Notes to Accounts of Spacenet Enterprises India Ltd.

Mar 31, 2023

Provisions and Contingencies

Provisions are recognised when the Company has a present obligation (legal or constructive) as a result of
a past event, it is probable that an outflow of resources embodying economic benefits will be required to
settle the obligation and a reliable estimate can be made of the amount of the obligation. When the
Company expects some or all of a provision to be reimbursed, for example, under an insurance contract,
the reimbursement is recognised as a separate asset, but only when the reimbursement is virtually certain.

The expense relating to a provision is presented in the statement of profit and loss net of any
reimbursement. If the effect of the time value of money is material, provisions are discounted using a
current pre-tax rate that reflects, when appropriate, the risks specific to the liability. When discounting is
used, the increase in the provision due to the passage of time is recognised as a finance cost.

A provision for onerous contracts is recognised when the expected benefits to be derived by the Company
from a contract are lower than the unavoidable cost of meeting its obligations under the contract. The
provision is measured at the present value of the lower of the expected cost of terminating the contract
and the expected net cost of continuing with the contract. Before a provision is established, the Company
recognises any impairment loss on the assets associated with that contract.

A contingent liability is a possible obligation that arises from past events whose existence will be confirmed
by the occurrence or non-occurrence of one or more uncertain future events beyond the control of the
Company or a present obligation that is not recognized because it is not probable that an outflow of
resources will be required to settle the obligation. A contingent liability also arises in extremely rare cases
where there is a liability that cannot be recognized because it cannot be measured reliably. The Company
does not recognize a contingent liability but discloses its existence in the standalone financial statements.

Provisions and contingent liability are reviewed at each balance sheet.

2.17. Borrowing costs

Borrowing costs consist of interest and other costs that an entity incurs in connection with the borrowing of
funds including interest expense calculated using the effective interest method, finance charges in respect
of assets acquired on finance lease. Borrowing cost also includes exchange differences to the extent
regarded as an adjustment to the borrowing costs.

Borrowing costs directly attributable to the acquisition, construction or production of an asset that
necessarily takes a substantial period of time to get ready for its intended use or sale are capitalised as
part of the cost of the asset until such time as the assets are substantially ready for the intended use or
sale. All other borrowing costs are expensed in the year in which they occur.

2.18. Related party transactions

The transactions with related parties are made on terms equivalent to those that prevail in arm''s length
transactions. Outstanding balances at the period-end are unsecured and settlement occurs in cash or
credit as per the terms of the arrangement. Impairment assessment is undertaken each financial year
through examining the financial position of the related party and the market in which the related party
operates.

2.19. Financial instruments

A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability
or equity instrument of another entity.

Financial assets

Initial recognition and measurement

All financial assets are recognized initially at fair value, plus in the case of financial assets not recorded at
fair value through profit or loss (FVTPL), transaction costs that are attributable to the acquisition of the
financial asset. However, trade receivables that do not contain a significant financing component are
measured at transaction price.

Following are the categories of financial instrument:

a) Financial assets at amortised cost

b) "b) Financial assets at fair value through other comprehensive income (FVTOCI)"

c) Financial assets at fair value through profit or loss (FVTPL)

a) Financial assets at amortised cost

Financial assets are subsequently measured at amortised cost using the effective interest rate
method if these financial assets are held within a business 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.

b) "b) Financial assets at fair value through other comprehensive income (FVTOCI) "

Debt financial assets measured at FVOCI:

Debt instruments are subsequently measured at fair value through other comprehensive income if
it is held within a business model whose objective is achieved by both collecting contractual cash
flows and selling financial assets 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.

Equity Instruments designated at FVOCI:

On initial recognition, the Company makes an irrevocable election on an instrument-by-instrument
basis to present the subsequent changes in fair value in other comprehensive income pertaining to
investments in equity instruments, other than equity investment which are held for trading.
Subsequently, they are measured at fair value with gains and losses arising from changes in fair
value recognised in other comprehensive income and accumulated in the ''Reserve for equity
instruments through other comprehensive income''. The cumulative gain or loss is not reclassified to
profit or loss on disposal of the investments.

c) Financial assets at fair value through profit or loss (FVTPL)

Investments in equity instruments are classified as at FVTPL, unless the Company irrevocably elects
on initial recognition to present subsequent changes in fair value in other comprehensive income
for investments in equity instruments which are not held for trading. Other financial assets such as
unquoted Mutual funds 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.

Derecognition

A financial asset (or, where applicable, a part of a financial asset or part of a group of similar financial
assets) is primarily derecognised (i.e. removed from the Company''s balance sheet) when:

a) the rights to receive cash flows from the asset have expired, or

b) the Company has transferred its rights to receive cash flows from the asset, and

i. the Company has transferred substantially all the risks and rewards of the asset, or

ii. the Company has neither transferred nor retained substantially all the risks and rewards of the
asset, but has transferred control of the asset.

When the Company has transferred its rights to receive cash flows from an asset or has entered into a
pass-through arrangement, it evaluates if and to what extent it has retained the risks and rewards of
ownership. When it has neither transferred nor retained substantially all of the risks and rewards of the
asset, nor transferred control of the asset, the Company continues to recognise the transferred asset to the
extent of the Company''s continuing involvement. In that case, the Company also recognises an associated
liability. The transferred asset and the associated liability are measured on a basis that reflects the rights
and obligations that the Company has retained. Continuing involvement that takes the form of a

guarantee over the transferred asset is measured at the lower of the original carrying amount of the asset
and the maximum amount of consideration that the Company could be required to repay.

Impairment of financial assets

In accordance with Ind AS 109, the Company applies expected credit loss (''ECL'') model for measurement
and recognition of impairment loss on the following financial assets and credit risk exposure:

a) Financial assets that are debt instruments, and are measured at amortised cost e.g., loans,
deposits, trade receivables and bank balance

b) Financial assets that are debt instruments and are measured at FVTOCI.

c) Financial guarantee contracts which are not measured as at FVTPL.

"The Company follows ''simplified approach'' for recognition of impairment loss allowance on trade
receivables. The application of simplified approach does not require the Company to track
changes in credit risk. Rather, it recognises impairment loss allowance based on lifetime ECLs at
each reporting date, right from its initial recognition.

"For recognition of impairment loss on other financial assets and risk exposure, the Company
determines that whether there has been a significant increase in the credit risk since initial
recognition. If credit risk has not increased significantly, 12-month ECL is used to provide for
impairment loss. However, if credit risk has increased significantly, lifetime ECL is used. If, in a
subsequent period, credit quality of the instrument improves such that there is no longer a
significant increase in credit risk since initial recognition, then the entity reverts to recognising
impairment loss allowance based on 12-month ECL.

Lifetime ECL are the expected credit losses resulting from all possible default events over the
expected life of a financial instrument. The 12-month ECL is a portion of the lifetime ECL which results
from default events that are possible within 12 months after the reporting date. "

ECL is the difference between all contractual cash flows that are due to the Company in
accordance with the contract and all the cash flows that the entity expects to receive (i.e., all cash
shortfalls), discounted at the original EIR. When estimating the cash flows, an entity is required to
consider

i. All contractual terms of the financial instrument (including prepayment, extension, call and
similar options) over the expected life of the financial instrument. However, in rare cases when
the expected life of the financial instrument cannot be estimated reliably, then the entity is
required to use the remaining contractual term of the financial instrument ii) Cash flows from
the sale of collateral held or other credit enhancements that are integral to the contractual
terms

ii. ECL impairment loss allowance (or reversal) recognized during the period is recognized as
income/ expense in the Statement of Profit and Loss . This amount is reflected under the head
''other expenses'' in the Statement of Profit and Loss. In the balance sheet, ECL is presented as an
allowance, i.e., as an integral part of the measurement of those assets in the balance sheet. The
allowance reduces the net carrying amount. Until the asset meets write-off criteria, the
Company does not reduce impairment allowance from the gross carrying amount.

Offsetting:

Financial assets and financial liabilities are offset and the net amount is reported in the standalone balance
sheet if there is a currently enforceable legal right to offset the recognised amounts and there is an
intention to settle on a net basis, to realise the assets and settle the liabilities simultaneously.

Financial liabilities

Initial recognition and measurement

Financial liabilities are classified, at initial recognition, as financial liabilities at fair value through profit or
loss, loans and borrowings, payables. All financial liabilities are recognised initially at fair value and, in the
case of loans and borrowings and payables, net of directly attributable transaction costs. The Company''s
financial liabilities include trade and other payables, loans and borrowings.

Subsequent measurement

"The measurement of financial liabilities depends on their classification, as described below:"

Financial liabilities at fair value through profit or loss

Financial liabilities at fair value through profit or loss include financial liabilities designated upon initial
recognition as at fair value through profit or loss.

Financial liabilities designated upon initial recognition at fair value through profit or loss are designated as
such at the initial date of recognition and only if the criteria in Ind AS 109 are satisfied. For liabilities
designated as FVTPL, fair value gains/ losses attributable to changes in own credit risk are recognized in
OCI. These gains/ loss are not subsequently transferred to P&L. However, the Company may transfer the
cumulative gain or loss within equity. All other changes in fair value of such liability are recognised in the
statement of profit or loss. The Company has not designated any financial liability as at fair value through
profit and loss.

Gains or losses on liabilities held for trading are recognised in the profit or loss.

Financial liabilities designated upon initial recognition at fair value through profit or loss are designated as
such at the initial date of recognition, and only if the criteria in Ind AS 109 are satisfied. For liabilities
designated as FVTPL, fair value gains/ losses attributable to changes in own credit risk are recognized in
OCI. These gains/ loss are not subsequently transferred to P&L. However, the Group may transfer the
cumulative gain or loss within equity. All other changes in fair value of such liability are recognised in the
statement of profit or loss.

Loans and borrowings

"This is the category most relevant to the Company. After initial recognition, interest-bearing loans and
borrowings are subsequently measured at amortised cost using the EIR method. Gains and losses are
recognised in profit or loss when the liabilities are derecognised as well as through the EIR amortisation
process. Amortised cost is calculated by taking into account any discount or premium on acquisition and
fees or costs that are an integral part of the EIR. The EIR amortisation is included as finance costs in the
statement of profit and loss.

This category generally applies to borrowings."

De-recognition

"A financial liability is derecognised when the obligation under the liability is discharged or cancelled or
expires. When an existing financial liability is replaced by another from the same lender on substantially
different terms, or the terms of an existing liability are substantially modified, such an exchange or
modification is treated as the de-recognition of the original liability and the recognition of a new liability.
The difference in the respective carrying amounts is recognised in the statement of profit and loss. "

Financial guarantee contracts issued by the Company are those contracts that require a payment to be
made to reimburse the holder for a loss it incurs because the specified debtor fails to make a payment
when due in accordance with the terms of a debt instrument. Financial guarantee contracts are recognised
initially as a liability at fair value, adjusted for transaction costs that are directly attributable to the issuance
of the guarantee. Subsequently, the liability is measured at the higher of the amount of loss allowance
determined as per impairment requirements of Ind AS 109 and the amount recognised less cumulative
amortisation.

Reclassification of financial assets

The Company determines classification of financial assets and liabilities on initial recognition. After initial
recognition, no reclassification is made for financial assets which are equity instruments and financial
liabilities. For financial assets which are debt instruments, a reclassification is made only if there is a change
in the business model for managing those assets. Changes to the business model are expected to be
infrequent. The Company''s senior management determines change in the business model as a result of
external or internal changes which are significant to the Company''s operations. Such changes are evident
to external parties. A change in the business model occurs when the Company either begins or ceases to
perform an activity that is significant to its operations. If the Company reclassifies financial assets, it applies
the reclassification prospectively from the reclassification date which is the first day of the immediately
next reporting period following the change in business model. The Company does not restate any
previously recognised gains, losses (including impairment gains or losses) or interest.

2.20.Share Based Payments

"Equity-settled share based payments to employees are measured at the fair value of the equity
instruments at the grant date.

The fair value determined at the grant date of the equity-settled share based payments is expensed on a
straight-line basis over the vesting period, based on the Company''s estimate of equity instruments that will
eventually vest, with a corresponding increase in equity. At the end of each reporting period, the Company
revises its estimate of the number of equity instruments expected to vest. The impact of the revision of the
original estimates, if any, is recognised in Statement of Profit and Loss such that the cumulative expenses
reflects the revised estimate, with a corresponding adjustment to the Share Based Payments Reserve.

The dilutive effect of outstanding options is reflected as additional share dilution in the computation of
diluted earnings per share."

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Mar 31, 2015

1. Rights, preferences and restrictions attached to equity shares:

The Company has only one class of equity shares having par value of Rs10 each. Each shareholder is eligible for one vote per share held. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing general meeting.

2. Capital commitments and contingent liabilities

Particulars As at As at 31 March 2015 31 March 2014

Capital Commitments .......................... Nil Nil

Contingent liabilities

i. Disputed Service Tax liability for which the

Group has preferred an appeal...... 233,501,239 223,636,132

ii. Disputed Income Tax liability for which the

Group has preferred an appeal ..... 8,418,723 19,434,355

3. Deferred tax

In view of carry forward of losses under tax laws in the current year, the Group is unable to demonstrate virtual certainty supported by convincing evidence that sufficient future taxable income will be available against which such deferred tax asset can be realised, which is as required under AS 22 'Accounting for taxes on income'. Accordingly, no deferred tax asset has been recognised as at the year-end.

4. Earnings Per Share

The computation of earnings per share is set out below:

5. Related Party Disclosures

A) Entities where control exists None

B) Key Managerial Personnel (KMP)

i. P. Srinivasu - Executive Director

ii. D.V.S.S.Lakshminarayana - Whole time Director

C) Enterprises where principal shareholders/management personnel have control or significant influence (Significant interest entities)(SIE)

i. Green Fire Agri Commodities Limited, India (formerly Northgate Technologies Limited)

Particulars of related party transactions

6. Segment information

The Company is in the business of providing Advertisement services. The Company does not make any distinction amongst the services rendered accordingly there is only one business segment. The information on geographical segments is given below:

7. Operating Lease

The Group leases offices, residential facilities and vehicles under operating lease agreements that are renewable on a periodic basis at the option of both the lessor and the lessee. Rental expense under those leases was Rs 6,167,937 (previous year Rs 6,942,849).

8. Auditors' remuneration (included in professional fees, excluding service tax):

9. Employee benefits - Gratuity

The following table sets set out the status of the gratuity plan as required under Accounting standard (AS) 15 "Employee Benefits” prescribed by Companies (Accounting Standards) Rules, 2006, ('the Rules'):

Discount rate: The discount rate is based on the gross redemption yield on medium to long term risk free investments.

Salary escalation: The estimates of future salary increases, considered in actuarial valuation, take account of inflation, seniority, promotion and other relevant factors such as supply and demand factors in the employment market.

Attrition rate: The attrition rate is the expected employee turnover for the future periods, adjusted to the current economic environment.

10. During the current year, Social Media India Limited (SMIL), a step-down subsidiary of the Company, received an order from the Assistant Commissioner of Income Tax consequent to the order of Commissioner of Income Tax (A) IV, Hyderabad passed under Section 154 of Income Tax Act, 1961 towards adjustment of deposits given, certain Transfer Pricing adjustment and cost of acquisition in computation of capital gains demanding an amount (tax demanded along with interest) of Rs 16,788,429 for financial year 2008-09.

SMIL has preferred an appeal against the said orders with the Income Tax Appellant Tribunal, Hyderabad for the financial year 2008-09. The Income Tax Appellant Tribunal, Hyderabad has been pronounced its order in favour of the company on majority issues and directed some issues for fresh examination by the Assessing Officer.

11. Disclosure under Section 22 of the Micro, Small and Medium enterprises Development Act, 2006 (MSMED)

Based on the information available with the Company, no creditors have been identified as "supplier” within the meaning of "Micro, Small and Medium Enterprises Development (MSMED) Act, 2006”.

12. Previous year figures

Previous year figures have been regrouped / reclassified wherever necessary, to correspond with the current year classification/ disclosure.

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Mar 31, 2014

1. Share capital

i. Rights, preferences and restrictions attached to equity shares:

The Company has only one class of equity shares having par value of Rs. 10 each. Each shareholder is eligible for one vote per share held. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing general meeting. In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by equity shareholders.

2. Contingent liabilities:

Contingent liabilities Nil Nil

3. Deferred tax

In view of carry forward of losses under tax laws in the current year, the Company is unable to demonstrate virtual certainty supported by convincing evidence that sufficient future taxable income will be available against which such deferred tax asset can be realised, which is as required under AS 22 'Accounting for taxes on income'. Accordingly, no deferred tax asset has been recognised as at the year-end.

4. Leases

The Company leases office facilities under cancellable and non-cancellable operating lease agreements. The Company intends to renew such leases in the normal course of its business. Total rental expense under cancellable operating leases was Rs. 2,959,671 (Previous year: Rs. 2,284,128) and under non-cancellable portion was Rs. Nil (Previous year: Rs. Nil), which has been disclosed as lease rent.

5. Segment information

The Company is primarily engaged in providing Information Technology Enabled Services to its step down subsidiary, Globe7 Pte Limited, Singapore which constitute one business segment and online advertising services as another business segment. Primary reportable segment information based on business segment is given below and secondary reportable segment information based on geographic segment is also given. Hence, the requirement for separate disclosure as required under AS 17 - 'Segment Reporting' is not applicable.

6. Related parties

A) Entities which exercises control over the Company

None

B) Entities over which the Company exercises control Subsidiaries

i. Northgate Investments Pte Limited

ii. Adgog UK Limited ( formerly Globe7 UK Limited )

Step-down subsidiaries

i. Globe7 Pte Limited

ii. Social Media India Limited

iii. Globe7 HK Limited

C) Key Managerial Personnel

i. Venkata S. Meenavalli - Director

ii. P. Srinivasu - Executive Director

7. Employee benefits - Gratuity

The following table sets set out the status of the gratuity plan as required under Accounting standard (AS) 15 "Employee Benefits" prescribed by Companies (Accounting Standards) Rules, 2006, ('the Rules'):

Discount rate: The discount rate is based on the gross redemption yield on medium to long term risk free investments.

Salary escalation: The estimates of future salary increases, considered in actuarial valuation, take account of inflation, seniority, promotion and other relevant factors such as supply and demand factors in the employment market.

Attrition rate: The attrition rate is the expected employee turnover for the future periods, adjusted to the current economic environment.

8. Amounts payable to micro, small and medium enterprises

Based on the information available with the Company, no creditors have been identified as "supplier" within the meaning of "Micro, Small and Medium Enterprises Development (MSMED) Act, 2006".

9. Transfer pricing

The Company has established a comprehensive system of maintenance of information and documents as required by the transfer pricing legislation under sections 92-92F of the Income-tax Act Since the law required existence of such information and documentation to be contemporaneous in nature, the Company is in the process of updating the documentation for the international transactions entered into with the associated enterprise during the financial year and expects such records to be in existence latest by 30 November 2014, as required by law. The Management is of the opinion that its international transactions are at arm's length so that the aforesaid legislation will not have any impact on the financial statements, particularly on the amount of tax expenses and that of provision for taxation.

10. Previous year figures

Previous year figures have been regrouped / reclassified wherever necessary, to confirm to current year classification.

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Mar 31, 2013

Background and overview

Northgate Com Tech Limited ("the Company") was incorporated as Northgate Com Tech Private Limited on 28 May 2010. The name of the Company was subsequently changed to Northgate Com Tech Limited on 15 June 2011, which is primarily engaged in providing web development, web maintenance and support services to its step down subsidiary, Globe7 Pte Limited, Singapore and online advertising services.

Entity Country of incorporation Subsidiaries

Northgate Investments Pte Limited A company organized under the laws of Singapore

Globe7 UK Limited A company organized under the laws of United Kingdom

Step-down subsidiaries

Globe7 Pte Limited A company organized under the laws of Singapore

Social Media India Limited A company organized under the laws of India

Globe7 HK Limited * A company organized under the laws of Hong Kong

* Filed petition for winding up on 21 March 2012.

i. Rights, preferences and restrictions attached to equity shares:

The Company has only one class of equity shares having par value of Rs.10 each. Each shareholder is eligible for one vote per share held. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing general meeting. In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by equity shareholders.