Notes to Accounts of Groarc Industries India Ltd.

Mar 31, 2024

(27) 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 resource is expected to settle the obligation; and

c) The amount of the obligation can be reliably estimated.

Contingent liability is disclosed in case of:

a) A present obligation arising from past events, when it is not probable that an outflow of resources
will be required to settle the obligation,

b) A present obligation when no reliable estimate is possible; and

c) A possible obligation arising from past events where the probability of outflow of resources is not
remote.

Contingent Assets are neither recognized, nor disclosed. Provisions, Contingent Liabilities and
Contingent Assets are reviewed at each Balance Sheet Date.

(28) Previous year figures:

The Schedule III to the Companies Act 2013 has become effective from 1^st April, 2014 for the
preparation of Financial Statements. This has significantly impacted the disclosures and presentations
made in the Financial Statements. Previous year''s figures have been regrouped / reclassified wherever
necessary to correspond with the current year''s classification / disclosures.

As per our Report of even date annexed
For Venkat and Rangaa LLP
Chartered Accountants
FRN: 0004597S

Sd/-

S MOHAN RAAJAN

Partner

M.No. 206393

Place: Chennai
Date: 30.05.2024

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Mar 31, 2011

1. In compliance with the Accounting Standard — AS 22 relating to "Accounting for Taxes on Income" issued by the Institute of Chartered Accountants of India, the deferred tax asset has been created.

2. Employee Benefits: The Company is not adopting Accounting Standard (AS) 15 - "Employee Benefit" and no provisions made in books of account as the liability on account of gratuity as on 31.03.2011 is not material.

3. Information pursuant to the provisions in part II of Schedule VI of the Companies Act, 1956 — Expenditure on employees drawing remuneration of Rs. 24 Lacs or more per annum when employed throughout the year or Rs. 2,00,000/- or more per month when employed for part of the year - Nil

4. As the Company is engaged in the development of software, it is not possible to give the quantitative details.

5. Previous year''s figures have been regrouped or restated wherever necessary to conform to the current year''s presentation.

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Mar 31, 2010

1. Related Party Disclosure:

As per Accounting Standard 18, issued by the Institute of Chartered Accountants of India, the disclosure of transaction with the related parties are given below:

Key Management Personnel (KMP): HeeraChand Surana, Chairman & Director Y.Satya Kumar, Whole time Director

Disclosure of related party transaction:

Nature of transaction Nature of Relationship Amount Directors Remuneration KMP NIL

Sitting Fees KMP NIL

2. Contingent Liability - Rs 33,06,184 relating to Income tax under appeal for the year 2005-06. The same is yet to be taken up the appellate authority.

3. Expenditure in Foreign Currency - Nil

4. CIF Value of imports-Capital Goods -Nil

5. Information pursuant to the provisions in part II of Schedule VI of the Companies Act, 1956 - Expenditure on employees drawing remuneration of Rs. 24 Lacs or more per annum when employed throughout the year or Rs. 2,00,000/- or more per month when employed for part of the year- Nil

6. As the Company is engaged in the development of software, it is not possible to give the quantitative details.

7. Previous year''s figures have been regrouped or restated wherever necessary to conform to the current year''s presentation.

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Mar 31, 2009

1. Miscellaneous Expenditure represents preliminary expenses amortised over a period of five years and public issue expenses to be written off over a period often years.

2. Goodwill is written off over a period five years equally.

3. In compliance with the Accounting Standard -AS 22 relating to "Accounting for Taxes on Income" issued by the Institute of Chartered Accountants of India, the deferred tax asset has been created.

4. Employee Benefits: The Company is not adopting Accounting Standard (AS) 15 - "Employee Benefit" and no provisions made in books of account as the liability on account of gratuity as on 31.03.2009 is not material.

5. Related Party Disclosure:

As per Accounting Standard 18, issued by the Institute of Chartered Accountants of India, the disclosure of transaction with the related parties are given below:

Name of the related party:

Name of the Company Balance as on 31 st Maximum outstanding March, 2009 during the year

Nil Nil Nil

Key Management Personnel (KMP):

HeeraChand Surana, Chairman & Director Y.Satya Kumar, Whole time Director

2008-09 2007-08

6. Contingent Liability - Nil _ _

7. Expenditure in Foreign Currency - Nil _ _

8. CIF Value of imports-Capital Goods-Nil

9. Earnings Per Share: 2008-09 2007-08 Profit/ (Loss) after Tax as per Accounts (16912158) (16233600) Weighted Average Number of Equity Shares 2,32,35,250 2,32,35,250

EPS Basic & Diluted (Rs) (0.80) (0.72)

10. Information pursuant to the provisions in part II of Schedule VI of the Companies Act, 1956 - Expenditure on employees drawing remuneration of Rs. 24 Lacs or more per annum when employed throughout the year or Rs. 2,00,000/- or more per month when employed for part of the year - Nil

11. As the Company is engaged in the development of software, it is not possible to give the quantitative details.

12. Previous years figures have been regrouped or restated wherever necessary to conform to the current

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Mar 31, 2008

1. Miscellaneous Expenditure represents preliminary expenses amortised over a period of five years and public issue expenses to be written off over a period of ten years.

2. Goodwill is written off over a period five years equally.

3. In compliance with the Accounting Standard -AS 22 relating to "Accounting for Taxes on Income" issued by the Institute of Chartered Accountants of India, the deferred tax asset has been created.

4. Software under development was transferred as stock and sold during the year.

5. Related Party Disclosure:

As per Accounting Standard 18, issued by the Institute of Chartered Accountants of India, the disclosure of transaction with the related parties are given below:

I Name of the related party:

Key Management Personnel (KMP):

HeeraChand Surana, Chairman (Executive)

Y.Satya Kumar, Director (Managing Director up to 10.12.2007)

MVC Kutty, Director (upto 12.06.2008) (Executive)

6. Contingent Liability - Rs.20.48 Crores

7. Expenditure in Foreign Currency - Nil

8. CIF Value of imports-Capital Goods -Nil

9. Information pursuant to the provisions in part II of Schedule VI of the Companies Act, 1956 - Expenditure on employees drawing remuneration of Rs. 24 Lacs or more per annum when employed throughout the year or Rs. 2,00,000/- or more per month when employed for part of the year - Nil

10. As the Company is engaged in the development of software, it is not possible to give the quantitative details.

11. Previous years figures have been regrouped or restated wherever necessary to conform to the current years presentation.

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Mar 31, 2007

1. Miscellaneous Expenditure represents preliminary expenses amortised over a period of five years and public issue expenses to be written off over a period of ten years.

2. In compliance with the Accounting Standard -AS 22 relating to "Accounting for Taxes on Income" issued by the Institute of Chartered Accountants of India, the deferred tax asset has been created .

3. Related Party Disclosure:

As per Accounting Standard 18, issued by the Institute of Chartered Accountants of India, the disclosure of transaction with the related parties are given below:

I Name of the related party:

Key Management Personnel (KMP): Mr. Satya Kumar (Managing Director)

4 Contingent Liability -Nil

5 Expenditure in Foreign Currency - Nil

6 CIF Value of imports-Capital Goods -Nil

7 Salaries, allowances and incentives includes Directors Remuneration of Rs NIL

8 Information pursuant to the provisions in part II of Schedule VI of the Companies Act, 1956 - Expenditure on employees drawing remuneration of Rs. 24 Lacs or more per annum when employed throughout the year or Rs. 2,00,000/- or more per month when employed for part of the year - Nil

9 As the Company is engaged in the development of software, it is not possible to give the quantitative details.

10 Previous years figures have been regrouped or restated wherever necessary to conform to the current years presentation.

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Mar 31, 2006

ANNUAL REPORT 2005-2006

NOTES ON ACCOUNTS

I. Significant Accounting Policies

1. Basis of preparation of Financial Statements:

The Financial Statements have been prepared in accordance with the generally accepted accounting principles on accrual basis and comply with the accounting standards referred to in section 211 (3C) of the Companies Act, 1956 as adopted consistently by the company. The company follows the mercantile system of accounting and recognizes income and expenditure on accrual basis.

2. Revenue Recognition:

Revenue from software development is recognized at the time of invoicing them to customers

3. Fixed Assets:

Fixed assets are stated at historical cost less accumulated depreciation.

4. Investments:

Investments are classified as long-term investments and current investments. Long-term investments are stated at cost and any decline other than temporary, in the value of such investments is charged to the Profit and Loss Account. Current investments are stated at lower of cost and market value. Investments are held in the name of the company.

5. Depreciation:

Depreciation on fixed assets is provided on written down value basis at the rates prescribed in schedule XIV to the Companies Act, 1956. The Company has provided depreciation only on the assets utilized during the year.

II. Notes on Accounts

1. Miscellaneous Expenditure represents preliminary expenses amortised over a period of five years and public issue expenses to be written off over a period of ten years.

2. In compliance with the Accounting Standard - AS 22 relating to "Accounting for Taxes on Income" issued by the Institute of Chartered Accountants of India, the deferred tax asset has not been created due to uncertainity of future years' income.

3. Related Party Disclosure:

As per Accounting Standard 18, issued by the Institute of Chartered Accountants of India, the disclosure of transaction with the related parties are given below:

I. Name of the related party:

Key Management Personnel (KMP): Mr. Satya Kumar (Director) Mrs. Usha Natarajan (Director)

II. Disclosure of related party transaction:

Nature of transaction Nature of Relationship Amount

Directors' Remuneration KMP 2,40,000

4. Auditors' Remuneration: 2005-06 2004-05 Rs. Rs.

Audit Fees 10,000 15,000

Income Tax Matters 5,000 4,500

Expenses reimbursed - 5,500 15,000 25,000

5. Contingent Liability - Nil

6. Expenditure in Foreign Currency - Nil

7. CIF Value of imports-Capital Goods - Nil

8. Salaries, allowances and incentives includes Directors' Remuneration of Rs.2,40,000/-

9. Earnings per Share: 2005-06 2004-05

Profit / (Loss) after tax as per Accounts (30687547) (171320382)

Weighted Average number of Equity Shares 2,32,35,250 2,32,35,250 Basic earnings per share (Rs.) (1.32) (0.74)

10. Information pursuant to the provisions in part II of Schedule VI of the Companies Act, 1956 - Expenditure on employees drawing remuneration of Rs. 24 Lacs or more per annum when employed throughout the year or Rs. 2,00,000/- or more per month when employed for part of the year - Nil

11. As the Company is engaged in the development of software, it is not possible to give the quantitative details.

12 Previous year's figures have been regrouped or restated wherever necessary to conform to the current year's presentation.

Y Satyakumar Director

Usha Natarajan Director

A. Chinnappan Chartered Accountant

Place : Chennai Date : 30th June 2006

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Mar 31, 2005

1. Miscellaneous Expenditure represents preliminary expenses amortised over a period of five years and public issue expenses to be written off over a period of ten years.

2. In compliance with the Accounting Standard - 13 (Accounting for Investments) a provision of Rs.1690200/- was made during the last year for diminution in value of investments. However it has now been reversed as the market value improved and the concerned shares were also sold. In respect of the other shares held, no provision for diminution in value of investments is made as the decline in price is of temporary nature.

3. In compliance with the Accounting Standard - AS 22 relating to "Accounting for Taxes on Income" issued by the Institute of Chartered Accountants of India, the deferred lax asset arising during the year aggregating to Rs.1607059 has been recognised in the Profit and Loss Account. Deferred Tax Asset arising on account of timing difference represents difference in depreciation.

4. Related Party Disclosure:

As per Accounting Standard 18, issued by the Institute of Chartered Accountants of India, the disclosure of transaction with the related parties are given below:

I Name of the related party:

Key Management Personnel (KMP): Mr. Satya Kumar (Director)

Mrs. Usha Natarajan (Director)

II Disclosure of related party transaction:

Nature of transaction Nature of Relationship Amount

Directors Remuneration KMP 2,40,000

5. Auditors Remuneration:

2004-05 2003-04 Rs. Rs.

Audit Fees 15,000 15.000

Income Tax Matters 4,500 4,500

Expenses reimbursed 5,500 18,000

25,000 37,500

6. Contingent Liability

The company has preferred appeal against the demand raised by the Income Tax department for Rs. 13.45.126/- for the assessment year 2002-03 vide order Dt.16/03/05

7. Expenditure m Foreign Currency - Nil

8. GIF Value of imports-Capital Goods -Nil

9. Salaries, allowances and incentives includes Directors Remuneration-Rs.2.40,000/-

10. Eamings per Share: 2004-05 2003-04

Profit/(Loss) after tax as per Accounts (17120382) (77,26,615)

Weighted Average number of Equity Shares 2,32,35,250 2,32,35,250

Basic earnings per share (Rs.) (0.74) (0.33)

11. Information pursuant to the provision part II of Schedule VI of the Companies Act, 1956 - Expenditure on employees drawing remuneration of Rs. 24 Lacs or more per annum when employed throughout the year or Rs. 2,00,000/- or more per month when employed for part of the year - Nil

12. As the Company is engaged in the development of software. It is not possible to give the quantitative details.

13. Previous years figures have been regrouped or restated wherever necessary to conform to the current years presentation.

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Mar 31, 2003

A. Additions to computer and peripherals during the year represent the transfer from capital work in progress to the extent the product is developed.

b. Miscellaneous Expenditure represents preliminary expenses amortised over a period of five years and public issue expenses to be written off over a period of ten years.

c. In compliance with the Accounting Standard - AS 22 relating to "Accounting for Taxes on Income issued by the Institute of Chartered Accountants of India the deferred tax liability accruing during the year aggregating to Rs.71,875/- has been recognized in the Profit and Loss Account. Deferred tax liability arising on account of timing difference represents difference In depredation.

d. The company is engaged in development of software, which as per Accounting Standard-17 Is considered the only reportable business.

e. Related Party Disclosure:

As per Accounting Standard 18. issued by the Institute of Chartered Accountants of India, the disclosure of transaction with the related parties are given below:

I Name of the related parties:

i. Subsidiary companies: Scribe Solutions Private Limited Aavishkar Software Limited

Millennium Web Solutions Private Limited Sun Java Solutions Private Limited

ii. Key Management Personnel (KMP) : Mr.Satya Kumar (Director)

Mrs. Usha Natarajan (Director)

II Disclosure of related party transactions:

Nature of transaction Nature of Relationship Amount

Directors Remuneration KMP 1,20,000

Purchase of goods & services Subsidiary 1,75,000

h. The company has acquired during the year 100% holding in the companies mentioned below by issuing a total of 13,225,350 equity shares at the face value of Rs.10/- each on preferential allotment basis under swapping agreement.

Name of the Company No. of Shares allotted

Scribe Solutions Private Limited 2,911,800

Aavishkar Software Limited 3,400,000

Millennium Web Solutions Private Limited 3,457,300

Sun Java Solutions Private Limited 3,456,250

i. Auditors Remuneration: 2002-03 2001-02 Rs. Rs.

Audit Fees 32,500 20,000

Income Tax Matters 5,000 5,000

37,500 25,000

j. Contingent Liabilities - NIL

k. Expenditure in Foreign Currency - NIL

l. CIF Value of imports-Capital Goods - NIL

m. Salaries, allowances and incentives includes Directors Remuneration - Rs.120,000/- (Previous year - Rs.300,000/-)

n. Earnings per Share: 2002-03 2001-02 Rs. Rs.

Profit after tax as per Accounts 152,914 398,832

Weighted Average number of Equity shares 18,826,800 10,009,900

Basic earnings per share (Rs.) 0.008 0.04

o. Information pursuant to the provision part II of Schedule VI of the Companies Act, 1956 Expenditure on employees in respect of remuneration of Rs. 24 lacs or more per annum when employed throughout the year or Rs. 2,00,000/- or more per month when employed for part of the year- NIL

p. The Company Is engaged in the development of computer software. The production and sate of such software cannot be expressed In any generic unit Hence It is not possible to give the quantitative details of sale and Information as required under Paragraphs 3, 4C and 4D of Part II of Schedule VI to the Companies Act, 1956.

q. Previous years figures have been regrouped or restated wherever necessary to conform to the current years presentation.

for N R KRISHNAMOORTHY & CO Chartered Accountants Place: Chennai SATYAKUMAR USHA NATRAJAN N R KRISHNA MOORTHY Date: 25.06.2003 Director Director Partner

AUDITORS CERTIFICATE

We have checked the above cash flow statement of Telesys Software Limited, derived from the Financial statements for the year ended 31st March 2003 with the books and records maintained in the ordinary course of business and found the same in accordance therewith.

for N.R. Krtohnamoorthy & Co., Chartered Accountants Place: Chennai N.R. Krishnamoorthy Date: 25.06.2003 Partner

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Mar 31, 2002

1. Additions to computer and peripherals during the year represent the transfer from capital work in progress (software under development)

2. Miscellaneous expenditure represents preliminary expenses amortised over a period of five years and public issue expenses to be written off over a period of ten years.

3. In compliance with the Accounting Standard - AS 22 relating to "Accounting for Taxes on Income" issued by the Institute of Chartered Accountants of India, the company has adjusted the deferred tax liability arising out of the timing differences for the period up to 31st March 2001 of Rs. 52.54 Lakhs against Reserves and Surplus and deferred tax liability accruing during the year aggregating to Rs. 1.75 Lakhs has been recognized in the Profit and Loss Account.

4. Deferred tax liability arising on account of timing difference represent difference in depreciation.

5. The company is engaged in development of software which as per Accounting Standard - 17 is considered the only reportable business.

6. The company has not entered into any transactions during the year with any related party within the meaning of Accounting Standard 18 "Related Party Disclosures" and hence reporting under the same does not arise.

7. The company does not owe any sum to small-scale undertakings.

8. Auditors Remuneration: 2001-02 2000-01 Rs. Rs.

Audit fees 20000 20000

Income Tax Matters 5000 5000

25000 25000

9. Contingent liabilities - Nil

10. Salaries, allowances and incentives includes Directors Remuneration - Rs. 300000 (Previous year Rs. 300000)

11. Expenditure in Foreign Currency - Nil

12. CIF Value of imports-Capital Goods - Nil

13. Information pursuant to the provision of part II of Schedule VI of the Companies Act, 1956 Expenditure on employees in respect of remuneration of Rs. 24 lacs or more per annum when employeed throughout the year or Rs. 2,00,000/- or more per month when employed for part of the year - NIL

14. The Company is engaged in the development of computer Software. The production and sale of such software cannot be expressed in any generic unit. Hence it is not possible to give the quantitative details of sale and information as required under Paragraphs 3, 4C and 4D of Part II of Schedule VI to the Companies Act, 1956.

15. Previous years figures have been regrouped wherever necessary to confirm to the current year presentation.

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Mar 31, 2001

1. Miscellaneous expenditure represents preliminary expenses amortised over a period of five years and public issue expenses to be written off over a period of ten years.

2. Contingent liabilities - Nil

3. The Company is engaged in the development of computer Software. The production and sale of such software cannot be expressed in any generic unit. Hence it is not possible to give the quantitative details of sale and information as required under Paragraphs 3,4C and 4D of Part II of Schedule VI to the Companies Act, 1956.

4. Previous years figures have been regrouped wherever necessary to confirm to the current year presentation.

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Mar 31, 2000

1. Miscellaneous Expenditure represents preliminary expenses amortised over period of 5 years and public issue expenses of Rs. 6038244/- to be written off over a period of en years.

2. Auditors Remuneration :

1999-00 1998-99 Rs. Rs.

Audit Fees 2000 5000

Income Tax matters 5000 3000

Certificates 5000 1500

Expenses reimbursed 2000 500

Total 32000 10000

3. Salaries Allowances and incentives includes Directors Remuneration Rs. 300000/- (Previous year Rs. 300000)

4. Expenditure in Foreign Currency 31.03.2000 31.03.1999

Nil Nil

5. CIF Value of imports - Capital Goods Nil Nil

6. The Company is engaged in the development of computer Software. The production and sale of such software cannot be expressed in any generic unit. Hence it is not possible to give the quantitative details of sale and information as required under paragraphs 3,4C and 4D of Part II of Schedule VI of the companies Act, 1956.

7. Information Pursuant to the provisions of Part II of schedule VI of the Companies Act 1956 Expenditure on employees in respect of remuneration of Rs. 3.00 Lakhs or more per annum when employed throughout the year or Rs. 25000/- or more per month when employed for part of the year. NIL

8. Previous year figures have been regrouped wherever necessary.

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Mar 31, 1999

1. Miscellaneous Expenditure (To the extent not w/off or adjusted) comprise of Preliminary expenses, registration fees etc., and Deferred Revenue Expenditure.

2. The Debtors, Creditors, Loans and Advances balances are subject to confirmation from the parties.

3. Previous year figures have been regrouped and rearranged wherever necessary, if any,

4. Expenditure in Foreign Currency ---- Rs. Nil.

5. Earnings in Foreign Currency ---- Rs. Nil.

6. Y2K Preparedness

a) All business application software have been made Y2K compliant.

b) All hardware, network components, communication devices are made Y2K compliant.

c) The Company has formulated contingency plan in the event of a system breakdown or failure due to Y2K problems.

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Mar 31, 1998

Information is not available.