIABILITIES AND MEMBER’S EQUITY


Current liabilities
Accounts payable 5,985,814 2,585,687
Due to related parties 683,736 407,179
Operating lease liability, current portion 804,609 1,026,461
Earn-out provision 1,385,324 4,901,625
Current portion of contingent consideration payable 337,884 -
Other current liabilities 15,025,351 9,421,755
Total current liabilities 24,222,718 18,342,707

Operating lease liability, non-current portion 2,535,127 2,594,697


Contingent consideration - 2,704,278
Total liabilities 26,757,845 23,641,682

Member’s equity
Member’s equity 26,010,000 26,010,000
Accumulated surplus 21,957,114 17,784,601
Total member’s equity 47,967,114 43,794,601
Total liabilities and member’s equity 74,724,959 67,436,283

(The accompanying notes are an integral part of these separate parent company financial statements)

6
L&T Technology Services LLC
Separate Parent Company Financial Statements
March 31, 2024, and March 31, 2023

Statements of income Year ended


(All amounts in United States Dollars, unless otherwise stated) March 31, 2024 March 31, 2023

Revenues 143,549,393 140,726,650


Total revenues 143,549,393 140,726,650

Operating expenses
Cost of revenues 129,137,174 116,776,989
Selling, general and administrative expenses 9,847,686 10,394,248
Depreciation and amortization 2,143,936 2,139,307
Change in fair value of contingent consideration (1,497,760) 335,750
Total operating expenses 139,631,036 129,646,294

Operating income 3,918,357 11,080,356

Earn-out (expense) reversal (1,537,335) 3,427,764


Other income 143,473 149,006
Income before tax 5,599,165 7,801,598

Current tax expense 401,050 1,942,833


Deferred tax expense 1,025,602 98,817
Net income 4,172,513 5,759,948

(The accompanying notes are an integral part of these separate parent company financial statements)

7
L&T Technology Services LLC
Separate Parent Company Financial Statements
March 31, 2024, and March 31, 2023

Statements of member’s equity Member’s Accumulated Total


(All amounts in United States Dollars, unless otherwise stated) equity surplus member’s equity

Balance as at April 01, 2023 26,010,000 12,024,653 38,034,653


Net income for the year - 5,759,948 5,759,948
Balance as at March 31, 2023 26,010,000 17,784,601 43,794,601

Balance as at April 01, 2024 26,010,000 17,784,601 43,794,601


Net income for the year - 4,172,513 4,172,513
Balance as at March 31, 2024 26,010,000 21,957,114 47,967,114

(The accompanying notes are an integral part of these separate parent company financial statements)

8
L&T Technology Services LLC
Separate Parent Company Financial Statements
March 31, 2024, and March 31, 2023

Statements of cash flows Year ended


(All amounts in United States Dollars, unless otherwise stated) March 31, 2024 March 31, 2023

Cash flows from operating activities


Net income 4,172,513 5,759,948
Adjustments to reconcile net income to net cash provided by
operating activities
Depreciation and amortization 2,143,936 2,139,307
Deferred tax expense 1,025,602 98,817
Allowance for bad debts 698,206 264,378
Change in fair value of contingent consideration (1,497,760) 335,750
Earn-out (expense) reversal (1,537,335) 3,427,764
Changes in current assets and liabilities
Accounts receivable, net 4,483,992 (4,944,952)
Prepaid and other current assets (286,163) 4,860,296
Other assets (9,225) 235,944
Operating lease right of use asset and liability (31,311) 46,606
Accounts payable 3,400,125 (2,095,474)
Related party balances 2,326,815 (4,265,203)
Other current liabilities 5,603,597 (301,857)
Earnout payments (1,978,967) (2,667,779)
Net cash provided by operating activities 18,514,025 2,893,545

Cash flows from investing activities


Purchase of property and equipment (159,023) (1,540,895)
Contingent consideration paid (868,634) (851,081)
Net cash used in investing activities (1,027,657) (2,391,976)

Net increase in cash and cash equivalents 17,486,368 501,569


Cash and cash equivalents at the beginning of the year 6,621,358 6,119,789
Cash and cash equivalents at the end of the year 24,107,726 6,621,358

Supplemental cash flow information


Income taxes paid 1,149,785 2,388,881

(The accompanying notes are an integral part of these separate parent company financial statements)

9
L&T Technology Services LLC
Separate Parent Company Financial Statements
March 31, 2024, and March 31, 2023

Notes to Separate Parent Company Financial Statements


(All amounts in United State Dollars, unless otherwise stated)

NOTE A - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

A summary of the significant accounting policies applied in the preparation of the accompanying separate parent
company financial statements is as follows:

1. Organization and nature of operations

L&T Technology Services, LLC (“the Company”) is a wholly owned subsidiary of L&T Technology Services
Limited (“Holding Company” or “LTTS”), an India-incorporated publicly listed company. The Company was
incorporated on June 26, 2014, as a limited liability company under the laws of the State of Illinois. The Company
is engaged in providing engineering services which include Mechanical Design & Analysis, Embedded
Engineering, Applied Engineering, and Manufacturing Consulting. On November 21, 2014, the Company
acquired the business of Dell Product and Process Innovation Services Corp. On June 01, 2017, the Company
acquired all issued and outstanding preferred and common stock of Esencia Technologies, Inc.

On August 20, 2019, the Company incorporated L&T Technology Services (Canada) Limited (‘L&T Canada’), a
private company in Canada. On September 21, 2020, the Company made a contribution of capital of $5,000 in
L&T Canada.

On October 2, 2020, the Company acquired all issued and outstanding common stock of Orchestra Technology,
Inc. (‘Orchestra’), a Company incorporated in Texas in 2006.

On October 1, 2021, Esencia was merged with the Company, and all the assets and liabilities were taken over by
the Company. This transfer of the business has been accounted as per Accounting Standard Codification (‘ASC’)
805-50 “Business Combination for entities under common control” for entities under common control, wherein
the assets and liabilities of Esencia, have been transferred at historic carrying values.

On February 1, 2024, Orchestra was merged with the Company, and all the assets and liabilities were taken over
by the Company. This transfer of the business has been accounted as per Accounting Standard Codification
(‘ASC’) 805-50 “Business Combination for entities under common control” for entities under common control,
wherein the assets and liabilities of Orchestra, have been transferred at historic carrying values. Further, the results
of operations of the acquired entity were consolidated retrospectively from the date of inception of common
control.

2. Basis of preparation

a) The accompanying separate parent company financial statements are prepared under the historical cost
convention on the accrual basis of accounting in accordance with the accounting and reporting requirements
of generally accepted accounting principles in the United States of America (‘US GAAP’) to reflect the
financial position, results of operation and cash flows of the Company. In these separate parent company
financial statements, the Company reports investments in its wholly owned subsidiary, L&T Technology
Services (Canada) Limited on a cost basis. Accounting principles generally accepted in the United States of
America require that wholly owned and majority-owned subsidiaries be accounted for as consolidated
subsidiaries. If the financial statements of the subsidiary had been consolidated with those of the Company,
total assets would have increased by $675,580 and $905,365, and; total liabilities would have increased by $
948,657 and $ 1,008,245 as at March 31, 2024, and March 31, 2023, respectively; and member’s equity would
have decreased by $273,077 and $102,880 as of March 31, 2024, and March 31, 2023, respectively; and net
income would have decreased by $172,339 and increased by $5,148, respectively, for the years then ended.

10
L&T Technology Services LLC
Separate Parent Company Financial Statements
March 31, 2024, and March 31, 2023

b) The separate parent company financial statements presented are for the years ended March 31, 2024, and
March 31, 2023.

c) Certain reclassifications, regroupings, and reworking have been made in the separate parent company
financial statements of the prior year to conform to the classifications used in the current year. These changes
had no impact on previously reported net income, member’s equity and the cash flows.

3. Estimates and assumptions

The preparation of these separate parent company financial statements in conformity with US GAAP requires
management to make estimates and assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the separate parent company financial statements and
the results of operations during the reporting period. The important estimates made by the Company in preparing
these separate parent company financial statements include those on the valuation of identified intangibles and
goodwill, useful life of intangibles, property and equipment, impairment of other tangible, goodwill, intangible
long-lived assets, revenue recognition, earn-out provision and provision for contingent consideration. The
estimates are made using historical information and other relevant factors available to management. Management
believes that the estimates used in the preparation of the separate parent company financial statements are prudent
and reasonable. Actual results could differ from these estimates. Appropriate changes in estimates are made as
management becomes aware of changes in circumstances surrounding the estimates. Any revision to accounting
estimates is recognized prospectively in the current and future periods.

4. Investments

Investments are carried at cost. Acquisition-related expenditure, if any, is expensed in the same year as incurred.

5. Cash and cash equivalents

Cash and cash equivalents include current balances on bank accounts and highly liquid, short-term deposits with
an original maturity of three months or less.

6. Expected credit loss

Prior to the Company’s adoption of ASC 326, the accounts receivable balance was reduced by an allowance for
doubtful accounts that was determined based on the Company’s assessment of the collectability of customer
accounts. Under ASC 326, accounts receivable are recorded at the invoiced amount, net of provision for
chargebacks, discounts, and others, and provision for credit loss. The Company regularly reviews the adequacy
of the provision for credit loss based on a combination of factors. In establishing any required allowance,
management considers historical losses adjusted for current market conditions, the current receivables aging,
current payment terms, and expectations of forward-looking loss estimates. Provision for credit loss was
$128,592, as of March 31, 2024, and allowance for doubtful accounts was $436,279, as of March 31, 2023, and is
classified within “Accounts receivable, net” in the balance sheets. See the “Recent accounting pronouncements
adopted" section below for information on the adoption of ASU 2016-13, Financial Instruments - Credit Losses
(Topic 326), Measurement of Credit Losses on Financial Instruments.

11
L&T Technology Services LLC
Separate Parent Company Financial Statements
March 31, 2024, and March 31, 2023

7. Revenue recognition

The core principle of FASB Accounting Standards Codification (“ASC”) 606 is that an entity recognizes revenue
to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to
which the entity expects to be entitled in exchange for those goods or services.

To achieve this core principle, the Company has applied the five-step process:
1. Identify the contract with a customer.
2. Identify the performance obligations in the contract.
3. Determine the transaction price.
4. Allocate the transaction price to performance obligations in the contract.
5. Recognize revenue when or as the Company satisfies a performance obligation.

The Company recognizes revenues when services are rendered to the customer for an amount, referred to as the
transaction price, that reflects the consideration to which the Company is expected to be entitled in exchange for
those services.

Revenues related to time-and-material contracts are recognized over the period the services are provided either
using an input method such as labor hours, or a method that is otherwise consistent with the way in which value
is delivered to the customer. Revenue related to fixed-price contracts is recognized as and when the performance
obligations mentioned in the contracts are fulfilled and approved by the customer.

Contract balances

The timing of revenue recognition, invoicing, and cash collections results in billed receivables, contract assets,
and contract liabilities on the Company balance sheet. Contract assets represent sales recognized in excess of
billings related to work completed but not yet billed for which revenue is recognized over time. Contract assets
are recorded as unbilled receivables. Contract liabilities are customer deposits for which revenue has not been
recognized. Customer deposits are recorded as other current liabilities. When invoices are raised to the customer
prior to completion of the performance obligation under the terms of a contract, a contract liability is recorded
as deferred revenue. Contract liabilities are recognized as revenue after the performance obligation is completed
and all revenue recognition criteria have been met.

Other income

Dividend income is recognized when the dividend is declared by the controlled entity or investee.

8. Property and equipment

Property and equipment are stated at cost less accumulated depreciation and impairment. The cost of items of
property and equipment comprises the cost of purchase and other costs necessarily incurred to bring it to the
condition and location necessary for its intended use.

The Company depreciates property and equipment over the estimated useful life using the straight-line method.
Expenditures for maintenance and repairs are charged to expenses. Upon retirement or disposal of assets, the
cost and accumulated depreciation are eliminated from the accounts, and the resulting gain or loss is credited to
the statement of income. The estimated useful lives used to determine depreciation are

The estimated useful lives used to determine depreciation are:

Nature of assets Estimated useful life of assets


Office equipment, furniture, and fixtures 7 to 10 years
Information technology equipment 6 months to 4 years

12
L&T Technology Services LLC
Separate Parent Company Financial Statements
March 31, 2024, and March 31, 2023

9. Impairment of long-lived assets

Long-lived assets, including certain identifiable intangible assets, to be held and used are reviewed for impairment
whenever events or changes in circumstances indicate that the carrying amount of such assets may not be
recoverable. Such assets are considered to be impaired if the carrying amount of the assets is higher than the
future undiscounted net cash flows expected to be generated from the assets. The impairment amount to be
recognized is measured by the amount by which the carrying value of the assets exceeds its fair value.

10. Business combinations, goodwill, and intangible assets

The Company accounts for goodwill and intangible assets in accordance with ASC 350, Intangibles – Goodwill
and Other (“ASC 350”). ASC 350 requires that goodwill and other intangibles with indefinite lives should be
tested for impairment annually or on an interim basis if events or circumstances indicate that the fair value of an
asset has decreased below its carrying value.

Goodwill is tested for impairment at the reporting unit level on an annual basis and between annual tests if an
event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit
below its carrying value. The Company has adopted the provisions of Accounting Standards Update (“ASU”)
2017-04, “Intangibles -Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment” (“ASU
2017-04”). ASU 2017-04 eliminates the second step of the goodwill impairment test. For goodwill impairment
tests, if the carrying value of a reporting unit exceeds its fair value, the Company will measure any goodwill
impairment losses as the amount by which the carrying amount of a reporting unit exceeds its fair value, not to
exceed the total amount of goodwill allocated to that reporting unit.

The Company amortizes intangible assets over their estimated useful lives unless such lives are determined to be
indefinite. Amortizable intangible assets are amortized over their estimated useful lives in proportion to the
economic benefits consumed in each period. Intangible assets with indefinite lives are tested at least annually for
impairment and written down to fair value as required. The estimated useful lives of the amortizable intangible
assets are as follows:

Nature of assets Estimated useful life of assets


Customer relationship 4 years
Specialized software 6 years

11. Operating leases

At the inception of a contract, the Company assesses whether the contract is, or contains, a lease. The Company’s
assessment is based on: (1) whether the contract involves the use of a distinct identified asset, (2) whether the
Company obtains the right to substantially all the economic benefit from the use of the asset throughout the term
of the contract, and (3) whether the Company has the right to direct the use of the asset. At the inception of a
lease, the consideration in the contract is allocated to each lease component based on its relative standalone price
to determine the lease payments.

Leases are classified as either finance leases or operating leases. A lease is classified as an operating lease if the
following criteria are not met: (1) the lease transfers ownership of the asset by the end of the lease term, (2) the
lease contains an option to purchase the asset that is reasonably certain to be exercised, (3) the lease term is for a
major part of the remaining useful life of the asset or (4) the present value of the lease payments equals or exceeds
substantially all of the fair value of the asset.

13
L&T Technology Services LLC
Separate Parent Company Financial Statements
March 31, 2024, and March 31, 2023

For all leases at the lease commencement date, a right-of-use (“ROU”) asset and a lease liability are recognized.
The lease liability represents the present value of the lease payments under the lease. Lease liabilities are initially
measured as the present value of the lease payments not yet paid, discounted using the discount rate for the lease
at lease commencement. The lease liabilities are subsequently measured on an amortized cost basis. The lease
liability is adjusted to reflect interest on the liability and the lease payments made during the period. Interest on
the lease liability is determined as the amount that results in a constant periodic discount rate on the remaining
balance of the liability.

The ROU asset represents the right to use the leased asset for the lease term. The ROU asset for each lease
initially includes the amount of the initial measurement of the lease liability adjusted for any lease payments made
to the lessor at or before the commencement date, accrued lease liabilities and any lease incentives received, or
any initial direct costs incurred by the Company.

The ROU asset of operating leases is subsequently measured from the carrying amount of the lease liability at the
end of each reporting period and is therefore equal to the carrying amount of lease liabilities adjusted for (1)
unamortized initial direct costs, (2) prepaid/(accrued) lease payments and (3) the unamortized balance of lease
incentives received.
Leases with a lease term of 12 months or less from the commencement date that do not contain a purchase option
are recognized as an expense on a straight-line basis over the lease term.

Significant judgements:
The Company determines the lease term as the non-cancellable term of the lease, together with any periods
covered by an option to extend the lease if it is reasonably certain to be exercised, or any periods covered by an
option to terminate the lease if it is reasonably certain not to be exercised.

The Company has applied an incremental borrowing rate for computing lease liabilities based on the rate
prevailing in different geographies.

12. Commitments and contingencies

Liabilities for loss contingencies arising from claims, assessments, litigation, fines, penalties, and other sources are
recorded when it is probable that a liability has been incurred and the amount can be reasonably estimated. Legal
costs incurred in connection with loss contingencies are expensed as incurred. Contingent liabilities are not
recognized but disclosed in notes. Contingent assets are neither recognized nor disclosed.

13. Income taxes

Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are
recognized for the future tax consequences attributable to differences between the separate parent company
financial statements carrying amounts of existing assets and liabilities and their respective tax bases and operating
loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected
to apply to taxable income in the years in which those temporary differences are expected to be recovered or
settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the
period that includes the enactment date. A valuation allowance is recorded for deferred tax assets if it is more
likely than not that some portion or all of the deferred tax assets will not be realized. ASC 740 also provides
guidance on measurement, derecognition, classification, interest and penalties, accounting in interim periods,
disclosure, and transition. All deferred tax assets and liabilities, along with any related valuation allowance, is
classified as non-current on the balance sheets.

14
L&T Technology Services LLC
Separate Parent Company Financial Statements
March 31, 2024, and March 31, 2023

The Company recognizes liabilities for uncertain tax positions based on a two-step process. The first step is to
evaluate the tax position for recognition by determining if the weight of available evidence indicates it is more
likely than not that the position will be sustained on audit, including resolution of related appeals or litigation
processes, if any. The second step is to measure the tax benefit as the largest amount which is more than 50%
likely of being realized upon ultimate settlement. The Company recognizes interest and penalties related to
uncertain tax positions in the statements of income.

14. Advertising costs

Non-response advertising costs are presented as part of selling, general, and administrative expenses in the
statements of income. Advertising costs are expensed as incurred.

15. Retirement and employee benefits

Contribution to defined contribution plans is charged to statements of income in the period in which they accrue.

16. Fair value measurements and financial instruments

Assets and liabilities recorded at fair value in the separate parent company financial statements are categorized
based on the level of judgment associated with the inputs used to measure their fair value. Hierarchical levels that
are directly related to the amount of subjectivity associated with the inputs to the valuation of these assets or
liabilities are as follows:

Level 1 – unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the
ability to access as of the measurement date.
Level 2 – inputs other than quoted prices included within Level 1 that are directly observable for the asset or
liability or indirectly observable through corroboration with observable market data.
Level 3 – unobservable inputs for the asset or liability only used when there is little if any, market activity for the
asset or liability at the measurement date.

This hierarchy requires the Company to use observable market data, when available, and to minimize the use of
unobservable inputs when determining fair value.

The Company’s financial instruments consist of cash and cash equivalents, accounts receivable, accounts payable,
borrowings under line of credit, and accrued liabilities. The estimated fair value of cash, accounts receivable,
accounts payable, borrowings under the line of credit and accrued liabilities approximate their carrying amounts
due to the short-term nature of these instruments. None of these instruments are held for trading purposes.

17. Recently adopted accounting pronouncements

In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of
Credit Losses on Financial Instruments. ASU 2016-13 requires measurement and recognition of expected credit
losses for financial assets measured at amortized cost as well as certain off-balance sheet commitments (loan
commitments, standby letters of credit, financial guarantees, and other similar instruments). The Company adopted
ASU 2016-13 on April 1, 2023, using a modified retrospective approach. Results for reporting periods beginning
April 1, 2023, are presented under ASC 326 while prior period amounts continue to be reported in accordance with
previously applicable GAAP. The adoption of this standard did not have a material impact on the Company's
separate parent company financial statements.

15
L&T Technology Services LLC
Separate Parent Company Financial Statements
March 31, 2024, and March 31, 2023

NOTE B - CASH AND CASH EQUIVALENTS

Cash and cash equivalents comprise of the following:


As at As at
March 31, 2024 March 31, 2023
Bank balance 24,107,726 6,621,358
Total 24,107,726 6,621,358

Cash balances on checking accounts and payroll accounts with the bank are insured by the Federal Deposit Insurance
Corporation up to an aggregate of $250,000 per depositor at each financial institution. The Company’s non-interest-
bearing cash balances may exceed federal insured limits.

NOTE C - ACCOUNTS RECEIVABLE, NET

Accounts receivable, net is as under:


As at As at
March 31, 2024 March 31, 2023
Due from customers 27,418,964 26,544,640
Less: allowances for doubtful debts (128,592) (436,279)
Less: Amount received against accounts receivable factoring* (9,009,977) (2,645,768)
Total 18,280,395 23,462,593

*During the year ended March 31, 2023, the Company entered into a factoring agreement with one of its bankers. As
at March 31, 2024, and March 31, 2023, the factor has advanced a total of $9,009,977 and $2,645,768, net of fees.
Finance charges for the year ended March 31, 2024, and March 31, 2023, amounted to $228,972, and $37,774,
respectively, and have been recorded under ‘Selling, general and administrative expenses’ in the statements of income.

The movement in allowance for doubtful debts during the year is as under:
Year ended Year ended
March 31, 2024 March 31, 2023
Beginning balance 436,279 717,357
Less: Bad debts written off (1,005,893) (545,456)
Add: Provision during the year 698,206 264,378
Closing balance 128,592 436,279

NOTE D - PREPAID AND OTHER CURRENT ASSETS

Prepaid and other current assets comprise the following:


As at As at
March 31, 2024 March 31, 2023
Unbilled receivables 4,490,335 4,456,309
Prepaid expenses 209,047 178,705
Advance to vendors 185,308 466,840
Income tax receivable 460,290 -
Other current assets 43,038 -
Total 5,388,018 5,101,854

16
L&T Technology Services LLC
Separate Parent Company Financial Statements
March 31, 2024, and March 31, 2023

NOTE E - PROPERTY AND EQUIPMENT, NET

Property and equipment, net comprise the following:


As at As at
March 31, 2024 March 31, 2023
Information technology equipment 2,961,597 2,875,447
Office equipment, furniture, and fixtures 764,938 748,491
3,726,535 3,623,938
Less: accumulated depreciation 2,280,847 1,701,362
Property and equipment, net 1,445,688 1,922,576

Depreciation for the year ended March 31, 2024, is $635,912 (year ended March 31, 2023, $625,752). During the
years ended March 31, 2024, and March 31, 2023, the Company had retired a total of assets amounting to $56,426
and $10,509 (Accumulated depreciation- $56,426 and $10,509) for which no salvage value had been recovered.

NOTE F - GOODWILL AND OTHER INTANGIBLES, NET

Goodwill and other intangibles, net comprise of the following:


As at As at
March 31, 2024 March 31, 2023
Goodwill 20,165,838 2,0165,838
Customer relationships 20,134,802 20,134,802
Computer software 212,283 212,283
40,512,923 40,512,923
Less: accumulated amortization 19,584,105 18,076,081
Goodwill and other intangibles, net 20,928,818 22,436,842

Amortization expense for the year ended March 31, 2024, is $1,508,024 (year ended March 31, 2023, $1,513,554).

The estimated future amortization expenses related to computer software are as follows:
Computer Customer
Year ended March 31 software relationships
2024 21,708 735,784
2025 5,488

NOTE G - INVESTMENT

The following table presents a summary of the investment:


As at As at
March 31, 2024 March 31, 2023
Investment in L&T Technology Services, Canada at cost (wholly owned
subsidiary) 5,000 5,000
Total 5,000 5,000

On February 01, 2024, Orchestra was merged with the Company, and all the assets and liabilities were taken over by
the Company. When accounting for transfers of assets between entities under common control, using the provisions
of ASC 805-50 Business Combinations, the entity that receives the net assets is required to measure the recognized
assets and liabilities transferred at their carrying amounts in the accounts of the transferring entity at the date of the
transfer. The schedule of assets and liabilities provided below represent the carrying values, belonging to the
transferring entity, of the assets transferred and liabilities assumed by the buyer, L&T Technology Services, LLC.

17
L&T Technology Services LLC
Separate Parent Company Financial Statements
March 31, 2024, and March 31, 2023

Asset and liabilities purchased as a part of common control transaction: Amount


Assets transferred
Goodwill 5,534,826
Customer relationships 993,867
Cash & cash equivalents 1,484,941
Accounts receivable 6,339,228
Property & equipment 75,768
Other current assets 621,237
Deferred taxes 593,812

Less: liabilities transferred


Accounts payable (1,724,276)
Other current liabilities (5,479,155)
Net assets transferred 8,440,248

The transfer of the business has been accounted as per ASC 805-50 “Business Combinations” for entities under
common control, wherein the assets and liabilities of Orchestra have been transferred at historic carrying values.
Further, the results of operations of the acquired entity were consolidated retrospectively from the date of inception
of common control.

NOTE H - OTHER ASSETS

Other assets consist of the following:


As at As at
March 31, 2024 March 31, 2023
Deposits 99,619 90,394
Other assets 5,765 5,765
Total 105,384 96,159

NOTE I - SHORT TERM LINE OF CREDIT

The Company has short-term line of credit with a bank, with a maximum permissible limit of $15,700,000. The line
of credit is guaranteed by L&T Technology Services Limited, Holding Company, and is valid up to September 30,
2024. Interest on the line of credit is at a LIBOR rate, payable monthly. During the year, the Company has not utilized
the facility.

NOTE J - OTHER CURRENT LIABILITIES

Other current liabilities comprise the following:


As at As at
March 31, 2024 March 31, 2023
Employee benefits 127,445 165,269
Statutory liabilities 175,228 431,882
Provision for income tax - 284,484
Provisions for expenses 11,290,444 8,222,065
Advance from customer 3,403,398 -
Deferred revenue 28,836 318,055
Total 15,025,351 9,421,755

18
L&T Technology Services LLC
Separate Parent Company Financial Statements
March 31, 2024, and March 31, 2023

NOTE K - CONTINGENT CONSIDERATION PAYABLE

On July 16, 2020, the Company and erstwhile shareholders of Orchestra entered into a stock purchase agreement.
The stock purchase agreement, among other things, has the conditions connected to the earn-out consideration. The
condition for earn-out consideration payment was based on certain annual minimum thresholds and financial targets.
The Company has fair valued the amended contingent consideration at $337,884 and $2,704,278 as at March 31, 2024,
and March 31, 2023, respectively. During the years ended March 31, 2024, and March 31, 2023, the Company made a
payment of $868,634, and $851,081, respectively against the same.

NOTE L - EARN-OUT EXPENSES

In October 2020, the Company adopted a phantom stock plan to offer participation rights in a bonus plan to erstwhile
shareholders and other employees (together referred to as “participants”). The Company delivered an award
agreement to each participant designating the number of Class E, Class AB, Class I, and Class R phantom shares.
Upon satisfaction of certain performance or service-based conditions, the Company will be required to make a
payment of a certain amount to the holders of the said class of shares. As of March 31, 2024, the Company believes
that certain conditions as mentioned in the plan will not be met and has recorded a reversal of expense of $ 1,537,335,
for the year ended March 31, 2024.

NOTE M - EMPLOYEE BENEFIT PLAN

The Company established a 401(k)-retirement plan (the “Plan”) for the benefit of its employees. As allowed under
Section 401(k) of the Internal Revenue Code, the Plan provides for tax-deferred salary contributions for eligible
employees. The Plan allows employees to contribute a percentage of their annual compensation to the Plan on a pre-
tax and after-tax basis. Employee contributions are limited to a maximum annual amount as set periodically by the
Internal Revenue Code. At its discretion, the Company may match pre-tax and after-tax employee contributions up
to 100% of the first 3% and 50% of the next 2% of eligible earnings that are contributed by employees. Both, the
employee contributions, and the Company’s matching contributions vest 100%, immediately. During the year ended
March 31, 2024, and March 31, 2023, the Company contributed $521,263 and $377,964 towards the Plan, respectively.

NOTE N - REVENUE FROM CUSTOMER CONTRACTS

The following table presents revenue disaggregated by source of revenue:


Year ended Year ended
March 31, 2024 March 31, 2023
Services 140,392,361 140,726,650
Sale of license 3,157,032 -
Total 143,549,393 140,726,650

The following table presents revenue disaggregated by timing of recognition:


Year ended Year ended
March 31, 2024 March 31, 2023
Services transferred over time 140,392,361 140,726,650
Sale of license at a point in time 3,157,032 -
Total 143,549,393 140,726,650

19
L&T Technology Services LLC
Separate Parent Company Financial Statements
March 31, 2024, and March 31, 2023

Contract balances

The timing of revenue recognition, invoicing, and cash collections results in billed receivables, contract assets, and
contract liabilities on the separate parent company balance sheets. Contract assets represent sales recognized in excess
of billings related to work completed but not yet billed for which revenue is recognized over time. Contract assets are
recorded as unbilled receivables. Unbilled receivables are typically generated from consulting contracts, which are
billed upfront as a percentage of the total revenue, with the balance billed upon completion. Contract liabilities are
customer deposits for which revenue has not been recognized. Customer deposits are recorded as other current
liabilities. When consideration is received from a customer prior to transferring goods or services to the customer
under the terms of a contract, a contract liability is recorded as deferred revenue. Contract liabilities are recognized as
revenue after control of the goods and services are transferred to the customer and all revenue recognition criteria
have been met.
As at As at
March 31, 2024 March 31, 2023
Unbilled receivables (contract assets) 4,490,335 4,456,309
Deferred revenue (contract liabilities) 28,836 318,055

NOTE O - INCOME TAX

The Company files a consolidated federal tax return as per regulations applicable to Chapter C corporations in the
United States. The Company files combined state tax returns with its US subsidiaries in states where nexus is
determined, and combined filing is required or permitted based on the state statutes. The Company approximates the
amounts that would be reported if it was separately filing its tax return.

The components of the provision for income taxes are as follows:


Year ended Year ended
March 31, 2024 March 31, 2023
Current taxes
Federal (153,017) 1,478,564
State 554,067 464,269

Deferred taxes
Federal 877,503 48,883
State 148,099 49,934
1,426,652 2,041,650

The items accounting for the difference between income taxes computed at the federal statutory rate and the provision
for income taxes are as follows:
Year ended Year ended
March 31, 2024 March 31, 2023
Income tax at federal rate 1,193,234 1,743,001
State tax, net of federal effect 600,126 406,478
Return to provision (58,590) 43,034
Permanent differences (308,118) 81,468
Others - (232,331)
Total 1,426,652 2,041,650

Deferred income taxes reflect the net tax effects of temporary differences between the carrying amount of assets and
liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of
the Company's net deferred income taxes are as follows:

20
L&T Technology Services LLC
Separate Parent Company Financial Statements
March 31, 2024, and March 31, 2023

As at As at
March 31, 2024 March 31, 2023
Non-current deferred tax liabilities
Property and equipment (368,482) (498,477)
Acquired goodwill (614,249) (512,699)
Intangible other than goodwill (507,498) (857,192)
Total deferred tax liabilities (1,490,229) (1,868,368)

Non-current deferred tax assets


Identified intangibles 491,776 544,890
Net operating losses - 21,260
Provision for rebate 54,003 19,746
Provision for bad debts 35,234 112,582
Net operating losses 587,823 1,053,336
Operating lease adjustments 105,531 73,847
Research & development 80,661 80,661
Accrued expenses 545,632 1,398,079
Total 1,900,660 3,304,401
Less: valuation allowance - -
Total deferred tax assets 1,900,660 3,304,401

Net deferred taxes, before valuation allowance 1,024,680 1,948,732


Deferred tax liability - Goodwill (614,249) (512,699)
Net deferred taxes 410,431 1,436,033

Components of net deferred taxes


Net deferred tax asset 1,024,680 1,948,732
Deferred tax liability - Goodwill (614,249) (512,699)
Total 410,431 1,436,033

Realization of net deferred tax assets is dependent upon the generation of sufficient taxable income in future years,
benefit from the reversal of taxable temporary differences and tax planning strategies. Management assesses the
available positive and negative evidence to estimate whether sufficient future taxable income will be generated to permit
the use of the existing deferred tax assets. The amount of net deferred tax assets considered realizable is subject to
adjustment in future periods if estimates of future taxable income change.

Based on the profitability for the prior year and the current year, the management believes that it is more likely than
not that the deferred tax assets will be realized during the foreseeable future and the Company has recognized net
deferred tax assets of $ 410,431 and $1,436,031 as at March 31, 2024 and March 31, 2023, respectively.

The Company has federal NOLs subject to IRC section 382 limitation of $ 2,799,158 as at March 31, 2024.

The Company has no state net operating loss carryforwards on March 31, 2024, and March 31, 2023.

Accounting for uncertain tax position


The Company recognizes the benefit of a tax position only after determining that the relevant tax authority would
more likely than not sustain the position following an audit. For tax positions meeting the more-likely-than-not
threshold, the amount recognized in the financial statements is the largest benefit that has a greater than 50% likelihood
of being realized upon ultimate settlement with the relevant tax authority. The Company has no unrecognized tax
positions as at March 31, 2024, and March 31, 2023.

The tax years 2020 through 2022 remain subject to examination by the taxing authorities.

21
L&T Technology Services LLC
Separate Parent Company Financial Statements
March 31, 2024, and March 31, 2023

NOTE P - RELATED PARTY TRANSACTIONS

Where control exists

No. Name of the party Nature of relationship


1 L&T Technology Services Limited Holding company
2 Larsen & Toubro Limited Ultimate holding company
3 LTI Mindtree Limited Group company
4 L&T Technology Services (Canada) Limited Wholly owned subsidiary
5 L&T Technology Services (Shanghai) Co. Limited Subsidiary of the holding company

The Company had transactions in the ordinary course of business with the following related parties:
March 31, 2024 March 31, 2023
L&T Technology Services Limited
Transactions during the year
- Corporate guarantee charges* 102,050 45,385
- Expenses paid by the holding company on Company’s behalf 1,198,768 878,071
- Expenses paid by the Company on behalf of the holding company 1,143,010 235,333
- Services availed by the Company 3,493,429 328,532
- Services rendered by the Company 244,216 -
- Sub-contracting expenses 13,269,262 17,191,620
- Sub-contracting revenue 16,482,974 20,585,867
- Seat cost charge incurred by Company - 94,574

Balance
- Receivable as at 705,842 2,602,646

Larsen & Toubro Limited


Transactions during the year
- Performance guarantee charges** 36,000 36,000
- Expenses paid by ultimate holding company on Company’s behalf 136,036 47,767

Balance
- Receivable as at - 149,771
- Payable as at 144,987 -

LTI Mindtree Limited (formerly known as “L&T Infotech


Limited”)
Transactions during the year
- Expenses incurred on behalf of the Company 23,390 31,186
- Expenses incurred by group company on our behalf 17,107 8,404
- Sub-contracting expenses 179,630 -
Balance
- Receivable as at - 3,684
- Payable as at 48,699 -

L&T Technology Services (Canada) Limited


Transactions during the year
- Expenses paid by the Company on behalf of the holding company 1,433 -

22
L&T Technology Services LLC
Separate Parent Company Financial Statements
March 31, 2024, and March 31, 2023

L&T Technology Services (Shanghai) Limited


Transactions during the year
- Sub-contracting charges incurred by the Company 82,870 214,020

Balance
- Payable as at 490,050 407,179

*Corporate guarantee for line of credit: This is charged by L&T Technology Services Limited for guarantee provided
and for arranging line of credit for the Company.

**Performance guarantee for customer contract: Under one of the customer contracts, performance guarantee is
provided by Larsen & Toubro Limited on behalf of the Company.

NOTE Q - LEASES

General description of the lease


The Company facilities and office space under operating leases which have non-cancellable terms.

Non-lease components: Leases that contain non-lease components are accounted for as a single component and
recorded on the balance sheet for certain asset classes including equipment. Non-lease components include, but are
not limited to, common area maintenance and service arrangements.

Package of practical expedients: The Company will not reassess whether any expired or existing contracts are leases
or contain leases, the lease classification for any expired or existing leases or any initial direct costs for any expired or
existing leases as of the transition date.

Additional transition method: The Company adopted the standard using a modified retrospective approach,
applying the standard's transition provisions at the beginning of the period of adoption and maintain previous
disclosure requirements for comparative periods.

The Company used the following policies and/or assumptions in evaluating the lease population:

Lease determination: The Company considers a contract to be or to contain a lease if the contract conveys the right
to control the use of identified property, plant, or equipment (an identified asset) for a period of time in exchange for
consideration.

Discount rate: When the lease contracts do not provide a readily determinable implicit rate, the Company uses the
estimated incremental borrowing rate based on information available at the inception of the lease. The discount rate
is determined by asset class.

Variable payments: The Company includes payments that are based on an index or rate within the calculation of
right of use leased assets and lease liabilities, initially measured at the lease commencement date. There are variable
payments in the nature of origination fees for office equipment, machinery and equipment and therefore are not treated
as a part of lease payments.

Purchase options: Certain leases include options to purchase the office equipment. The depreciable life of assets are
limited by the expected lease term unless there is a transfer of title or purchase option reasonably certain of exercise.

Renewal options: Most leases include one or more options to renew, with renewal terms that can extend the lease
term from one or more years. The exercise of lease renewal options is at the Company's sole discretion.

Residual value guarantees, restrictions, or covenants: The lease agreements do not contain any material residual
value guarantees or material restrictive covenants.

23
L&T Technology Services LLC
Separate Parent Company Financial Statements
March 31, 2024, and March 31, 2023

Short-term leases: Leases with an initial term of 12 months or less are not recorded on the balance sheet; the
Company recognizes lease expense for these leases on a straight-line basis over the lease term and expense the
associated operating lease costs to administrative expenses on the statements of income.

The table below presents the classification of the leasing assets and liabilities.

As at As at
Leases Financial statements classification March 31, 2024 March 31, 2023

Assets
Operating lease right-of-use assets Non-current asset 3,347,656 3,597,767

Liabilities
Operating lease liabilities Non-current liabilities 2,535,127 2,594,697
Current liabilities 804,609 1,026,461
3,339,736 3,621,158

The components of total lease cost are as follows:


For the For the
year ended year ended
March 31, 2024 March 31, 2023
Right of use asset amortization 947,258 869,920
Interest expenses 147,892 178,841
Total 1,095,150 1,048,761

The Company facilities and office space under operating leases which have non-cancellable terms through October
2028. Generally, the leases have optional renewal clauses to extend the terms of the various leases for periods ranging
from 5 to 10 years, at the discretion of the Company. Future minimum payments under non-cancelable operating leases
are as follows:

Year ended March 31 Amount ($)


2025 849,612
2026 666,028
2027 634,864
2028 533,300
2029 338,966
2030 240,600
2031 240,600
2032 260,650
Total minimum lease payments 3,764,620
Less: imputed interest (424,884)
Operating lease liabilities 3,339,736

Year ended
March 31, 2024
Weighted average remaining lease terms (years) – operating leases 3.1 years
Weighted average – discount rate 4.1%

24
L&T Technology Services LLC
Separate Parent Company Financial Statements
March 31, 2024, and March 31, 2023

NOTE R - RISKS AND UNCERTAINTIES

The Company’s future results of operations involve a number of risks and uncertainties. Factors that could affect the
Company’s future operating results and cause actual results to vary materially from expectations include, but are not
limited to: deterioration in general economic conditions; the Company’s ability to effectively manage operating costs
and increase operating efficiencies; declines in sales; competitive factors, including but not limited to pricing pressures;
technological and market changes; the ability to attract and retain qualified employees and the Company’s ability to
execute on its business plan.

NOTE S - SUBSEQUENT EVENTS

The Company evaluated all events and transactions that occurred after March 31, 2024, up through the date the
separate parent company financial statements are available to be issued. Based on the evaluation, the Company is not
aware of any events or transactions that would require recognition or disclosure in the separate parent company
financial statements

25
L&T Technology Services PTE. LTD.
BOARD’S REPORT
Dear Members,

The Directors have pleasure in presenting their Board’s report and Management Certified
Accounts for the year ended March 31, 2024.

1. FINANCIAL RESULTS:

2023-24 2022-23
Particulars
SGD SGD
Total Income - -
Total Expenditure 20,299 22,504
Operating Profit/(Loss) (20,299) (22,504)
Add: Interest Income - -
Less: Finance Costs - -
Profit/(Loss) before Tax (20,299) (22,504)
Less: Tax (1,797) -
Net Profit/(Loss) after Tax (18,502) (22,504)
Add: Balance b/f from previous year 11,415 33,919
Balance available for disposal which (7,087) 11,415
directors appropriate as follows
Balance to be carried forward (7,087) 11,415

2. CAPITAL & FINANCE:

During the year under review, the Company has not issued any shares. There was no
loan outstanding as on March 31, 2024.

3. CAPITAL EXPENDITURE:

As at March 31, 2024, the gross fixed and intangible assets including leased assets, stood
at SGD Nil and the net fixed and intangible assets, including leased assets, at SGD Nil.
Capital Expenditure during the year amounted to Nil.

4. PARTICULARS OF LOANS GIVEN, INVESTMENTS MADE, GUARANTEES GIVEN OR


SECURITY PROVIDED BY THE COMPANY:

The Company has not given loan/made investment/provided guarantee or security


during the year under review.

5. STATE OF COMPANY AFFAIRS:

The gross sales and other income for the financial year under review were SGD Nil as
against SGD Nil for the previous financial year registering an increase of Nil%. The (loss)
before tax from continuing operations including extraordinary and exceptional items
was SGD (20,298) and the (loss) after tax from continuing operations including
extraordinary and exceptional items was SGD (18,502) for the financial year under
review as against SGD (22,504) and SGD (22,504) respectively for the previous financial
year registering an increase of 9.8% and 17.8% respectively.

6. AMOUNT TO BE CARRIED TO RESERVE:

As at March 31, 2024, the Company has not transferred any amount to reserves.

7. DIVIDEND:

The Board of Directors has not declared any dividend for the financial year under
review.

8. MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF


THE COMPANY, BETWEEN THE END OF THE FINANCIAL YEAR AND THE DATE OF THE
REPORT:

There are no material changes affecting the financial position of the Company between
the end of the financial year and the date of the report.

9. DETAILS OF SIGNIFICANT & MATERIAL ORDERS PASSED BY THE REGULATORS OR


COURTS:

During the year under review, there were no material and significant orders passed by
the Regulators or Courts impacting the going concern status and the Company’s
operations in future.

10. DETAILS OF DIRECTORS AND KEY MANAGERIAL PERSONNEL APPOINTED/RESIGNED


DURING THE YEAR:

During the year under review, Mr. Amos Tan Bin Jie ceased to act as the Director of the
Company with effect from November 6, 2023.

The Board places on record its appreciation for the services rendered by Mr. Amos Tan
Bin Jie during his tenure as Director of the Company.

During the year under review, Mr. Choa Jer Hau was appointed as the Director of the
Company w.e.f. November 6, 2023.

The current Directors of the Company are Mr. Rajeev Gupta, Mr. Abhishek Sinha, Mr.
Giri K. K. and Mr. Choa Jer Hau.
11. NUMBER OF MEETINGS OF THE BOARD OF DIRECTORS:

During the year under review 1 meeting was held on March 22, 2024.

12. DIRECTORS RESPONSIBILITY STATEMENT:

The Board of Directors of the Company confirms:

a) In the preparation of Annual Accounts, the applicable accounting standards


have been followed along with proper explanation relating to material
departures;

b) The Directors have selected such accounting policies and applied them
consistently and made judgments and estimates that are reasonable and
prudent so as to give a true and fair view of the state of affairs of the Company
at the end of the financial year and of the loss of the Company for that period;

c) The Directors have taken proper and sufficient care for the maintenance of
adequate accounting records in accordance with the provisions of the local
statutes for safeguarding the assets of the Company and for preventing and
detecting fraud and other irregularities;

d) The Directors have prepared the Annual Accounts on a going concern basis;

e) The Directors have devised proper systems to ensure compliance with the
provisions of all applicable laws and that such systems were adequate and
were operating effectively.

13. ACKNOWLEDGEMENT:

Your Members acknowledge the invaluable support extended by the Government


authorities and take this opportunity to thank them as well as the customers, supply
chain partners, employees, Financial Institutions, Banks and all the various stakeholders
for their continued co-operation and support to the Company.

For and on behalf of the Board

Mr. Rajeev Gupta Mr. GIRI K. K.


Director Director
Date: April 19, 2024 Date: April 19, 2024
Place: Mumbai Place: Bengaluru
L&T Technology Services PTE. LTD.
Balance sheet as at March 31, 2024
SGD SGD
Particulars Note No. As at 31-03-2024 As at 31-03-2023

ASSETS:
I. Non-current assets
(a) Property, plant and equipment - -
(b) Capital work-in-progress - -
(c) Goodwill - -
(d) Other intangible assets - -
(e) Financial assets
(i) Investments - -
(ii) Other financial assets - -
(f) Deferred tax assets (net) - -
(g) Other non current assets - -
Total non-current assets - -

II. Current assets


(a) Financial assets
(i) Investments - -
(ii) Trade receivables - -
(iii) Cash and cash equivalents 1 67,039 83,389
(iv) Other bank balances - -
(v) Loans - -
(vi) Other financial assets - -
(b) Other current assets - -
Total current assets 67,039 83,389

TOTAL ASSETS 67,039 83,389

EQUITY AND LIABILITIES:


I. Equity
(a) Equity share capital 2 60,501 60,501
(b) Other equity 3 (7,087) 11,415
Total equity 53,414 71,916

II. Liabilities
Non-current liabilities
(a) Financial Liabilities
(i) Other financial liabilities - -
(b) Provisions - -
Total non-current liabilities - -

Current liabilities
(a) Financial liabilities
(i) Short-term borrowings - -
(ii) Trade payables 4 12,800 10,335
(iii) Other financial liabilities 5 - 60
(b) Other current liabilities 6 824 (719)
(c) Provisions - -
(d) Current tax liabilities (net) 7 - 1,797
Total current liabilities 13,624 11,473

Total liabilities 13,624 11,473

TOTAL EQUITY AND LIABILITIES 67,039 83,389

For and on behalf of the Board of Directors of


L&T Technology Services PTE. LTD.

Rajeev Gupta
Diretor

Date: Apil 19, 2024


Place: Mumbai
L&T Technology Services PTE. LTD.
Statement of Profit and Loss for the period ended March 31, 2024
SGD SGD
Particulars Note No. Period ended Period ended
31-03-2024 31-03-2023

I. Revenue from operations - -


II. Other income (net) - -

III. Total income - -

IV. Expenses:
(a) Employee benefit expenses 8 3,762 177
(b) Depreciation and amortisation expenses - -
(c) Other expenses 9 16,537 22,327
(d) Finance costs - -
Total expenses 20,299 22,504

V. Profit before tax (III - IV) (20,299) (22,504)

VI. Tax expense:


(a) Current tax - -
(b) Tax Adjustments of prior periods (1,797) -
(c) Deferred tax - -
Total tax expense (1,797) -

VII. Profit for the period (V - VI) (18,502) (22,504)

VIII. Other comprehensive income


(A)
(i) Items that will not be reclassified to the statement of profit and loss
(a) Remeasurement of the defined benefit plans - -
(ii) Income tax on items that will not be reclassified to the statement of
profit and loss - -

(B) (i) Items that will be reclassifed subsequently to the statement of profit
or loss
(a) Effective portion of gains and losses on hedging instruments in a cash
flow hedge - -
(b) Exchange differences on the translation of foreign operation 10 - -
(ii) Income tax relating to items that will be reclassifed subsequently to
the statement of profit or loss - -

IX. Total comprehensive income for the period (18,502) (22,504)

Profit for the period attributable to:


- Owners of the Company (18,502) (22,504)
- Non-controlling interest - -

Other comprehensive income for the period attributable to :


- Owners of the Company - -
- Non-controlling interest - -
Total comprehensive income for the period attributable to :
- Owners of the Company (18,502) (22,504)
XI. - Non-controlling interest 1-47 - -

For and on behalf of the Board of Directors of


L&T Technology Services PTE. LTD.

Rajeev Gupta
Diretor

Date: Apil 19, 2024


Place: Mumbai
L&T Technology Services PTE. LTD.
Statement of Cash Flows for the period ended March 31, 2024
SGD SGD
Period ended Period ended
Particulars
31-03-2024 31-03-2023
A. Cash flow from operating activities
Profit before tax (20,299) (22,504)

Adjustments for:
Depreciation and amortisation - -
Interest received - -
Interest paid - -
Operating profit before working capital changes (20,299) (22,504)

Changes in working capital


(Increase)/decrease in trade and other receivables - -
(Increase)/decrease in other receivables - 16,542
Increase/(decrease) in trade and other payables 2,152 (3,74,847)
(Increase)/decrease in working capital 2,152 (3,58,305)

Cash generated from operations (18,147) (3,80,808)


Direct taxes paid 1,798 -
Net cash (used in)/from operating activities (16,349) (3,80,808)

B. Cash flow from investing activities


Purchase of property, plant and equipment and intangibles - -
Interest received - -
Net cash (used in)/from investing activities - -

C. Cash flow from financing acivities


Equity share capital issued including share premium - -
Interest paid - -
Net cash (used in) / from financing activities - -

Net (decrease) / increase in cash and cash equivalents (16,349) (3,80,808)


Cash and cash equivalents at beginning of period 83,389 4,64,197
Cash and cash equivalents at end of period 67,039 83,389

For and on behalf of the Board of Directors of


L&T Technology Services PTE. LTD.

Rajeev Gupta
Diretor

Date: Apil 19, 2024


Place: Mumbai
L&T Technology Services PTE. LTD.
Balance sheet as at March 31, 2024

A. Equity share capital


SGD SGD
Particulars 01.04.2023 to 31.03.2024 01.04.2022 to 31.03.2023
No. of shares Amount shares

Issued, subscribed and fully paid up equity shares outstanding at the beginning of the period 60,501 60,501 60,501 60,501
Add/(Less): Shares issued on exercise of employee stock options during the period - -
Add/(Less): Reorganization of share capital, reduction of face value - -
Add/(Less): Fresh issue of equity shares - -
Issued, subscribed and fully paid up equity shares outstanding at the end of the period 60,501 60,501 60,501 60,501
L&T Technology Services PTE. LTD.
Balance sheet as at March 31, 2024

B. Other equity
SGD

Items of other
Particulars Reserves & Surplus Total
comprehensive income

Retained earnings Foreign currency


translation reserve

Opening Balance 11,415 - 33,919


Profit for the period (a) (18,502) - (18,502)
Other comprehensive income (net of taxes) (b) - - -
Total comprehensive income for the period (a+b) (18,502) - (18,502)
Closing Balance (7,087) - (7,087)

For and on behalf of the Board of Directors of


L&T Technology Services PTE. LTD.

Rajeev Gupta
Diretor

Date: Apil 19, 2024


Place: Mumbai
Notes forming part of the financial statements
A. Corporate information

L&T Technology Services PTE. LTD. was incorporated and domiciled in Singapore and has its
registered office at 30, Cecil Street, #19-08, Prudential Tower, Singapore, 049712.

As at March 31, 2024, L&T Technology Services Limited, the holding company, owns 100% of the
Company’s equity share capital.

B. Significant accounting policies

a) Statement of compliance

These financial statements have been prepared under the historical cost convention on the accrual
basis of accounting in accordance with the accounting and reporting requirements of generally
accepted accounting principles in Singapore to reflect the financial position, results of operations
and cash flows of the Company.

All amounts are stated in SGD, except as otherwise specified.

b) Basis of accounting

These financial statements have been prepared on the historical cost basis, except for certain
financial instruments which are measured at fair values at the end of each reporting period, as
explained in the accounting policies below. Historical cost is generally based on the fair value of the
consideration given in exchange for goods and services. Fair value is the price that would be received
to sell an asset or paid to transfer a liability in an orderly transaction between market participants
at the measurement date.

c) Operating cycle for current and non-current classification

Operating cycle for the business activities of the Company covers the duration of the
project/contract/service and extends up to the realization of receivables within the credit period
normally applicable to the respective lines of business.

d) Revenue Recognition

The Company derives revenue from Engineering Research and Development (ER&D) services, which
are a set of services provided to manufacturing, technology and process engineering companies, to
help them develop and build products, processes and infrastructure required to deliver products and
services to their end customers. Revenue is recognised upon transfer of control of promised services
to customers in an amount that reflects the consideration which the Group/Company expects to
receive in exchange for those services:
a. Revenue from contracts which are on time and material basis are recognized when
services are rendered, and related costs are incurred.
b. Revenue from fixed-price contracts where the performance obligations are satisfied over
time and where there is no uncertainty as to measurement or collectability of
consideration, is recognized as per the percentage-of-completion method. Percentage
of completion is determined based on project costs incurred to date as a percentage of
total estimated project costs required to complete the project. The cost expended (or
input) method has been used to measure progress towards completion as there is a direct
relationship between input and productivity.
c. Revenues in excess of invoicing are classified as contract assets (unbilled revenue).
d. Revenue is measured based on the consideration specified in a contract with a customer
and excludes amounts collected on behalf of third parties. The Company presents
revenue net of discounts, collection charges, indirect taxes and value-added taxes in its
statement of profit and loss.
e. The Company exercises judgement in determining whether the performance obligation
is satisfied at a point in time or over a period of time. The Company considers indicators
such as how customer consumes benefits as services are rendered or who controls the
asset as it is being created or existence of enforceable right to payment for performance
to date as per contract.

e) Other income

a. Interest income is accrued on a time basis by reference to the principal outstanding


and the effective interest rate.

b. Dividend income is accounted in the period in which the right to receive the same is
established.

c. Other items of income are accounted as and when the right to receive arises and it
is probable that the economic benefits will flow to the Company and the amount of
income can be measured reliably.

f) Exceptional items

An item of income or expense which by its size, type or incidence requires disclosure in order to
improve an understanding of the performance of the Company is treated as an exceptional item and
the same is disclosed in the notes to accounts.

g) Leases

a. Operating leases

Assets acquired on leases where a significant portion of the risk and rewards of ownership are
retained by the lessor are classified as operating leases. Lease rentals are charged to the statement
of profit and loss on accrual basis.

h) Financial instruments

Financial assets and liabilities are recognised when the Company becomes a party to the contractual
provisions of the instrument. Financial assets and liabilities are initially measured at fair value.
Transaction costs that are directly attributable to the acquisition or issue of financial assets and
financial liabilities (other than financial assets and financial liabilities at fair value through profit or
loss) are added to or deducted from the fair value measured on initial recognition of financial asset
or financial liability.

(i) Non-derivative financial assets

a. Financial assets at amortised cost

Financial assets are subsequently measured at amortised cost if these financial assets
are held within a business model whose objective is to hold these assets in order to
collect contractual cash flows and the contractual terms of the financial asset give
rise on specified dates to cash flows that are solely payments of principal and interest
on the principal amount outstanding. Financial assets at amortised cost are
represented by trade receivables, cash and cash equivalents, employee and other
advances and eligible current and non-current assets.

i) Cash and cash equivalents

For the purpose of presentation in the statement of cash flows, cash and cash equivalents includes
cash on hand, deposits held at call with financial institutions and other deposits with original maturity
of three months or less that are readily convertible to known amounts of cash and which are subject
to an insignificant risk of changes in value.
j) Current income taxes

The current income tax expense includes income taxes payable by the Company.

Provision for current income taxes are presented in the balance sheet after off-setting advance tax
paid and income tax provision arising in the same tax jurisdiction and where the relevant tax paying
units intend to settle the asset and liability on a net basis.

k) Provisions, contingent liabilities and contingent assets

Provisions are recognized for liabilities that can be measured only by using a substantial degree of
estimation, if

i) The Company has a present obligation as a result of a past event;


ii) A probable outflow of resources is expected to settle the obligation; and
iii) The amount of the obligation can be reliably estimated

Contingent liability is disclosed in the case of

i) A present obligation arising from a past event when it is not probable that an outflow of
resources will be required to settle the obligation; or
ii) A possible obligation unless the probability of outflow of resources is remote

Contingent Liabilities as at March 31, 2024 is SGD Nil.

Contingent assets are neither recognized nor disclosed.

Provisions, contingent liabilities and contingent assets are reviewed at each balance sheet date.

l) Cash flow statement

Cash flows are reported using the indirect method, whereby profit for the period is adjusted for
the effects of transactions of non-cash nature, any deferrals or accruals of past or future operating
cash receipts or payments and item of income or expenses associated with investing or financing
cash flows. The cash flows from operating, investing and financing activities of the Company are
segregated.
L&T Technology Services PTE. LTD.
Balance sheet as at March 31, 2024

1 Cash and cash equivalents


SGD SGD
As at As at
31-03-2024 31-03-2023

Balances with banks 67,039 83,389


67,039 83,389

2 Equity share capital


SGD SGD
As at As at
31-03-2024 31-03-2023
2.1 Issued, subscribed and fully paid up
Issued, subscribed and fully paid up equity shares
outstanding at the end of the period
60501 equity shares of SGD 1 each 60,501 60,501
Total issued, subscribed and paid up capital 60,501 60,501

3 Other equity
SGD SGD
As at As at
31-03-2024 31-03-2023
Retained earnings (7,086) 11,415
Foreign currency translation reserve - -
(7,086) 11,415
L&T Technology Services PTE. LTD.
Balance sheet as at March 31, 2024

4 Trade payable
SGD SGD
As at As at
31-03-2024 31-03-2023

Due to others 12,800 10,335


12,800 10,335
5 Other financial liabilities
SGD SGD
As at As at
31-03-2024 31-03-2023

Other payables - 60
- 60

6 Other current liabilities


SGD SGD
As at As at
31-03-2024 31-03-2023

Statutory tax payable 824 (719)


824 (719)
7 CURRENT TAX LIABILITIES (NET)
SGD SGD
As at As at
31-03-2024 31-03-2023

Provision for current tax - 1,797


- 1,797
L&T Technology Services PTE. LTD.
Balance sheet as at March 31, 2024

Expenses

8 Employee benefit expenses


SGD SGD
Period ended Period ended
31-03-2024 31-03-2023

Salaries including overseas staff expenses 3,762 177

3,762 177

9 Other expenses
SGD SGD
Period ended Period ended
31-03-2024 31-03-2023

Rent and establishment expenses 1,080 6,750


Telephone, postage and other communication charges - 4
Legal and professional charges 16,174 (175)
Insurance charges (770) 15,678
Miscellaneous expenses 53 70
16,537 22,327
Graphene Solution SDN. BHD
BOARD’S REPORT
Dear Members,

The Directors have pleasure in presenting their Board’s Report and Management Certified
Accounts for the year ended March 31, 2024.

1. FINANCIAL RESULTS:

2023-24 2022-23
Particulars
MYR MYR
Total Income - -
Total Expenditure 20,265 7,919
Operating Profit/(Loss) (20,265) (7,919)
Add: Interest Income - -
Less: Finance Costs - -
Profit/(Loss) before Tax (20,265) (7,919)
Less : Tax - -
Net Profit/(Loss) after Tax (20,265) (7,919)
Add: Balance b/f from previous year (38,094) (30,175)
Balance available for disposal which (58,359) (38,094)
directors appropriate as follows
Balance to be carried forward (58,359) (38,094)

2. CAPITAL & FINANCE:

During the year under review, the Company has not issued any shares. There is no loan
outstanding as on March 31, 2024.

3. CAPITAL EXPENDITURE:

As at March 31, 2024, the gross fixed and intangible assets including leased assets, stood
at MYR Nil and the net fixed and intangible assets, including leased assets, at MYR Nil.
Capital Expenditure during the year amounted to MYR Nil.

4. PARTICULARS OF LOANS GIVEN, INVESTMENTS MADE, GUARANTEES GIVEN OR


SECURITY PROVIDED BY THE COMPANY:

The Company has not given loan/made investment/provided guarantee or security


during the year under review.

5. STATE OF COMPANY AFFAIRS:

The gross sales and other income for the financial year under review were MYR Nil as
against MYR Nil for the previous financial year. The (loss) before tax from continuing
operations including extraordinary and exceptional items was MYR (20,265) and the
(loss) after tax from continuing operations including extraordinary and exceptional
items was MYR (20,265) for the financial year under review as against MYR (7,919) and
MYR (7,919) respectively for the previous financial year registering an increase of 61%
and 61% respectively.

6. AMOUNT TO BE CARRIED TO RESERVES:

As at March 31, 2024, the Company has not transferred any amount to reserves.

7. DIVIDEND:

The Directors have not declared any dividend during the year.

8. MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF


THE COMPANY, BETWEEN THE END OF THE FINANCIAL YEAR AND THE DATE OF THE
REPORT:

There are no material changes affecting the financial position of the Company between
the end of the financial year and the date of the report.

9. DETAILS OF SIGNIFICANT & MATERIAL ORDERS PASSED BY THE REGULATORS OR


COURTS:

During the year under review, there were no material and significant orders passed by
the Regulators or Courts impacting the going concern status and the Company’s
operations in future.

10. DETAILS OF DIRECTORS AND KEY MANAGERIAL PERSONNEL APPOINTED/RESIGNED


DURING THE YEAR:

The current Directors of the Company are Mr. Rajeev Gupta, Mr. Abhishek Sinha and
Mr. Mohd Zuhaili Bin Zainal Abidin.

There has been no change in the directors during the year.

11. IT SECURITY BREACH & SAFETY:

The Company has implemented comprehensive IT security programs supported by latest


technology and trained manpower to protect employees and assets, at its offices and
plant, from such IT Security breaches/ cyber-attack.

During the Financial Year under review, no major security breaches or incidents have
occurred. A comprehensive security risk assessment is carried out regularly and
adequate security measures are implemented to cater to changing security scenario. The
Company has implemented adequate IT security measures and processes to protect its
personnel and assets.

12. DIRECTORS RESPONSIBILITY STATEMENT:

The Board of Directors of the Company confirms:


a) In the preparation of Annual Accounts, the applicable accounting standards
have been followed along with proper explanation relating to material
departures;

b) The Directors have selected such accounting policies and applied them
consistently and made judgments and estimates that are reasonable and
prudent so as to give a true and fair view of the state of affairs of the Company
at the end of the financial year and of the loss of the Company for that period;

c) The Directors have taken proper and sufficient care for the maintenance of
adequate accounting records in accordance with the provisions of the local
statutes for safeguarding the assets of the Company and for preventing and
detecting fraud and other irregularities;

d) The Directors have prepared the Annual Accounts on a going concern basis;

e) The Directors have devised proper systems to ensure compliance with the
provisions of all applicable laws and that such systems were adequate and
were operating effectively.

13. ACKNOWLEDGEMENT:

Your Members acknowledge the invaluable support extended by the Government


authorities and take this opportunity to thank them as well as the customers, supply
chain partners, employees, Financial Institutions, Banks and all the various stakeholders
for their continued co-operation and support to the Company.

For and on behalf of the Board

MR. ABHISHEK SINHA MR. RAJEEV GUPTA


Director Director

Date: April 19, 2024 Date: April 19, 2024


Place: Bengaluru, India Place: Mumbai, India
Graphene Solution SDN. BHD.
Balance sheet as at March 31, 2024
MYR MYR
Particulars Note No. As at 31-03-2024 As at 31-03-2023

ASSETS:
I. Non-current assets
(a) Property, plant and equipment - -
(b) Capital work-in-progress - -
(c) Goodwill - -
(d) Other intangible assets - -
(e) Financial assets
(i) Investments - -
() Non current trade receivables - -
(ii) Other financial assets - -
(iii) Trade receivables - -
(f) Deferred tax assets (net) - -
(g) Other non current assets - -
Total non-current assets - -

II. Current assets


(a) Financial assets
(i) Investments - -
(ii) Trade receivables - -
(iii) Cash and cash equivalents 1 56,584 76,848
(iv) Other bank balances - -
(v) Loans - -
(vi) Other financial assets - -
(b) Current tax assets (net)
(c) Other current assets - -
Total current assets 56,584 76,848

TOTAL ASSETS 56,584 76,848

EQUITY AND LIABILITIES:


I. Equity
(a) Equity share capital 2 1,00,000 1,00,000
(b) Other equity 3 (58,359) (38,094)
Total equity 41,641 61,906

II. Liabilities
Non-current liabilities
(a) Financial Liabilities
(i) Other financial liabilities - -
(b) Provisions - -
Total non-current liabilities - -

Current liabilities
(a) Financial liabilities
(i) Short-term borrowings - -
(ii) Trade payables 4 14,943 14,943
(iii) Other financial liabilities - -
(b) Other current liabilities - -
(c) Provisions - -
(d) Current tax liabilities (net) - -
Total current liabilities 14,943 14,943

Total liabilities 14,943 14,943

TOTAL EQUITY AND LIABILITIES 56,584 76,848

Notes forming part of the financial statements 1-47

For and on behalf of the Board of Directors of


Graphene Solution Sdn. Bhd.

Rajeev Gupta
Director

Date: April 19, 2024


Place: Mumbai
Graphene Solution SDN. BHD.
Statement of Profit and Loss for the period ended March 31, 2024
MYR MYR
Particulars Note No. Year ended Year ended
31-03-2024 31-03-2023

I. Revenue from operations - -


II. Other income (net) - -

III. Total income - -

IV. Expenses:
(a) Employee benefit expenses - -
(b) Depreciation and amortisation expenses - -
(c) Other expenses 5 20,265 7,919
(d) Finance costs - -
Total expenses 20,265 7,919

V. Profit before tax (III - IV) (20,265) (7,919)

VI. Tax expense:


(a) Current tax - -
(b) Tax Adjustments of prior periods - -
(c) Deferred tax - -
Total tax expense - -

VII. Profit for the period (V - VI) (20,265) (7,919)

VIII. Other comprehensive income


(A)
(i) Items that will not be reclassified to the statement of profit and loss
(a) Remeasurement of the defined benefit plans - -
(ii) Income tax on items that will not be reclassified to the statement of
profit and loss - -

(B) (i) Items that will be reclassifed subsequently to the statement of profit
or loss
(a) Effective portion of gains and losses on hedging instruments in a cash
flow hedge - -
(b) Exchange differences on the translation of foreign operation - -
(ii) Income tax relating to items that will be reclassifed subsequently to
the statement of profit or loss - -
Total other comprehensive income (net of tax) - -

IX. Total comprehensive income for the period (20,265) (7,919)

Profit for the period attributable to:


- Owners of the Company (20,265) (7,919)
- Non-controlling interest - -

Other comprehensive income for the period attributable to :


- Owners of the Company - -
- Non-controlling interest - -
Total comprehensive income for the period attributable to :
- Owners of the Company (20,265) (7,919)
XI. - Non-controlling interest 1-47 - -

For and on behalf of the Board of Directors of


Graphene Solution Sdn. Bhd.

Rajeev Gupta
Director

Date: April 19, 2024


Place: Mumbai
Graphene Solution SDN. BHD.
Statement of Cash Flows for the period ended March 31, 2024
MYR MYR
Year ended Year ended
31-03-2024 31-03-2023
A. Cash flow from operating activities
Profit before tax (20,265) (7,919)

Adjustments for:
Depreciation and amortisation - -
Interest received - -
Interest paid - -
Operating profit before working capital changes (20,265) (7,919)

Changes in working capital


(Increase)/decrease in trade and other receivables - -
(Increase)/decrease in other receivables - -
Increase/(decrease) in trade and other payables 1 (9,528)
(Increase)/decrease in working capital 1 (9,528)

Cash generated from operations (20,264) (17,447)


Direct taxes paid - -
Net cash (used in)/from operating activities (20,264) (17,447)

B. Cash flow from investing activities


Purchase of property, plant and equipment and intangibles - -
Interest received - -
Net cash (used in)/from investing activities - -

C. Cash flow from financing acivities


Equity share capital issued including share premium - -
Interest paid - -
Net cash (used in) / from financing activities - -

Net (decrease) / increase in cash and cash equivalents (20,264) (17,447)


Cash and cash equivalents at beginning of period 76,848 94,295
Cash and cash equivalents at end of period 56,584 76,848

Rajeev Gupta
Graphene Solution Sdn. Bhd.

Rajeev Gupta
Director

Date: April 19, 2024


Place: Mumbai
Graphene Solution SDN. BHD.
Statement of changes in equity for the period ended March 31, 2024

A. Equity share capital


MYR MYR MYR MYR
Particulars 01.04.23 to 31.03.24 01.04.22 to 31.03.23
Number of INR Number of INR
shares shares

Issued, subscribed and fully paid up equity shares outstanding at the beginning of the period 1,00,000 1,00,000 1,00,000 1,00,000
Add/(Less): Shares issued on exercise of employee stock options during the period - - - -
Add/(Less): Reorganization of share capital, reduction of face value - - - -
Add/(Less): Fresh issue of equity shares - - - -
Issued, subscribed and fully paid up equity shares outstanding at the end of the period 1,00,000 1,00,000 1,00,000 1,00,000

B. Other equity
MYR

Foreign currency
Reserves &
Particulars translation Total
Surplus
reserve

Opening Balance (38,094) - (38,094)

Profit for the period (a) (20,265) - (20,265)


Other comprehensive income (net of taxes) (b) - - -
Total comprehensive income for the period (a+b) (20,265) - (20,265)
Closing Balance (58,359) - (58,359)

For and on behalf of the Board of Directors of


Graphene Solution Sdn. Bhd.

Mr. Rajeev Gupta


Director

Date: April 19, 2024


Place: Mumbai
Notes forming part of the financial statements
A. Corporate information

Graphene Solution SDN. BHD. was incorporated and domiciled in Malaysia and has its registered office
at 2270, Jalan Usahawan, 2-C-2-20, SME 1, SME Technopreneur Centre, Cyberjaya, Kuala Lampur,
Malaysia 63000.

As at March 31, 2024, L&T Technology Services Limited, the holding company, owns 100% of the
Company’s equity share capital.

B. Significant accounting policies

a) Statement of compliance

These financial statements have been prepared under the historical cost convention on the accrual
basis of accounting in accordance with the accounting and reporting requirements of generally
accepted accounting principles in Malaysia to reflect the financial position, results of operations
and cash flows of the Company.

All amounts are stated in MYR, except as otherwise specified.

b) Basis of accounting

These financial statements have been prepared on the historical cost basis, except for certain
financial instruments which are measured at fair values at the end of each reporting period, as
explained in the accounting policies below. Historical cost is generally based on the fair value of the
consideration given in exchange for goods and services. Fair value is the price that would be received
to sell an asset or paid to transfer a liability in an orderly transaction between market participants
at the measurement date.

c) Operating cycle for current and non-current classification

Operating cycle for the business activities of the Company covers the duration of the
project/contract/service and extends up to the realization of receivables within the credit period
normally applicable to the respective lines of business.

d) Other income

a. Interest income is accrued on a time basis by reference to the principal outstanding


and the effective interest rate.

b. Dividend income is accounted in the period in which the right to receive the same is
established.

c. Other items of income are accounted as and when the right to receive arises and it
is probable that the economic benefits will flow to the Company and the amount of
income can be measured reliably.

e) Exceptional items

An item of income or expense which by its size, type or incidence requires disclosure in order to
improve an understanding of the performance of the Company is treated as an exceptional item and
the same is disclosed in the notes to accounts.
f) Leases

a. Operating leases

Assets acquired on leases where a significant portion of the risk and rewards of ownership are
retained by the lessor are classified as operating leases. Lease rentals are charged to the statement
of profit and loss on accrual basis.

g) Financial instruments

Financial assets and liabilities are recognised when the Company becomes a party to the contractual
provisions of the instrument. Financial assets and liabilities are initially measured at fair value.
Transaction costs that are directly attributable to the acquisition or issue of financial assets and
financial liabilities (other than financial assets and financial liabilities at fair value through profit or
loss) are added to or deducted from the fair value measured on initial recognition of financial asset
or financial liability.

(i) Non-derivative financial assets

a. Financial assets at amortised cost

Financial assets are subsequently measured at amortised cost if these financial assets
are held within a business model whose objective is to hold these assets in order to
collect contractual cash flows and the contractual terms of the financial asset give
rise on specified dates to cash flows that are solely payments of principal and interest
on the principal amount outstanding. Financial assets at amortised cost are
represented by trade receivables, cash and cash equivalents, employee and other
advances and eligible current and non-current assets.

h) Cash and cash equivalents

For the purpose of presentation in the statement of cash flows, cash and cash equivalents includes
cash on hand, deposits held at call with financial institutions and other deposits with original maturity
of three months or less that are readily convertible to known amounts of cash and which are subject
to an insignificant risk of changes in value.

i) Current income taxes

The current income tax expense includes income taxes payable by the Company.

Provision for current income taxes are presented in the balance sheet after off-setting advance tax
paid and income tax provision arising in the same tax jurisdiction and where the relevant tax paying
units intend to settle the asset and liability on a net basis.

j) Provisions, contingent liabilities and contingent assets

Provisions are recognized for liabilities that can be measured only by using a substantial degree of
estimation, if

i) The Company has a present obligation as a result of a past event;


ii) A probable outflow of resources is expected to settle the obligation; and
iii) The amount of the obligation can be reliably estimated

Contingent liability is disclosed in the case of

i) A present obligation arising from a past event when it is not probable that an outflow of
resources will be required to settle the obligation; or
ii) A possible obligation unless the probability of outflow of resources is remote

Contingent Liabilities as at March 31, 2024 is MYR Nil.

Contingent assets are neither recognized nor disclosed.

Provisions, contingent liabilities and contingent assets are reviewed at each balance sheet date.
k) Cash flow statement

Cash flows are reported using the indirect method, whereby profit for the period is adjusted for
the effects of transactions of non-cash nature, any deferrals or accruals of past or future operating
cash receipts or payments and item of income or expenses associated with investing or financing
cash flows. The cash flows from operating, investing and financing activities of the Company are
segregated.
Graphene Solution SDN. BHD.
Notes forming part of accounts

1 Cash and cash equivalents


MYR MYR
As at As at
31-03-2024 31-03-2023

Balances with banks 56,584 76,848


56,584 76,848

2 Equity share capital


MYR MYR
As at As at
31-03-2024 31-03-2023

2.1 Issued, subscribed and fully paid up

Issued, subscribed and fully paid up equity shares outstanding


at the end of the period [100000 equity shares of MYR 1 1,00,000 1,00,000
each]
Total issued, subscribed and paid up capital 1,00,000 1,00,000

3 Other equity
MYR MYR
As at As at
31-03-2024 31-03-2023
Retained earnings (58,359) (38,094)
(58,359) (38,094)

4 Trade payable
MYR MYR
As at As at
31-03-2024 31-03-2023

Due to others 14,943 14,943


14,943 14,943

EXPENSES
MYR MYR
Year ended Year ended
5 Other expenses 31-03-2024 31-03-2023

Legal and professional charges 8,005 7,897


Insurance charges 12,450 -
Rates and taxes (250) -
Miscellaneous expenses 60 22
20,265 7,919
Graphene Solutions Taiwan Limited
Dear Members, BOARD’S REPORT

The Directors have pleasure in presenting their Sixth Board’s Report and Management
Certified Accounts for the year ended December 31, 2023.

1. FINANCIAL RESULTS:

2023 2022
Particulars
NTD NTD
Total Income 11,994 100,415
Total Expenditure 228,096 395,462
Operating Profit/(Loss) (216,102) (295,047)
Add: Interest Income 18,154 4,914
Less: Finance Costs - -
Profit/(Loss) before Tax (197,948) (290,133)
Less: Tax (128,752) -
Net Profit/(Loss) after Tax (69,196) (290,133)
Add: Balance b/f from previous year (4,334,248) (4,044,115)
Balance available for disposal which
(4,403,444) (4,334,248)
directors appropriate as follows
Balance to be carried forward (4,403,444) (4,334,248)

2. CAPITAL & FINANCE:

During the year under review, the Company has not issued any share capital. There is
no loan outstanding as on December 31, 2023.

3. CAPITAL EXPENDITURE:

As at December 31, 2023, the gross fixed and intangible assets including leased assets,
stood at NTD Nil and the net fixed and intangible assets, including leased assets, at NTD
Nil. Capital Expenditure during the year amounted to NTD Nil.

4. PARTICULARS OF LOANS GIVEN, INVESTMENTS MADE, GUARANTEES GIVEN OR


SECURITY PROVIDED BY THE COMPANY:

The Company has not given loan/made investment/provided guarantee or security


during the year under review.

5. STATE OF COMPANY AFFAIRS:

The gross sales and other income for the financial year under review were NTD 30,148
as against NTD 105,329 for the previous financial year registering an decrease of 71%.
The (loss) before tax from continuing operations including extraordinary and
exceptional items was NTD (197,948) and the (loss) after tax from continuing operations
including extraordinary and exceptional items was NTD (69,196) for the financial year
under review as against NTD (290,133) and NTD (290,133) respectively for the previous
financial year, registering an decrease of 32% and 76% respectively.

6. AMOUNT TO BE CARRIED TO RESERVES:

As at December 31, 2023, the Company has not transferred any amount to reserves.

7. DIVIDEND:

The Directors have not declared any dividend during the year.

8. MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF


THE COMPANY, BETWEEN THE END OF THE FINANCIAL YEAR AND THE DATE OF THE
REPORT:

There are no material changes affecting the financial position of the Company between
the end of the financial year and the date of the report.

9. DETAILS OF SIGNIFICANT & MATERIAL ORDERS PASSED BY THE REGULATORS OR


COURTS:

During the year under review, there were no material and significant orders passed by
the Regulators or Courts impacting the going concern status and the Company’s
operations in future.

10. DETAILS OF DIRECTORS AND KEY MANAGERIAL PERSONNEL APPOINTED/RESIGNED


DURING THE YEAR:

The current Directors of the Company are Mr. Rajeev Gupta and Mr. Abhishek Sinha.

There were no changes in the Directors of the Company during the year.

11. IT SECURITY BREACH & SAFETY:

The Company has implemented comprehensive IT security programs supported by latest


technology and trained manpower to protect employees and assets, at its offices and
plant, from such IT Security breaches/ cyber-attack.

During the Financial Year under review, no major security breaches or incidents have
occurred. A comprehensive security risk assessment is carried out regularly and
adequate security measures are implemented to cater to changing security scenario. The
Company has implemented adequate IT security measures and processes to protect its
personnel and assets.

12. DIRECTORS RESPONSIBILITY STATEMENT:

The Board of Directors of the Company confirms:

a) In the preparation of Annual Accounts, the applicable accounting standards


have been followed along with proper explanation relating to material
departures;

b) The Directors have selected such accounting policies and applied them
consistently and made judgments and estimates that are reasonable and
prudent so as to give a true and fair view of the state of affairs of the Company
at the end of the financial year and of the loss of the Company for that period;

c) The Directors have taken proper and sufficient care for the maintenance of
adequate accounting records in accordance with the provisions of the local
statutes for safeguarding the assets of the Company and for preventing and
detecting fraud and other irregularities;

d) The Directors have prepared the Annual Accounts on a going concern basis;

e) The Directors have devised proper systems to ensure compliance with the
provisions of all applicable laws and that such systems were adequate and
were operating effectively.

13. ACKNOWLEDGEMENT:

Your Directors acknowledge the invaluable support extended by the Government


authorities in Taiwan and take this opportunity to thank them as well as the customers,
supply chain partners, employees, Financial Institutions, Banks and all the various
stakeholders for their continued co-operation and support to the Company.

For and on behalf of the Board

MR. ABHISHEK SINHA MR. RAJEEV GUPTA


Director Director

Date: April 19, 2024 Date: April 19, 2024


Place: Bengaluru Place: Mumbai
Graphene Solutions Taiwan Limited
Balance sheet as at December 31, 2023
NTD NTD
Particulars Note No. As at As at
31-12-2023 31-12-2022

ASSETS:
I. Non-current assets
(a) Property, plant and equipment - -
(b) Capital work-in-progress - -
(c) Goodwill - -
(d) Other intangible assets - -
(e) Financial assets
(i) Investments - -
(ii) Other financial assets - -
(f) Deferred tax assets (net) - -
(g) Other non current assets 1 1,14,103 (14,649)
Total non-current assets 1,14,103 (14,649)

II. Current assets


(a) Financial assets
(i) Investments - -
(ii) Trade receivables 2 - (11,994)
(iii) Cash and cash equivalents 3 24,81,531 27,07,094
(iv) Other bank balances - -
(v) Loans - -
(vi) Other financial assets - -
(b) Other current assets 4 24,429 27,765
Total current assets 25,05,960 27,22,865

TOTAL ASSETS 26,20,063 27,08,216

EQUITY AND LIABILITIES:


I. Equity
(a) Capital 5 50,00,000 50,00,000
(b) Other equity 6 (44,03,444) (43,34,248)
Total equity 5,96,556 6,65,752

II. Liabilities
Non-current liabilities
(a) Financial Liabilities
(i) Other financial liabilities - -
(b) Provisions - -
Total non-current liabilities - -

Current liabilities
(a) Financial liabilities
(i) Short-term borrowings - -
(ii) Trade payables 7 20,12,593 20,26,686
(iii) Other financial liabilities - -
(b) Other current liabilities 8 10,914 15,778
(c) Provisions - -
(d) Current tax liabilities (net) - -
Total current liabilities 20,23,507 20,42,464

Total liabilities 20,23,507 20,42,464

TOTAL EQUITY AND LIABILITIES 26,20,063 27,08,216

Notes forming part of the financial statements 1-47

For and on behalf of the Board of Directors of


Graphene Solutions Taiwan Limited

Rajeev Gupta
Director

Date: April 19, 2024


Place: Mumbai
Graphene Solutions Taiwan Limited
Statement of Profit and Loss for the period ended December 31, 2023
NTD NTD
Particulars Note No. Period ended Period ended
31-12-2023 31-12-2022

I. Revenue from operations - -


II. Other income (net) 9 30,148 1,05,329

III. Total income 30,148 1,05,329

IV. Expenses:
(a) Employee benefit expenses - -
(b) Depreciation and amortisation expenses - -
(c) Other expenses 10 2,28,096 3,95,462
(d) Finance costs - -
Total expenses 2,28,096 3,95,462

V. Profit/(Loss) before tax (III - IV) (1,97,948) (2,90,133)

VI. Tax expense:


(a) Current tax - -
(b) Tax Adjustments of prior years (1,28,752) -
(c) Deferred tax - -
Total tax expense (1,28,752) -

VII. Profit/(Loss) for the period (V - VI) (69,196) (2,90,133)

VIII. Other comprehensive income


(A) (i) Items that will not be reclassified to the statement of
profit and loss
(a) Remeasurement of the defined benefit plans - -
(ii) Income tax on items that will not be reclassified to the
statement of profit and loss - -

(B) (i) Items that will be reclassifed subsequently to the


statement of profit or loss
(a) Effective portion of gains and losses on hedging
instruments in a cash flow hedge - -
(b) Exchange differences on the translation of foreign
operation - -

(ii) Income tax relating to items that will be reclassifed


subsequently to the statement of profit or loss - -
- -
(C)
(i) Items may be reclassifed to the statement of profit or loss

(a) Exchange differences on translation of foreign subsidiaries - -

Total other comprehensive income (net of tax) - -

IX. Total comprehensive income for the year (69,196) (2,90,133)

For and on behalf of the Board of Directors of


Graphene Solutions Taiwan Limited

Rajeev Gupta
Director

Date: April 19, 2024


Place: Mumbai
Graphene Solutions Taiwan Limited
Statement of Cash Flows for the period ended December 31, 2023
NTD NTD
Period ended Period ended
31-12-2023 31-12-2022
A. Cash flow from operating activities
Profit before tax (1,97,948) (2,90,133)

Adjustments for:
Depreciation and amortisation - -
Interest received (18,154) (4,914)
Interest paid - -
Operating profit before working capital changes (2,16,102) (2,95,047)

Changes in working capital


(Increase)/decrease in trade and other receivables (11,994) 9,36,828
(Increase)/decrease in other receivables (1,25,416) 1,10,236
Increase/(decrease) in trade and other payables (18,957) 24,829
(Increase)/decrease in working capital (1,56,367) 10,71,893

Cash generated from operations (3,72,469) 7,76,846


Direct taxes paid 1,28,752 -
Net cash (used in)/from operating activities (2,43,717) 7,76,846

B. Cash flow from investing activities


Purchase of property, plant and equipment and intangibles - -
Interest received 18,154 4,914
Net cash (used in)/from investing activities 18,154 4,914

C. Cash flow from financing acivities


Equity share capital issued including share premium - -
Interest paid - -
Net cash (used in) / from financing activities - -

Net (decrease) / increase in cash and cash equivalents (2,25,563) 7,81,760


Cash and cash equivalents at beginning of year 27,07,094 19,25,334
Cash and cash equivalents at end of year 24,81,531 27,07,094

For and on behalf of the Board of Directors of


Graphene Solutions Taiwan Limited

Rajeev Gupta
Director

Date: April 19, 2024


Place: Mumbai
Graphene Solutions Taiwan Limited
Statement of changes in equity for the period ended December 31, 2023

A. Capital

Particulars NTD

Capital at the beginning of the period 50,00,000


Add/(Less): Addition during the year -
Capital at the end of the period 50,00,000

B. Other equity

Particulars
Items of other
Reserves & Surplus Total
comprehensive income

Retained earnings FCTR

Opening Balance (43,34,248) - (43,34,248)

Profit/(Loss) for the period (69,196) - (69,196)


Other comprehensive income (net of taxes) - - -

Closing Balance (44,03,444) - (44,03,444)

For and on behalf of the Board of Directors of


Graphene Solutions Taiwan Limited

Rajeev Gupta
Director

Date: April 19, 2024


Place: Mumbai
Notes forming part of the financial statements
A. Corporate information

Graphene Solutions Taiwan Limited was incorporated and domiciled in Taiwan and has its registered
office at 6F, No. 378, Changchun Road, Taipei, Taiwan 10487.

As at December 31, 2023, L&T Technology Services Limited, the holding company, owns 100% of the
Company’s capital.

B. Significant accounting policies

a) Statement of compliance

These financial statements have been prepared under the historical cost convention on the accrual
basis of accounting in accordance with the accounting and reporting requirements of generally
accepted accounting principles in Taiwan to reflect the financial position, results of operations and
cash flows of the Company.

All amounts are stated in NTD, except as otherwise specified.

b) Basis of accounting

These financial statements have been prepared on the historical cost basis, except for certain
financial instruments which are measured at fair values at the end of each reporting period, as
explained in the accounting policies below. Historical cost is generally based on the fair value of the
consideration given in exchange for goods and services. Fair value is the price that would be received
to sell an asset or paid to transfer a liability in an orderly transaction between market participants
at the measurement date.

c) Operating cycle for current and non-current classification

Operating cycle for the business activities of the Company covers the duration of the
project/contract/service and extends up to the realization of receivables within the credit period
normally applicable to the respective lines of business.

d) Revenue Recognition

The Company derives revenue from Engineering Research and Development (ER&D) services, which
are a set of services provided to manufacturing, technology and process engineering companies, to
help them develop and build products, processes and infrastructure required to deliver products and
services to their end customers. Revenue is recognised upon transfer of control of promised services
to customers in an amount that reflects the consideration which the Group/Company expects to
receive in exchange for those services:
a. Revenue from contracts which are on time and material basis are recognized when
services are rendered, and related costs are incurred.
b. Revenue from fixed-price contracts where the performance obligations are satisfied over
time and where there is no uncertainty as to measurement or collectability of
consideration, is recognized as per the percentage-of-completion method. Percentage
of completion is determined based on project costs incurred to date as a percentage of
total estimated project costs required to complete the project. The cost expended (or
input) method has been used to measure progress towards completion as there is a direct
relationship between input and productivity.
c. Revenues in excess of invoicing are classified as contract assets (unbilled revenue).
d. Revenue is measured based on the consideration specified in a contract with a customer
and excludes amounts collected on behalf of third parties. The Company presents
revenue net of discounts, collection charges, indirect taxes and value-added taxes in its
statement of profit and loss.
e. The Company exercises judgement in determining whether the performance obligation
is satisfied at a point in time or over a period of time. The Company considers indicators
such as how customer consumes benefits as services are rendered or who controls the
asset as it is being created or existence of enforceable right to payment for performance
to date as per contract.

e) Other income

a. Interest income is accrued on a time basis by reference to the principal outstanding


and the effective interest rate.

b. Dividend income is accounted in the period in which the right to receive the same is
established.

c. Other items of income are accounted as and when the right to receive arises and it
is probable that the economic benefits will flow to the Company and the amount of
income can be measured reliably.

f) Exceptional items

An item of income or expense which by its size, type or incidence requires disclosure in order to
improve an understanding of the performance of the Company is treated as an exceptional item and
the same is disclosed in the notes to accounts.

g) Leases

a. Operating leases

Assets acquired on leases where a significant portion of the risk and rewards of ownership are
retained by the lessor are classified as operating leases. Lease rentals are charged to the statement
of profit and loss on accrual basis.

h) Financial instruments

Financial assets and liabilities are recognised when the Company becomes a party to the contractual
provisions of the instrument. Financial assets and liabilities are initially measured at fair value.
Transaction costs that are directly attributable to the acquisition or issue of financial assets and
financial liabilities (other than financial assets and financial liabilities at fair value through profit or
loss) are added to or deducted from the fair value measured on initial recognition of financial asset
or financial liability.

(i) Non-derivative financial assets

a. Financial assets at amortised cost

Financial assets are subsequently measured at amortised cost if these financial assets
are held within a business model whose objective is to hold these assets in order to
collect contractual cash flows and the contractual terms of the financial asset give
rise on specified dates to cash flows that are solely payments of principal and interest
on the principal amount outstanding. Financial assets at amortised cost are
represented by trade receivables, cash and cash equivalents, employee and other
advances and eligible current and non-current assets.

i) Cash and cash equivalents

For the purpose of presentation in the statement of cash flows, cash and cash equivalents includes
cash on hand, deposits held at call with financial institutions and other deposits with original maturity
of three months or less that are readily convertible to known amounts of cash and which are subject
to an insignificant risk of changes in value.
j) Current income taxes

The current income tax expense includes income taxes payable by the Company.

Provision for current income taxes are presented in the balance sheet after off-setting advance tax
paid and income tax provision arising in the same tax jurisdiction and where the relevant tax paying
units intend to settle the asset and liability on a net basis.

k) Provisions, contingent liabilities and contingent assets

Provisions are recognized for liabilities that can be measured only by using a substantial degree of
estimation, if

i) The Company has a present obligation as a result of a past event;


ii) A probable outflow of resources is expected to settle the obligation; and
iii) The amount of the obligation can be reliably estimated

Contingent liability is disclosed in the case of

i) A present obligation arising from a past event when it is not probable that an outflow of
resources will be required to settle the obligation; or
ii) A possible obligation unless the probability of outflow of resources is remote

Contingent Liabilities as at December 31, 2023 is NTD Nil.

Contingent assets are neither recognized nor disclosed.

Provisions, contingent liabilities and contingent assets are reviewed at each balance sheet date.

l) Cash flow statement

Cash flows are reported using the indirect method, whereby profit for the period is adjusted for
the effects of transactions of non-cash nature, any deferrals or accruals of past or future operating
cash receipts or payments and item of income or expenses associated with investing or financing
cash flows. The cash flows from operating, investing and financing activities of the Company are
segregated.
Graphene Solutions Taiwan Limited
Notes forming part of accounts

1 Other non-current assets


NTD NTD
As at As at
31-12-2023 31-12-2022

Income tax receivable (net) 1,14,103 (14,649)


1,14,103 (14,649)

2 Trade receivables
NTD NTD
As at As at
31-12-2023 31-12-2022

Trade receivables - -
Receivables from related parties - (11,994)
Less: Allowances for doubtfull debts - -
- (11,994)

3 Cash and cash equivalents


NTD NTD
As at As at
31-12-2023 31-12-2022

Balances with banks 24,81,531 27,07,094


24,81,531 27,07,094

4 Other current assets


NTD NTD
As at As at
31-12-2023 31-12-2022

Prepaid expenses 24,429 27,765


24,429 27,765

5 Capital
NTD NTD
As at As at
31-12-2023 31-12-2022

Capital 50,00,000 50,00,000


Total Capital 50,00,000 50,00,000

6 Other equity
NTD NTD
As at As at
31-12-2023 31-12-2022

Retained earnings (44,03,444) (43,34,248)


(44,03,444) (43,34,248)
Graphene Solutions Taiwan Limited
Notes forming part of accounts

7 Trade payable
NTD NTD
As at As at
31-12-2023 31-12-2022

Due to related parties 8,56,104 8,56,104


Due to others 10,72,004 11,59,097
Liability for revenue goods 84,485 11,485
20,12,593 20,26,686

8 Other current liabilities


NTD NTD
As at As at
31-12-2023 31-12-2022

Statutory tax payable 10,914 15,778


10,914 15,778

INCOME

9 Other income
NTD NTD
Period ended Period ended
31-12-2023 31-12-2022

Foreign exchange gain/ (loss) 11,994 1,00,415


Bank interest received 18,154 4,914
30,148 1,05,329

EXPENSES

10 Other expenses
NTD NTD
Period ended Period ended
31-12-2023 31-12-2022

Rent and establishment expenses 54,000 54,000


Legal and professional charges 73,000 2,56,534
Insurance charges 1,01,051 84,744
Miscellaneous expenses 45 184
2,28,096 3,95,462
L&T Technology Services (Shanghai) Co. Ltd
BOARD’S REPORT
Dear Members,

The Directors have pleasure in presenting their Fifth Board Report and Audited Accounts for
the year ended December 31, 2023.

1. FINANCIAL RESULTS:

2023 2022
Particulars
CNY CNY
Total Revenue 2,423,288 1,840,076
Total Expenditure 1,529,018 573,751
Operating Profit/(Loss) 894,270 1,266,325
Add: Other Income 5,908 10,298
Less: Finance Costs (54,615) (151,899)
Profit/(Loss) before Tax 954,793 1,428,522
Less: Tax 47,740 46,426
Net Profit/(Loss) after Tax 907,053 1,382,096
Add: Balance b/f from previous year 1,367,621 123,735
Balance available for disposal which
2,274,675 1,505,831
directors appropriate as follows:
Dividend - -
Transfer to Reserves 90,705 138,210
Balance to be carried forward 2,183,970 1,367,621

2. STATE OF COMPANY AFFAIRS:

The gross sales for the financial year under review were CNY 2,423,288 as against CNY
1,840,076 for the previous financial year registering an increase of 32%. The profit
before tax from continuing operations including extraordinary and exceptional items
was CNY 954,793 and the profit after tax from continuing operations including
extraordinary and exceptional items was CNY 907,053 for the financial year under
review as against CNY 1,428,522 and CNY 1,382,096 respectively for the previous
financial year, registering a decrease of 33% and 34% respectively.

3. CAPITAL & FINANCE:

During the year under review, the Company has not issued any shares. There is no loan
outstanding as on December 31, 2023. The Company has a share capital of CNY
3,288,438.
4. CAPITAL EXPENDITURE:

As at December 31, 2023, the gross fixed and intangible assets including leased assets,
stood at CNY Nil and the net fixed and intangible assets, including leased assets, at CNY
Nil. Capital Expenditure during the year amounted to CNY Nil.

5. PARTICULARS OF LOANS GIVEN, INVESTMENTS MADE, GUARANTEES GIVEN OR


SECURITY PROVIDED BY THE COMPANY:

The Company has not given loan/made investment/provided guarantee or security


during the year under review.

6. AMOUNT TO BE CARRIED TO RESERVE:

As at December 31, 2023, the Company has transferred CNY 90,705 to legal reserves as
per local regulations.

7. DIVIDEND:

The Directors do not propose the payment of any dividend during the year.

8. MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF


THE COMPANY, BETWEEN THE END OF THE FINANCIAL YEAR AND THE DATE OF THE
REPORT:

There are no material changes affecting the financial position of the Company between
the end of the financial year and the date of the Report.

9. DETAILS OF SIGNIFICANT & MATERIAL ORDERS PASSED BY THE REGULATORS OR


COURTS:

During the year under review, there were no material and significant orders passed by
the Regulators or Courts impacting the going concern status and the Company’s
operations in future.

10. DETAILS OF DIRECTORS AND KEY MANAGERIAL PERSONNEL APPOINTED/RESIGNED


DURING THE YEAR:

The current Executive Director and General Manager is Mr. P. Ramakrishnan and
Supervisor is Mr. Kamalapuram Prabhakaran.

11. FINANCIAL STATEMENTS:

The Financial Statements do not contain any qualification, observation or adverse


comment which has/have an adverse effect on the functioning of the Company.
12. REPORTING OF FRAUDS:

The Auditors of the Company have not reported any instances of fraud committed
against the Company by its officers or employees.

13. IT SECURITY BREACH & SAFETY:

The Company has implemented comprehensive IT security programs supported by


latest technology and trained manpower to protect employees and assets, at its offices
and plant, from such IT Security breaches/ cyber-attack.

During the Financial Year under review, no major security breaches or incidents have
occurred. A comprehensive security risk assessment is carried out regularly and
adequate security measures are implemented to cater to changing security scenario.
The Company has implemented adequate IT security measures and processes to protect
its personnel and assets.

14. AUDITORS:

M/s Shanghai Zhongqin Wanxin CPAs Co., Ltd. are the Auditors of the Company.
They will continue to be Auditors of the Company for the ensuing financial year.

15. DIRECTORS RESPONSIBILITY STATEMENT:

The Board of Directors of the Company confirms:


a) In the preparation of Annual Accounts, the applicable accounting standards
have been followed along with proper explanation relating to material
departures;
b) The Directors have selected such accounting policies and applied them
consistently and made judgments and estimates that are reasonable and
prudent so as to give a true and fair view of the state of affairs of the Company
at the end of the financial year and of the profit of the Company for that
period;
c) The Directors have taken proper and sufficient care for the maintenance of
adequate accounting records in accordance with the provisions of the local
statutes for safeguarding the assets of the Company and for preventing and
detecting fraud and other irregularities;
d) The Directors have prepared the Annual Accounts on a going concern basis;
e) The Directors have devised proper systems to ensure compliance with the
provisions of all applicable laws and that such systems were adequate and
were operating effectively.
16. ACKNOWLEDGEMENT:

Your Directors acknowledge the invaluable support extended by the Government


authorities in China and take this opportunity to thank them as well as the customers,
supply chain partners, employees, Financial Institutions, Banks and all the various
stakeholders for their continued co-operation and support to the Company.

For and on behalf of the Board

MR. KAMALAPURAM PRABHAKARAN


Supervisor

Date: April 19, 2024


Place: Bengaluru
L&T Technology Services (Canada) Limited
BOARD’S REPORT
Dear Members,

The Directors have pleasure in presenting their Fourth Board’s Report and Management
Certified Accounts for the year ended March 31, 2024.

1. FINANCIAL RESULTS:

2023-24 2022-23
Particulars
CAD CAD
Total Income 270,299 44,202
Total Expenditure 502,699 37,389
Operating Profit/(Loss) (232,400) 6,813
Add: Interest Income - -
Less: Finance Costs - -
Profit/(Loss) before Tax (232,400) 6,813
Less: Tax - -
Net Profit/(Loss) after Tax (232,400) 6,813
Add: Balance b/f from previous year (145,953) (152,766)
Balance available for disposal which (378,353) (145,953)
directors appropriate as follows:
Dividend - -
Transfer to Reserves - -
Balance to be carried forward (378,353) (145,953)

2. CAPITAL & FINANCE:

During the year under review, the Company has not issued any shares. There is no loan
outstanding as on March 31, 2024.

3. CAPITAL EXPENDITURE:

As at March 31, 2024, the gross fixed and intangible assets including leased assets, stood
at CAD Nil and the net fixed and intangible assets, including leased assets, at CAD Nil.
Capital Expenditure during the year amounted to CAD Nil.

4. PARTICULARS OF LOANS GIVEN, INVESTMENTS MADE, GUARANTEES GIVEN OR


SECURITY PROVIDED BY THE COMPANY:

The Company has not given loan/made investment/provided guarantee or security


during the year under review.
5. STATE OF COMPANY AFFAIRS:

The gross sales and other income for the financial year under review were CAD 270,299
as against CAD 44,202 for the previous financial year registering an increase of 512%.
The (loss) before tax from continuing operations including extraordinary and
exceptional items was CAD (232,400) and the (loss) after tax from continuing operations
including extraordinary and exceptional items of CAD (232,400) for the financial year
under review as against CAD 6,813 and CAD 6,813 respectively for the previous financial
year, registering an decrease of 3511 % and 3511% respectively.

6. AMOUNT TO BE CARRIED TO RESERVES:

As at March 31, 2024, the Company has not transferred any amount to reserves.

7. DIVIDEND:

The Directors have not declared any dividend during the year.

8. MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF


THE COMPANY, BETWEEN THE END OF THE FINANCIAL YEAR AND THE DATE OF THE
REPORT:

There are no material changes affecting the financial position of the Company between
the end of the financial year and the date of the report.

9. DETAILS OF SIGNIFICANT & MATERIAL ORDERS PASSED BY THE REGULATORS OR


COURTS:

During the year under review, there were no material and significant orders passed by
the Regulators or Courts impacting the going concern status and the Company’s
operations in future.

10. DETAILS OF DIRECTORS AND KEY MANAGERIAL PERSONNEL APPOINTED/RESIGNED


DURING THE YEAR:

Mr. Amit Chadha, Mr. Abhishek Sinha & Mr. Rajeev Gupta are the current directors of
the Company.

There were no changes in the Directors of the Company during the year.

11. IT SECURITY BREACH & SAFETY:

The Company has implemented comprehensive IT security programs supported by latest


technology and trained manpower to protect employees and assets, at its offices and
plant, from such IT Security breaches/ cyber-attack.
During the Financial Year under review, no major security breaches or incidents have
occurred. A comprehensive security risk assessment is carried out regularly and
adequate security measures are implemented to cater to changing security scenario. The
Company has implemented adequate IT security measures and processes to protect its
personnel and assets.

12. DIRECTORS RESPONSIBILITY STATEMENT:

The Board of Directors of the Company confirms:

a) In the preparation of Annual Accounts, the applicable Accounting Standards


have been followed along with proper explanation relating to material
departures;
b) The Directors have selected such accounting policies and applied them
consistently and made judgments and estimates that are reasonable and
prudent so as to give a true and fair view of the state of affairs of the Company
at the end of the financial year and of the loss of the Company for that period;
c) The Directors have taken proper and sufficient care for the maintenance of
adequate accounting records in accordance with the provisions of the local
statutes for safeguarding the assets of the Company and for preventing and
detecting fraud and other irregularities;
d) The Directors have prepared the Annual Accounts on a going concern basis;
e) The Directors have devised proper systems to ensure compliance with the
provisions of all applicable laws and that such systems were adequate and
were operating effectively.

13. ACKNOWLEDGEMENT:

Your Directors acknowledge the invaluable support extended by the Government


authorities in Canada and take this opportunity to thank them as well as the
customers, supply chain partners, employees, Financial Institutions, Banks and all
the various stakeholders for their continued co-operation and support to the
Company.

For and on behalf of the Board

Mr. AMIT CHADHA


Director

Date: April 19, 2024


Place: Mumbai, India
L & T TECHNOLOGY SERVICES (Canada) Limited
BALANCE SHEET AS AT MAR 31, 2024

As at 31-03-2024 As at 31-03-2023
Particulars Note No.
Rupees Rupees

ASSETS
I. Non-current assets

(a) Property, plant and equipment - -


(b) Capital work-in-progress - -
(c) Goodwill - -
(d) Other intangible assets - -
(e) Financial assets
(i) Investments - -
(ii) Non current trade receivables - -
(iii) Other financial assets - -
(iv) Trade receivables - -
(f) Deferred tax assets (net) - -
(g) Other non current assets - -
Total non-current assets - -

II. Current assets


(a) Financial assets
(i) Investments - -
(ii) Trade receivables 1 2,88,812 3,53,814
(iii) Cash and cash equivalents 2 5,42,552 8,05,732
(iv) Other bank balances - -
(v) Loans - -
(vi) Other financial assets - -
(b) Current tax assets (net) 3,181 3,181
(c) Other current assets 3 75,755 63,499
Total current assets 9,10,300 12,26,226

TOTAL ASSETS 9,10,300 12,26,226

I. EQUITY AND LIABILITIES:


Equity
(a) Equity share capital 4 6,612 6,612
(b) Other equity (3,78,353) (1,45,953)

Total equity (3,71,741) (1,39,341)

II. Liabilities
I. Non-current liabilities
(a) Financial Liabilities - -
(i) Other financial liabilities - -
(b) Provisions - -

Total non-current liabilities - -

Current liabilities
(a) Financial liabilities
(i) Short-term borrowings - -
(ii) Trade payables 5 11,45,837 12,54,535
(iii) Other financial liabilities - -
(b) Other current liabilities 6 1,36,204 1,11,032
(c) Provisions - -
(d) Current tax liabilities (net) - -

Total current liabilities 12,82,041 13,65,567

Total liabilities 12,82,041 13,65,567

TOTAL EQUITY AND LIABILITIES 9,10,300 12,26,226

For and on behalf of the Board of Directors of


Graphene Solution Sdn. Bhd.

Mr. Amit Chadha


Director

Date: April 19, 2024


Place: Mumbai
L & T TECHNOLOGY SERVICES (Canada) Limited
STATEMENT OF PROFIT AND LOSS FOR PERIOD ENDED ON MARCH 31, 2024

Year ended Year ended


Particulars Note No. 31-03-2024 31-03-2023
Rupees Rupees

I. Revenue from operations 7 2,71,496 31,579


II. Other income 8 (1,197) 12,623

III. TOTAL INCOME 2,70,299 44,202

IV. Expenses:
Employee benefit expenses 1,10,902 -
Other operating expenses 9 3,91,797 37,389
TOTAL EXPENSES 5,02,699 37,389

V. PROFIT BEFORE TAX (III - IV) (2,32,400) 6,813

VI. Tax expense :


(a)Current tax - -
(b)Deferred tax - -
TOTAL TAX EXPENSE - -

VII. PROFIT FOR THE YEAR (V - VI) (2,32,400) 6,813

VIII. Other comprehensive income (OCI), net of taxes - -

IX. TOTAL COMPREHENSIVE INCOME, NET OF TAXES (2,32,400) 6,813

For and on behalf of the Board of Directors of


Graphene Solution Sdn. Bhd.

Mr. Amit Chadha


Director

Date: April 19, 2024


Place: Mumbai
L & T TECHNOLOGY SERVICES (Canada) Limited
CASH FLOW STATEMENT FOR THE YEAR ENDED MARCH 31,2024

Year ended Year ended


Particulars 31-03-2024 31-03-2023
Rupees Rupees
A. Cash flow from operating activities
Profit before tax (2,32,400) 6,813

Operating profit before working capital changes (2,32,400) 6,813

Changes in working capital


(Increase)/decrease in trade receivables 65,002 5,76,147
(Increase)/decrease in other receivables (12,256) (27,312)
Increase/(decrease) in trade & other payables (83,526) 56,910
(Increase)/decrease in working capital (30,780) 6,05,745

Cash generated from operations (2,63,180) 6,12,558


Direct taxes paid - -
Net cash (used in)/from operating activities (2,63,180) 6,12,558

B. Cash flow from investing activities


Purchase of fixed assets - -
Sale of fixed assets - -
(Purchase)/Sales of current investments - -
Consideration paid on acquisition of subsidiaries - -
Cash & cash equivalents acquired pursuant to acquisition of subsidiaries - -
Dividends received from current investments - -
Interest received - -
Net cash (used in)/from investing activities - -

C. Cash flow from financing acivities


Equity share capital issued including share premium - -
Preference share capital redeemed - -
Proceeds from/(repayment of) borrowings - -
Interest paid - -
Dividend paid - -
Dividend tax
Net cash (used in) / from financing activities - -

Net (decrease) / increase in cash and cash equivalents (2,63,180) 6,12,558


Cash and cash equivalents at beginning of year 8,05,732 1,93,174
Cash and cash equivalents at end of year 5,42,552 8,05,732

For and on behalf of the Board of Directors of


Graphene Solution Sdn. Bhd.

Mr. Amit Chadha


Director

Date: April 19, 2024


Place: Mumbai
L & T TECHNOLOGY SERVICES (Canada) Limited
STATEMENT OF CHANGES IN EQUITY -

OTHER EQUITY
(Rupees)
Other Equity

Reserves & Surplus


Total equity attributable
Equity Share Capital to equity holders of the
Retained earnings FCTR Company

Balance as at 01-04-2023 6,612 (1,45,953) (1,45,953)

Profit for the year (2,32,400) - (2,32,400)


Addition/(deduction) during the period - - - -

Balance as at 31-03-2024 6,612 (3,78,353) (3,78,353)

Notes forming part of the financial statements

For and on behalf of the Board of Directors of


Graphene Solution Sdn. Bhd.

Mr. Amit Chadha


Director

Date: April 19, 2024


Place: Mumbai
Notes forming part of the financial statements
A. Corporate information

L&T Technology Services (Canada) Limited was incorporated and domiciled in Canada and has its
registered office at 1200 Waterfront Centre, PO Box 48600, 200 Burrard Street, Vancouver, BC V7X
1T2, Canada

As at March 31, 2024, L&T Technology Services LLC, the holding company, owns 100% of the
Company’s equity share capital.

B. Significant accounting policies

a) Statement of compliance

These financial statements have been prepared under the historical cost convention on the accrual
basis of accounting in accordance with the accounting and reporting requirements of generally
accepted accounting principles in Singapore to reflect the financial position, results of operations
and cash flows of the Company.

All amounts are stated in CAD, except as otherwise specified.

b) Basis of accounting

These financial statements have been prepared on the historical cost basis, except for certain
financial instruments which are measured at fair values at the end of each reporting period, as
explained in the accounting policies below. Historical cost is generally based on the fair value of the
consideration given in exchange for goods and services. Fair value is the price that would be received
to sell an asset or paid to transfer a liability in an orderly transaction between market participants
at the measurement date.

c) Operating cycle for current and non-current classification

Operating cycle for the business activities of the Company covers the duration of the
project/contract/service and extends up to the realization of receivables within the credit period
normally applicable to the respective lines of business.

d) Revenue Recognition

The Company derives revenue from Engineering Research and Development (ER&D) services, which
are a set of services provided to manufacturing, technology and process engineering companies, to
help them develop and build products, processes and infrastructure required to deliver products and
services to their end customers. Revenue is recognised upon transfer of control of promised services
to customers in an amount that reflects the consideration which the Group/Company expects to
receive in exchange for those services:
a. Revenue from contracts which are on time and material basis are recognized when
services are rendered, and related costs are incurred.
b. Revenue from fixed-price contracts where the performance obligations are satisfied over
time and where there is no uncertainty as to measurement or collectability of
consideration, is recognized as per the percentage-of-completion method. Percentage
of completion is determined based on project costs incurred to date as a percentage of
total estimated project costs required to complete the project. The cost expended (or
input) method has been used to measure progress towards completion as there is a direct
relationship between input and productivity.
c. Revenues in excess of invoicing are classified as contract assets (unbilled revenue).
d. Revenue is measured based on the consideration specified in a contract with a customer
and excludes amounts collected on behalf of third parties. The Company presents
revenue net of discounts, collection charges, indirect taxes and value-added taxes in its
statement of profit and loss.
e. The Company exercises judgement in determining whether the performance obligation
is satisfied at a point in time or over a period of time. The Company considers indicators
such as how customer consumes benefits as services are rendered or who controls the
asset as it is being created or existence of enforceable right to payment for performance
to date as per contract.

e) Other income

a. Interest income is accrued on a time basis by reference to the principal outstanding


and the effective interest rate.

b. Dividend income is accounted in the period in which the right to receive the same is
established.

c. Other items of income are accounted as and when the right to receive arises and it
is probable that the economic benefits will flow to the Company and the amount of
income can be measured reliably.

f) Exceptional items

An item of income or expense which by its size, type or incidence requires disclosure in order to
improve an understanding of the performance of the Company is treated as an exceptional item and
the same is disclosed in the notes to accounts.

g) Leases

a. Operating leases

Assets acquired on leases where a significant portion of the risk and rewards of ownership are
retained by the lessor are classified as operating leases. Lease rentals are charged to the statement
of profit and loss on accrual basis.

h) Financial instruments

Financial assets and liabilities are recognised when the Company becomes a party to the contractual
provisions of the instrument. Financial assets and liabilities are initially measured at fair value.
Transaction costs that are directly attributable to the acquisition or issue of financial assets and
financial liabilities (other than financial assets and financial liabilities at fair value through profit or
loss) are added to or deducted from the fair value measured on initial recognition of financial asset
or financial liability.

(i) Non-derivative financial assets

a. Financial assets at amortised cost

Financial assets are subsequently measured at amortised cost if these financial assets
are held within a business model whose objective is to hold these assets in order to
collect contractual cash flows and the contractual terms of the financial asset give
rise on specified dates to cash flows that are solely payments of principal and interest
on the principal amount outstanding. Financial assets at amortised cost are
represented by trade receivables, cash and cash equivalents, employee and other
advances and eligible current and non-current assets.

i) Cash and cash equivalents

For the purpose of presentation in the statement of cash flows, cash and cash equivalents includes
cash on hand, deposits held at call with financial institutions and other deposits with original maturity
of three months or less that are readily convertible to known amounts of cash and which are subject
to an insignificant risk of changes in value.
j) Current income taxes

The current income tax expense includes income taxes payable by the Company.

Provision for current income taxes are presented in the balance sheet after off-setting advance tax
paid and income tax provision arising in the same tax jurisdiction and where the relevant tax paying
units intend to settle the asset and liability on a net basis.

k) Provisions, contingent liabilities and contingent assets

Provisions are recognized for liabilities that can be measured only by using a substantial degree of
estimation, if

i) The Company has a present obligation as a result of a past event;


ii) A probable outflow of resources is expected to settle the obligation; and
iii) The amount of the obligation can be reliably estimated

Contingent liability is disclosed in the case of

i) A present obligation arising from a past event when it is not probable that an outflow of
resources will be required to settle the obligation; or
ii) A possible obligation unless the probability of outflow of resources is remote

Contingent Liabilities as at March 31, 2024 is Nil.

Contingent assets are neither recognized nor disclosed.

Provisions, contingent liabilities and contingent assets are reviewed at each balance sheet date.

l) Cash flow statement

Cash flows are reported using the indirect method, whereby profit for the period is adjusted for
the effects of transactions of non-cash nature, any deferrals or accruals of past or future operating
cash receipts or payments and item of income or expenses associated with investing or financing
cash flows. The cash flows from operating, investing and financing activities of the Company are
segregated.
L & T TECHNOLOGY SERVICES (Canada) Limited
Notes forming part of accounts

1 TRADE RECEIVABLES

As at As at
31-03-2024 31-03-2023

Trade receivables 3,29,805 3,53,814


Less: Allowances for doubtfull debts (40,993) -

2,88,812 3,53,814

2 CASH AND CASH EQUIVALENTS


As at As at
31-03-2024 31-03-2023

Balances with banks 5,42,552 8,05,732

5,42,552 8,05,732

3 OTHER CURRENT ASSETS

As at As at
31-03-2024 31-03-2023

Other receivables 75,755 63,499

75,755 63,499

4 EQUITY SHARE CAPITAL

As at As at
31-03-2024 31-03-2023

Authorised, Issued, subscribed and paid up 6,612 6,612

Total issued, subscribed and paid up capital 6,612 6,612

5 TRADE PAYABLES

As at As at
31-03-2024 31-03-2023

Due to related parties 11,46,675 12,54,535


Supplier ledger - revenue goods/services (838) -

11,45,837 12,54,535

6 OTHER CURRENT LIABILITIES

As at As at
31-03-2024 31-03-2023

Other payables 1,36,204 1,11,032


1,36,204 1,11,032
L & T TECHNOLOGY SERVICES (Canada) Limited
Notes forming part of accounts

Year ended Year ended


31-03-2024 31-03-2023
7 REVENUE FROM OPERATIONS
Overseas 2,71,496 31,579
2,71,496 31,579

8 OTHER INCOME

Year ended Year ended


31-03-2024 31-03-2023

Foreign exchange gain / (loss) (1,197) 12,623

(1,197) 12,623

EXPENSE

Year ended Year ended


31-03-2024 31-03-2023
9 OTHER OPERATING EXPENSES
Subcontracting and component charges 2,57,911 30,000
Legal and professional charges 27,216 -
Allowances for doubtful debts 40,993 -
Bad Debts 58,171 -
Miscellaneous expenses 7,506 7,389

3,91,797 37,389
L&T Technology Services Limited

Registered Office:
L&T House, N. M. Marg, Ballard Estate,
Mumbai-400 001, Maharashtra, India.

For Additional Information About


L&T Technology Services Log on to www.LTTS.com
Reach us at [email protected]

Copyright © L&T Technology Services

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