Accounting Policies of Bluspring Enterprises Ltd. Company

Mar 31, 2025

1) COMPANY OVERVIEW

Bluspring Enterprises Limited (''the Company'') is a public
limited company domiciled in India and incorporated on
11 February 2024. The registered office of the Company
is 3/3/2, Bellandur Gate, Sarjapur Road, Bengaluru,
Karnataka, India.

The Company received a certified true copy of the Hon’ble
National Company Law Tribunal, Bengaluru Bench (“NCLT”)
order dated 17 March 2025, approving the Scheme of
Arrangement between Quess Corp Limited (“Demerged
Company”), Digitide Solutions Limited (“Resulting Company
1”), the Company, and their respective shareholders and
creditors (‘Scheme of Arrangement’), with an appointed
date of 1 April 2024. The certified true copy of the
Order was filed with the Registrar of Companies on 31
March 2025 (the “Effective Date”). The Company got listed
on Bombay Stock Exchange and National Stock Exchange
on 11 June 2025.

The Company is engaged in business of Facility
Management and Food Services, Telecom and Industrials,
Security services and foundit.

The standalone financial statements are approved by the
board of directors and authorised for issue in accordance
with a resolution of the directors on 23 June 2025.

2) BASIS OF PREPARATION

2.1. Statement of compliance

These standalone financial statements are prepared in
accordance with Indian Accounting Standards (Ind AS),
the provisions of the Companies Act, 2013 (''the Act'')
(to the extent notified). The Ind AS are prescribed under
Section 133 of the Act read with Rule 3 of the Companies
(Indian Accounting Standards) Rules, 2015 and relevant
amendment rules issued thereafter.

2.2 Basis of preparation

The Standalone Financial Statements comprises the
Standalone Balance sheet of the Company as at 31
March 2025, Standalone Statement of Profit and Loss
(including Other Comprehensive Income), Standalone
Cash Flow Statement, Standalone Statement of Changes
in Equity for the period 1 1 February 2024 (date of
incorporation) to 31 March 2025, material accounting
policies and other explanatory information have been
prepared by the Company in accordance with recognition
and measurement principles of Indian Accounting
Standards (Ind AS), the provisions notified under section
133 of the Companies Act, 2013 read with relevant rules
issued thereunder, as amended and other accounting
principles generally accepted in India.

These Standalone Financial Statements have been
prepared by the Company in the following manner
using information maintained by Quess Corp Limited
(Demerged Company) for the period 11 February 2024
to 31 March 2025:

1. Based on a historical cost basis, except for certain
financial instruments that are measured at fair values
at the end of each reporting period, as explained in
the accounting policies below.

2. The assets, liabilities, revenue from operations,
and expenses specifically pertaining to Transferred
Businesses 2 (as defined in Scheme of Arrangement)
were extracted from the books of account of Quess
Corp Limited (Refer Note 41), and

3. Common expenses were apportioned based on a
reasonable basis.

The material accounting policy information related to
preparation of the standalone financial statements have
been discussed below.

Going concern:

The directors have, at the time of approving the
standalone financial statements, a reasonable expectation
that the Company has adequate resources to continue
in operational existence for the foreseeable future.
Thus, they adopt the going concern basis of accounting
in preparing the standalone financial statements.

2.3 Use of estimates and judgments

The preparation of the standalone financial statements
in conformity with Ind AS requires management to make
judgments, estimates and assumptions that affect the
application of accounting policies and the reported
amounts of assets, liabilities, income and expenses.
Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed
on a periodic basis. Revisions to accounting estimates
are recognised in the period in which the estimates are
revised, and in any future periods affected. The following
are the significant areas of estimation, uncertainty and
critical judgments in applying accounting policies that have
the most significant effect on the amounts recognised in
the standalone financial statements:

i) Impairment of non-financial assets

Non-financial assets are tested for impairment by
determining the recoverable amount. Determination of
recoverable amount is based on value in use, which is

present value of future cash flows. The key inputs used in
the present value calculations include the expected future
growth in operating revenues and margins in the forecast
period, long-term growth rates and discount rates which
are subject to significant judgement. (Refer note 4)

ii) Impairment of financial assets:

The Company recognises loss allowances using the
Expected credit loss (ECL) model for the financial
assets which are not fair valued through profit or loss.
Loss allowance for trade receivables (billed and unbilled)
with no significant financing component is measured at an
amount equal to lifetime ECL. For all other financial assets,
expected credit losses are measured at an amount equal
to the 12-month ECL, unless there has been a significant
increase in credit risk from initial recognition in which
case those are measured at lifetime ECL. The loss rates
for the trade receivables considers past collection history
from the customers, the credit risk of the customers and
have been adjusted to reflect the Management''s view of
economic conditions over the expected collection period
of the receivables (billed and unbilled). (Refer note 33(i))

iii) Measurement of defined benefit obligations:

For defined benefit obligations, the cost of providing
benefits is determined based on actuarial valuation.
An actuarial valuation is based on significant assumptions
which are reviewed on a yearly basis. (Refer note 39)

iv) Property, plant and equipment and intangible assets:

The useful lives of property, plant and equipment and
intangible assets are determined by the management at the
time the asset is acquired and reviewed periodically. Ind AS
103 requires the identifiable intangible assets acquired in
business combinations to be fair valued and significant
estimates are required to be made in determining the
value of intangible assets. These valuations are conducted
by external experts. (Refer note 3(a) and 4)

v) Income taxes:

Significant judgments are involved in determining
provision for income taxes, including

( a) the amounts claimed for certain deductions under
the Income Tax Act, 1961 and

( b) t he amount expected to be paid or recovered in
connection with uncertain tax positions.

The ultimate realisation of deferred income tax assets is
dependent upon the generation of future taxable income
during the periods in which the temporary differences
become deductible. Management considers the scheduled
reversals of deferred tax liabilities and the projected future

taxable income in making this assessment. Based on
the level of historical taxable income and projections
for future taxable income over the periods in which the
deferred income tax assets are deductible, management
believes that the Company will realise the benefits of
those deductible differences. The amount of the deferred
income tax assets considered realisable, however, could
be reduced in the near term if estimates of future taxable
income during the carry forward periods are reduced.
(Refer note 8)

2.4 Current and non-current classification

Current and non-current classification: The Company
presents assets and liabilities in the balance sheet based
on current/ non-current classification. An asset is treated
as current when it is:

• Expected to be realised or intended to be sold or
consumed in normal operating cycle

• Held primarily for the purpose of trading

• Expected to be realised within twelve months after
the reporting period, or

• Cash or cash equivalent unless restricted from being
exchanged or used to settle a liability for at least
twelve months after the reporting period

All other assets are classified as non-current.

A liability is current when:

• It is expected to be settled in normal operating cycle

• It is held primarily for the purpose of trading

• It is due to be settled within twelve months after the
reporting period, or

• There is no unconditional right to defer the settlement
of the liability for at least twelve months after the
reporting period

The terms of the liability that could, at the option of the
counterparty, result in its settlement by the issue of equity
instruments do not affect its classification.

The Company classifies all other liabilities as non-current.

Deferred tax assets and liabilities are classified as
non-current assets and liabilities.

Operating cycle for the business activities of the Company
covers the duration of the specific project or contract and

extends up to the realisation of receivables within the
agreed credit period normally applicable to the respective
lines of business. Based on the nature of services
rendered to customers and time elapsed between
deployment of resources and the realisation in cash and
cash equivalents of the consideration for such services
rendered, the Company has considered an operating
cycle of 12 months.

2.5 Business combinations

(i) Business combinations (common control business
combinations):

Business combination involving entities that are
controlled by the company are accounted for using the
pooling of interest method as follows:

• The assets and liabilities of the combining entities are
reflected at their carrying amounts.

• No adjustments are made to reflect fair values, or
recognise any new assets or liabilities. Adjustments are
only made to harmonise accounting policies.

• The financial information in the standalone financial
statements in respect of prior periods is restated
as if the business combination had occurred from
the beginning of the preceding period in the
financial statements, irrespective of the actual date
of the combination. However, where the business
combination had occurred after that date, the prior
period information is restated only from that date.

• The balance of the retained earnings appearing in
the standalone financial statements of the transferor
is aggregated with the corresponding balance
appearing in the standalone financial statements of
the transferee or is adjusted against general reserve.

• The identity of the reserve are preserved and the
reserves of the transferor becomes the reserves of
the transferee.

• The difference, if any, between the amounts
recorded as share capital issued plus any additional
consideration in the form of cash or other assets
and the amount of share capital of the transferor
is transferred to capital reserve and is presented
separately from other capital reserves.

(ii) Business combinations (other than common control
business combinations):

I n accordance with Ind AS 103, the Company accounts
for the business combinations (other than common
control business combinations) using the acquisition
method when control is transferred to the Company.

The cost of an acquisition is measured as the fair value
of the assets given, equity instruments issued and
liabilities incurred or assumed at the date of exchange.
The cost of acquisition also includes the fair value of any
contingent consideration. Identifiable assets acquired and
liabilities and contingent liabilities assumed in a business
combination are measured initially at their fair value on
the date of acquisition. Transaction costs are expensed as
incurred, except to the extent related to the issue of debt
or equity securities.

Contingent consideration:

Ind AS 103 requires contingent consideration to be
fair valued in order to ascertain the net fair value of
identifiable assets, liabilities and contingent liabilities of the
acquiree. Significant estimates are required to be made
in determining the value of contingent consideration.
This valuation is conducted by external valuation expert.

2.6 Foreign currency transactions and balances

The standalone financial statements are presented
in Indian Rupees (“INR”) which is also the Company’s
functional currency and all amounts have been rounded
off to the nearest millions.

Foreign currency transactions are translated into the
functional currency using the exchange rates prevailing at
the dates of the respective transactions. Foreign currency
denominated monetary assets and liabilities are translated
into the functional currency at exchange rates in effect at
the reporting date.

Foreign exchange gains and losses resulting from the
settlement of such transactions and such translation of
monetary assets and liabilities denominated in foreign
currencies are generally recognised in the statement of
profit and loss.

Non-monetary assets and liabilities denominated in a
foreign currency and measured at fair value are translated
at the exchange rate prevalent at the date when the fair
value was determined. Non-monetary assets and liabilities
denominated in a foreign currency and measured at
historical cost are translated at the exchange rate prevalent
at the date of transaction. Foreign currency gains and
losses are reported on a net basis. This includes changes
in the fair value of foreign exchange derivative instruments,
which are accounted at fair value through profit or loss
except exchange differences arising from the translation
of the following items which are recognized in OCI:

• equity investments at fair value through OCI (FVOCI)

• a financial liability designated as a hedge of the net
investment in a foreign operation to the extent that
the hedge is effective;

• and qualifying cash flow hedges to the extent that
the hedges are effective.

2.7 Property, plant and equipment

i) Recognition and measurement:

Property, plant and equipment are measured at cost less
accumulated depreciation and impairment losses, if any.

Costs directly attributable to acquisition are capitalised
until the property, plant and equipment are ready for use,
as intended by the management.

Subsequent expenditures relating to property, plant and
equipment is capitalised only when it is probable that
future economic benefits associated with these will flow
to the Company and the cost of the item can be measured
reliably. Repairs and maintenance costs are recognised in
the statement of profit and loss when incurred.

Advances paid towards the acquisition of property, plant
and equipment outstanding at each reporting date is
classified as capital advances under other non-current
assets and the cost of the assets not ready for intended
use are disclosed under ‘Capital work-in-progress’.

ii) Depreciation:

The Company depreciates property, plant and equipment
over their estimated useful lives using the straight-line
method. The estimated useful lives of assets are as follows:

Depreciation methods, useful lives and residual values
are reviewed periodically, including at each financial year
end. The useful lives are based on historical experience
with similar assets as well as anticipation of future events,
which may impact their life, such as changes in technology.

If significant parts of an item of property, plant and
equipment have different useful lives, then they are
accounted for as separate items (major components) of
property, plant and equipment.

Leasehold improvements are depreciated over lease term
or estimated useful life whichever is lower.

The residual values, useful lives and methods of
d epreciation of property, plant and equ ipment are
reviewed periodically, including at each financial year end.

An item of property, plant and equipment is derecognised
upon disposal or when no future economic benefits are
expected to arise from the continued use of the asset.
The gain or loss arising on the disposal or retirement of
an asset is determined as the difference between the net
disposal proceeds and the carrying amount of the asset
and is recognised in profit or loss.

The cost and related accumulated depreciation are
derecognised from the standalone financial statements
upon sale or retirement of the asset and the resultant
gains or losses are recognised in the statement of
profit and loss.

2.8 Leases

The Company as a lessee:

The Company’s lease asset classes primarily consist of
leases for buildings. The Company assesses whether
a contract contains a lease, at inception of a contract.
A contract is, or contains, a lease if the contract conveys
the right to control the use of an identified asset for a
period of time in exchange for consideration. To assess
whether a contract conveys the right to control the use
of an identified asset, the Company assesses whether: (i)
the contract involves the use of an identified asset (ii) the
Company has substantially all of the economic benefits
from use of the asset through the period of the lease
and (iii) the Company has the right to direct the use of
the asset.

At the date of commencement of the lease, the
Company recognises a right-of-use (ROU) asset and a
corresponding lease liability for all lease arrangements
in which it is a lessee, except for leases with a term of 12
months or less (short-term leases) and low value leases.
For these short-term and low-value leases, the Company
recognises the lease payments as an operating expense
on a straight-line basis over the term of the lease.

Certain lease arrangements includes the option to
extend or terminate the lease before the end of the lease
term. ROU assets and lease liabilities includes these
options when it is reasonably certain that they will be
exercised. The ROU assets are initially recognised at cost,
which comprises the initial amount of the lease liability
adjusted for any lease payments made at or prior to the
commencement date of the lease plus any initial direct

costs less any lease incentives. They are subsequently
measured at cost less accumulated depreciation and
impairment losses.

ROU assets are depreciated from the commencement
date on a straight-line basis over the shorter of the lease
term and useful life of the underlying asset. ROU assets are
evaluated for recoverability whenever events or changes
in circumstances indicate that their carrying amounts may
not be recoverable. For the purpose of impairment testing,
the recoverable amount (i.e. the 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.

The lease liability is initially measured at amortised cost at
the present value of the future lease payments. The lease
payments are discounted using the interest rate implicit
in the lease or, if not readily determinable, using the
incremental borrowing rates in the country of domicile
of these leases. Lease liabilities are re-measured with
a corresponding adjustment to the related ROU asset if
the Company changes its assessment of whether it will
exercise an extension or a termination option.

Lease liability and ROU assets have been separately
presented in the Balance Sheet and lease payments have
been classified as financing cash flows.

Short-term leases and leases of low-value assets:

The Company applies the short-term lease recognition
exemption to its short-term leases of buildings (i.e., those
leases that have a lease term of 12 months or less from
the commencement date and do not contain a purchase
option) For these short-term and low value leases, the
Company recognises the lease payments as an operating
expense on a straight-line basis over the term of the lease.

2.9 Goodwill

The excess of the cost of acquisition over the Company’s
share in the fair value of the acquiree’s identifiable
assets, liabilities and contingent liabilities is recognised
as goodwill. If the excess is negative, it is considered as
a bargain purchase gain. Any gain on a bargain purchase
is recognised in OCI and accumulated in equity as capital
reserve if there exists clear evidence of the underlying
reasons for classifying the business combination as
resulting in a bargain purchase. Goodwill is tested for
impairment on an annual basis and whenever there is
an indication that goodwill may be impaired, relying on
a number of factors including operating results, business
plans and future cash flows.

2.10 Intangible assets

(i) Recognition and measurement

Internally generated: Research and development

Research costs are expensed as incurred. Software product
development costs are expensed as incurred unless
technical and commercial feasibility of the project is
demonstrated, future economic benefits are probable, the
Company has an intention and ability to complete and use
or sell the software and the costs can be measured reliably.
The costs which can be capitalised include the cost of
material, direct labour, overhead costs that are directly
attributable to preparing the asset for its intended use.

Separately acquired Intangible assets:

Intangible assets with finite useful lives that are acquired
separately are carried at cost less accumulated
amortisation and accumulated impairment losses.

Intangible assets acquired in a business combination

I ntangible assets acquired in a business combination
and recognised separately from goodwill are recognised
initially at their fair value at the acquisition date (which is
regarded as their cost).

Others

Other purchased intangible assets are initially measured at
cost. Subsequently, such intangible assets are measured at
cost less accumulated amortisation and any accumulated
impairment losses.

(ii) Subsequent expenditure

Subsequent expenditure is capitalised only when it
increases the future economic benefits embodied in the
specific asset to which it relates. All other expenditure,
including expenditure on internally generated software
is recognised in the statement of profit and loss as and
when incurred.

(iii) Amortisation

I ntangible assets are amortised over their respective
individual estimated useful lives on a straight-line basis,
from the date that they are available for use. The estimated
useful life of an identifiable intangible asset is based on a
number of factors including the effects of obsolescence,
demand, competition, and other economic factors (such
as the stability of the industry, and known technological
advances), and the level of maintenance expenditures
required to obtain the expected future cash flows from the

asset. Amortisation methods and useful lives are reviewed
periodically including at each financial year end.

The amortisation expense on intangible assets with finite
lives is recognised in the statement of profit and loss
unless such expenditure forms part of carrying value of
another asset.

An intangible asset is derecognised on disposal, or when
no future economic benefits are expected from use or
disposal. Gains or losses arising from derecognition of
an intangible asset, measured as the difference between
the net disposal proceeds and the carrying amount of the
asset, are recognised in profit or loss when the asset is
derecognised.

2.11 Impairment of non-financial assets

Tangible and Intangible Assets (excluding Goodwill)

At the end of each reporting year, the Company reviews
the carrying amounts of its tangible and intangible assets to
determine whether there is any indication that those assets
have suffered an impairment loss. If any such indication
exists, the recoverable amount of the asset is estimated
in order to determine the extent of the impairment loss (if
any). Where it is not possible to estimate the recoverable
amount of an individual asset, the Company estimates the
recoverable amount of the cash-generating unit to which
the asset belongs. Intangible assets with indefinite useful
lives and intangible assets not yet available for use are
tested for impairment at least annually, and whenever
there is an indication that the asset or the cash generating
unit to which the intangible asset is allocated may be
impaired. Recoverable amount is the higher of fair value
less costs to sell and value in use. In assessing value
in use, the estimated future cash flows are discounted
to their present value using a pre-tax discount rate that
reflects current market assessments of the time value of
money and the risks specific to the asset for which the
estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset (or cash-generating
unit) is estimated to be less than it’s carrying amount, the
carrying amount of the asset (or cash-generating unit) is
reduced to its recoverable amount. An impairment loss is
recognised immediately in the statement of profit and loss.
If events or changes in circumstances indicate that they

might be impaired, they are tested for impairment more
frequently.

Goodwill

Goodwill is not amortised but is reviewed for impairment
at least annually. For the purpose of impairment testing,
goodwill is allocated to each cash-generating units (or
groups of cash-generating units) expected to benefit
from the synergies of the combination. Cash-generating
units to which goodwill has been allocated are tested for
impairment annually, or more frequently when there is an
indication that the unit may be impaired. If the recoverable
amount of the cash-generating unit is less than the carrying
amount of the unit, the impairment loss is allocated first to
reduce the carrying amount of any goodwill allocated to
the unit and then to the other assets of the unit pro-rata
on the basis of the carrying amount of each asset in the
unit. An impairment loss recognised for goodwill is not
reversed in a subsequent period.

On disposal of a cash-generating unit, the attributable
amount of goodwill is included in the determination of the
profit or loss on disposal.

2.12 Investments in subsidiaries and associates

I nvestment in equity instruments issued by subsidiaries
and associates are measured at cost less impairment.
Dividend income from subsidiaries and associates is
recognised when its right to receive the dividend is
established. The acquired investment in subsidiaries and
associates are measured at acquisition date fair value.

Where an indication of impairment exists, the carrying
amount of the investment is assessed and written down
immediately to its recoverable amount. On disposal of
investments in subsidiaries and associates the difference
between net disposal proceeds and the carrying amounts
are recognised in the Statement of Profit and Loss.

Investment in debentures of the subsidiaries and associate
are treated as equity instruments if they meet the definition
of equity as per Ind AS 32 and are measured at cost.
Investment in debentures not meeting the aforesaid
conditions are classified as debt instruments and are
accounted for under Ind AS 109.

2.13 Inventories

I nventories (raw materials, consumables and stores and
spares) are valued at lower of cost and net realisable
value. Cost of inventories comprises purchase price and
other costs incurred in bringing the inventories to their
present location and condition. Cost is determined using
the weighted average method.

Net realisable value is the estimated selling price in
the ordinary course of business, less the estimated
costs to sell.

2.14 Cash and cash equivalents

Cash and cash equivalents comprise cash in hand and
in banks, demand deposits with banks which can be
withdrawn at any time without prior notice or penalty on
the principal and other short-term highly liquid investments
with original maturities of three months or less.

For the purpose of cash flow statement, cash and cash
equivalent includes cash on hand, in banks, demand
deposits with banks and other short-term highly liquid
investments with original maturities of three months
or less, net of outstanding bank overdrafts that are
repayable on demand and are considered part of the cash
management system.

2.15 Dividend

The Company recognises a liability to make cash
distributions to equity holders of the Company when the
distribution is authorised and the distribution is no longer
at the discretion of the Company. Final dividends on
shares are recorded as a liability on the date of approval
by the shareholders and dividends are recorded as a
liability on the date of declaration by the Company’s Board
of Directors.

2.16 Share-based payments

Equity instruments granted to the employees of the
Company are measured by reference to the fair value
of the instrument at the date of grant. The expense
is recognised in the statement of profit and loss with
a corresponding increase in equity (stock options
outstanding account). The equity instruments generally
vest in a graded manner over the vesting period. The fair
value determined at the grant date is expensed over the
vesting period of the respective tranches of such grants
(accelerated amortisation). The stock compensation
expense is determined based on the Company’s estimate
of equity instruments that will eventually vest.

2.17 Earnings per share

Basic earnings per share is computed by dividing the net
profit/ (loss) attributable to owners of the Company by the
weighted average number of equity shares outstanding
during the period. Diluted earnings per equity share is
computed by dividing the net profit/(loss) 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 could have been issued
upon conversion of all dilutive potential equity shares.

Dilutive potential equity shares are deemed converted as
of the beginning of the reporting date, unless they have
been issued at a later date. Dilutive potential equity shares
are determined independently for each period presented.
The number of equity shares and potentially dilutive equity
shares are adjusted for bonus shares, as appropriate.