Notes to Accounts of Landmark Cars Ltd.

Mar 31, 2025

3.11 Provisions, Contingent Liabilities and Contingent
Assets

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. The amount recognised
as a provision is the best estimate of consideration
required to settle the present obligation at the end
of the reporting period taking into account risk/
uncertainty surrounding the obligation. The expense
relating to a provision is presented in the standalone
statement of profit and loss.

Contingent liabilities are disclosed when there
is a possible obligation arising from past events,
the existence of which will be confirmed only by
the occurrence or non-occurrence of one or more
uncertain future events not wholly within the control
of the Company or a present obligation that arises
from past events where it is either not probable that
an outflow of resources will be required to settle the
obligation or a reliable estimate of the amount cannot
be made.

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

3.12 Cash and cash equivalents

Cash and cash equivalents in the balance sheet
comprise cash at banks and on hand, balances with
payment gateways and short-term deposits with an
original maturity of three months or less, which are
subject to an insignificant risk of changes in value.

For the purpose of statement of cash flows, cash
and cash equivalents consist of cash and short-term
deposits, as defined above, net of outstanding bank
overdrafts as they are considered an integral part of
the Company’s cash management.

3.13 Earnings per share

Basic earnings per share is calculated by dividing
the net profit or loss for the year attributable to equity
shareholders by the weighted average number of
equity shares outstanding during the year.

Diluted earnings per share is calculated by dividing
the net profit or loss for the year attributable to equity

shareholders by the weighted average number of
shares outstanding during the year adjusted for the
effects of all dilutive potential equity shares.

3.14 Inventories

Inventories are valued at lower of cost and net
realisable value. Cost is determined as follows:

i) In case of cars, at specific cost on identification
basis of their individual costs.

ii) I n case of spares and others, the same are
valued at weighted average basis.

Costs includes all non refundable duties and taxes
and all other charges incurred in bringing the inventory
to their present location and condition. Net realisable
value is the estimated selling price less estimated cost
necessary to make the sale.

3.15 Segment Reporting

An operating segment is component of the Company
that engages in the business activity from which the
Company earns revenues and incurs expenses, for
which discrete financial information is available and
whose operating results are regularly reviewed by the
chief operating decision maker (CODM), in deciding
about resources to be allocated to the segment
and assess its performance. The Company’s chief
operating decision maker is the chairman of the
Company.

Segment revenue, segment expenses, segment
assets and segment liabilities have been identified
to segments on the basis of their relationship to the
operating activities of the segment. Inter segment
revenue is accounted on the basis of transactions
which are primarily determined based on market /
fair value factors. Revenue, expenses, assets and
liabilities which relate to the Company as a whole
and are not allocable to segments on a reasonable
basis have been included under “unallocated revenue
/ expenses / assets / liabilities”.

3.16 Statement of Cash Flows

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

3.17 Events after reporting date

Where events occurring after the Balance Sheet date
provide evidence of conditions that existed at the end
of the reporting period, the impact of such events is
adjusted within the financial statements. Otherwise,
events after the Balance Sheet date of material size
or nature are only disclosed.

3.18 Share-based payment

Employees (including senior executives) of the
Company receive remuneration in the form of share-
based payments, whereby employees render services
as consideration for equity instruments (equity-settled
transactions).

Equity-settled transactions: The cost of equity-settled
transactions is determined by the fair value at the date
when the grant is made using an appropriate valuation
model.

That cost is recognised, together with a corresponding
increase in share-based payment reserves in equity,
over the period in which the service conditions are
fulfilled in employee benefits expense. The cumulative
expense recognised for equity-settled transactions at
each reporting date until the vesting date reflects the
extent to which the vesting period has expired and
Company’s best estimate of the number of equity
instruments that will ultimately vest. The expense or
credit in the Standalone Statement of Profit and Loss
for a period represents the movement in cumulative
expense recognised as at the beginning and end of
that period and is recognised in employee benefits
expense.

No expense is recognised for awards that do not
ultimately vest because service conditions have not
been met. When the terms of an equity-settled award
are modified, the minimum expense recognised is
the grant date fair value of the unmodified award,
provided the original vesting terms of the award are
met. An additional expense, measured as at the date
of modification, is recognised for any modification
that increases the total fair value of the share-based
payment transaction, or is otherwise beneficial to
the employee. Where an award is cancelled by the
entity or by the counterparty, any remaining element
of the fair value of the award is expensed immediately
through profit or loss.

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

3.19 Business Combinations

Business combinations are accounted for using the
acquisition method. At the acquisition date, identifiable
assets acquired and liabilities assumed are measured
at fair value. The consideration transferred is
measured at fair value at acquisition date and includes
the fair value of any contingent consideration.

Where the consideration transferred exceeds the
fair value of the net identifiable assets acquired
and liabilities assumed, the excess is recorded
as goodwill. In case of business combinations
involving entities under common control, the same is
accounted for using the pooling of interests method.
The net assets of the transferor entity or business are
accounted at their carrying amounts on the date of the
acquisition subject to necessary adjustments required
to harmonise accounting policies.

Goodwill is initially measured at cost, being the excess
of the aggregate of the consideration transferred and
the amount recognised for non-controlling interests,
and any previous interest held, over the net identifiable
assets acquired and liabilities assumed.

After initial recognition, goodwill is measured at cost
less any accumulated impairment losses. For the
purpose of impairment testing, goodwill acquired in
a business combination is, from the acquisition date,
allocated to each of the Company’s cash-generating
units that are expected to benefit from the combination,
irrespective of whether other assets or liabilities of the
acquiree are assigned to those units.

A cash generating unit to which goodwill has been
allocated is 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 its carrying amount,
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 based
on the carrying amount of each asset in the unit. Any
impairment loss for goodwill is recognised in profit
or loss. An impairment loss recognised for goodwill
is not reversed in subsequent periods unless (a) the
impairment loss was caused by a specific external
event of an exceptional nature that is not expected
to recur; and (b) subsequent external events have
occurred that reverse the effect of that event.

I f the initial accounting for a business combination
is incomplete by the end of the reporting period
in which the combination occurs, the Company
reports provisional amounts for the items for which
the accounting is incomplete. Those provisional
amounts are adjusted through goodwill during the
measurement period, or additional assets or liabilities
are recognised, to reflect new information obtained
about facts and circumstances that existed at the
acquisition date that, if known, would have affected the
amounts recognised at that date. These adjustments
are called as measurement period adjustments. The
measurement period does not exceed one year from
the acquisition date.

3.20 Current versus 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; or

- It is held primarily for the purpose of trading; or

- 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.

All other liabilities are classified as non-current.

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

The operating cycle is the time between the acquisition
of assets for processing and their realisation in cash
or cash equivalents. The Company has identified
twelve months as its operating cycle.

NEW/AMENDED STANDARDS ADOPTED BY THE
COMPANY

Recent Pronouncements Ministry of Corporate Affairs
(“MCA”) notifies new standards or amendments to
the existing standards under Companies (Indian
Accounting Standards) Rules as issued from time to
time. During the year ended March 31, 2025, MCA
has notified Ind AS - 117 Insurance Contracts and
amendments to Ind AS 116 - Leases, relating to
sale and leaseback transactions, applicable to the
Company w.e.f. April 01, 2024. The Company has
reviewed the new pronouncements and based on its
evaluation has determined that it does not have any
impact in its financial statements.

Note:

The goodwill is tested for impairment annually and as at March 31,2025, the goodwill is not impaired.

The recoverable amounts of the CGUs are determined from value-in-use calculations. The key assumptions for the value-in¬
use calculations are those regarding the discount rates, growth rates and expected changes to direct costs during the year.
Management estimates discount rates using pre-tax rates that reflect current market assessments of the time value of money.

The growth rates are based on management’s forecasts. Changes in selling prices and direct costs are based on past
practices and expectations of future changes in the market. The Company prepares its forecasts based on the most recent
financial budgets approved by management with projected revenue growth rates at 6.00 % p.a. The rates used to discount
the forecasts is 14.76% p.a.

Management believes that any reasonable possible change in any of these assumptions would not cause the carrying amount
to exceed its recoverable amount.

* During the year ended March 31,2025, the Company paid final dividend of '' 1.50 per equity share aggregating to '' 62.00
Million for the year ended March 31,2024 which was approved in the annual general meeting held on September 20, 2024.

Proposed Dividend

The Company’s Board of Directors at its meeting held on May 29, 2025 have recommended payment of final dividend of
'' 0.50 per equity share of face value of '' 5 each for the financial year ended March 31,2025 amounting to '' 20.69 Million. The
above is subject to approval at the ensuing Annual General Meeting of the Company and hence is not recognised as a liability.

Nature and purpose of reserves
Capital reserve on business combination

Capital reserve represents the excess amount of net assets acquired over and above the liabilities pursuant to the Scheme
of Arrangement.

Securities premium

Securities premium represents the premium received on issue of shares over and above the face value of equity shares. The
same is available for utilisation in accordance with the provisions of the Companies Act, 2013.

Share options outstanding account

The fair value of the equity-settled share based payment transactions with employees is recognised in Standalone Statement
of Profit and Loss. with corresponding credit to Stock Options Outstanding Account.

Retained earnings

The retained earnings reflect the profit of the Company earned till date net of appropriations. The amount that can be distributed
by the Company as dividends to its equity shareholders is determined based on the balance in this reserve, after considering
the requirements of the Companies Act, 2013.

Capital redemption reserve

Capital redemption reserve has been created pursuant to the requirements of the Act under which the Company is required to
transfer certain amounts on redemption of preference shares. The Company has redeemed the underlying preference shares
in the earlier years. The capital redemption reserve can be utilised for issue of bonus shares.

Other Comprehensive Income

This represents the cumulative gains and losses arising on the revaluation of preference instruments measured at fair value
through other comprehensive income, under an irrevocable option, net of amounts reclassified to retained earnings when
such assets are disposed off.

Notes

(a) Term Loan from a Bank of '' 6.94 Million (March 31,2024 - '' 16.06 Million) repayable in 70 equated monthly instalments
of '' 0.86 Million by December, 2025 is primarily secured by way of third floor of Landmark house owned by Mrs. Ami
Thakker, Mr. Aryaman Thakker and Ms. Aparajita Thakker, residential building owned by Mr. Sanjay Thakker at Mumbai
and further secured by personal guarantees of 2 Directors.

(b) Vehicle loan from a Bank of '' 7.69 Million (March 31,2024 - '' 11.49 Million) carry interest rate in the range of 9.00% p.a.
to 9.50% p.a. will be repaid in equated monthly instalments by January, 2027 are secured by way of hypothecation of
demo cars.

(c) Vehicle loan from others of '' 323.25 Million (March 31,2024 - '' 229.97 Million) repayable in 25 to 48 monthly instalments
by February, 2029 carry interest rate in the range of 8.50% p.a. 10.00% p.a are secured by way of hypothecation of
owned cars.

(d) Term Loan from Others of '' 20.66 Million (March 31, 2024 - '' 33.11 Million) under Emergency Credit Line Guarantee
Scheme (ECLGS) repayable in 60 equated monthly instalments of '' 1.22 Million by September, 2026.

Vehicle floor plan payable represents amount borrowed to finance the purchase of inventories of cars with the manufacturer’s
captive finance company. The amount is payable on sale of a specific vehicle or after a pre-defined period if not sold. Such
payable amounts are secured by way of first and exclusive charge over specific inventory, receivables and cash and further
secured by way Demand Promissory Note along with Letter of Continuity, 6 Undated Blank Cheques in favour of Mercedes-
Benz Financial Services India Private Limited (formerly known as Daimler Financial Services (India) Private Limited) and
Personal Guarantee of Mr. Sanjay Thakker and Mrs. Ami Thakker. Any amount that remains unpaid after initial interest free
period carries interest in the range of 11.25% p.a. to 11.75 % p.a. on Demo Cars (March 31,2024 - interest rate was 11.25%
p.a. on Demo cars). Changes in vehicle floor plan payable are reported as operating cash flows.

There are no transfers between level 1 and level 2 during the current year.

During the previous year ended March 31,2024, there was a transfer from level 2 to level 3 due to change in categorisation
from using third party pricing information without adjustments to lowest level input, to the fair value measurement as a whole.
The financial instruments were categorised as level 2 based on the third party pricing information available and as level 3 in
case the lowest level input that is significant to the fair value measurement was unobservable. The Company’s policy is to
recognise transfers into and transfers out of fair value hierarchy levels as at the end of the financial year.

Valuation Methodology

As at March 31,2025 and March 31,2024, the Company has measured fair value for Level 3 investment based on valuation
carried out by the Management using discounted cashflow method applying discount rate of 38.24% (2023-24 - 20.36%).

E3 FINANCIAL RISK MANAGEMENT

The Company’s financial liabilities comprise mainly of borrowings, lease liabilities, vehicle floor plan, trade payables and
other financial liabilities. The Company’s financial assets comprise mainly of cash and cash equivalents, investments, bank
balances other than cash and cash equivalents, loans given to related parties, trade receivables and other financial assets.

The Company’s business activities are exposed to a variety of financial risks, namely market risk, credit risk and liquidity risk.

The Company’s senior management has the overall responsibility for establishing and governing the Company’s risk
management framework who are responsible for developing and monitoring the Company’s risk management policies. The
Company’s risk management policies are established to identify and analyse the risks faced by the Company, to set and
monitor appropriate risk limits and controls, periodically review the changes in market conditions and reflect the changes in
the policy accordingly. The key risks and mitigating actions are also placed before the Board of directors of the Company.
Internal audit undertakes both regular and ad hoc reviews of risk management controls and procedures, the results of which
are reported to the Board of directors.

⁸ Market risk

The market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes
in market prices. Market risk comprises three types of risk: interest rate risk, currency risk and other price risk. The Company
does not have any outstanding balance in foreign currencies and hence it is not exposed to foreign currency risk. Financial
instruments affected by market risk include loans and borrowings, deposits and investments.

The Company manages market risk through a treasury department, which evaluate and exercises control over the entire
process of market risk management.

Interest rate risk

Interest rate risk is the risk that the future cash flow with respect to interest payments on borrowing will fluctuate because
of change in market interest rates. Interest rate change does not affects significantly short term borrowings therefore the
Company’s exposure to the risk of changes in market interest rates relates primarily to the Company’s long-term debt
obligation with floating interest rates.

Liquidity risk

Liquidity risk is defined as the risk that the Company will not be able to settle or meet its obligations on time, or at a reasonable
price. The objective of liquidity risk management is to maintain sufficient liquidity and ensure that funds are available for use as
per requirements. The Company generates cash flows from operations to meet its financial obligations, maintains adequate
liquid assets in the form of cash and cash equivalents and has undrawn short term line of credits from banks to ensure
necessary liquidity. The Company closely monitors its liquidity position and deploys a robust cash management system.

Credit risk 2

Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract, leading
to a financial loss. The credit risk for the Company primarily arises from credit exposures to trade receivables, loans given,
deposits with landlords for properties taken on leases and other receivables including balances with banks.

Trade and other receivables: The Company’s business is predominantly through credit card, cash collections, insurance
companies and receivable from Mercedes-Benz (OEM), hence the credit risk on such transactions are minimal. The Company
has adopted a policy of dealing with only credit worthy counterparties in case of institutional customers and the credit risk
exposure for institutional customers is managed by the Company by credit worthiness checks. All trade receivables are also
reviewed and assessed for default on a regular basis. Further, Trade and other receivables consist of a large number of
end customers hence, the Company is not exposed to concentration risks. In relation to credit risk arising from commercial
transactions, necessary provisions are recognised for trade receivables when objective evidence exists that the Company will
be unable to recover all the outstanding amounts in accordance with the original contractual conditions of the receivables.

The Company considers the solvency, liquidity, asset quality and management prudence of the counter parties, as well as the
performance potential of the counter parties. Refer note 14 for the disclosures for trade receivables.

The Company also carries credit risk on lease deposits with landlords for properties taken on leases, for which agreements
are signed and property possessions timely taken for its operations.

The risk relating to refunds after shut down of leased premises is managed through successful negotiations or appropriate
legal actions, where necessary.

Credit risk arising from cash and cash equivalent and other balances with bank is limited as the counterparties are recognised
banks.

During the year ended March 31, 2025, out of the total revenue of '' 6,656.45 Million (March 31, 2024 : '' 5,989.89 Million),

'' 966.10 Million (March 31, 2024 : '' 904.58 Million) is earned from Mercedes-Benz which comprise of 14.51% (March 31,
2024: 15.10%) of the total revenue earned. Out of the total receivable, the outstanding from Mercedes-Benz is '' 188.10
Million (March 31,2024 : '' 174.66 Million), which is 43.02% (March 31,2024 : 37.20%) of the total trade receivable balances.

*Subsequent to the year end, the Company has received favourable assessment order setting aside demand of '' 2.44 Million
from VAT department and the liability has been determined at '' Nil.

Contingent liabilities includes demand notices received from tax authorities for various matters including mismatch in input
credit. The Company has filed appeals on the above matters and the same are pending with various appellate authorities.

Future cash outflows in respect of the above matters are determinable only on receipt of judgements / decisions pending at
various forums / authorities. The amount assessed as contingent liabilities do not include interest and penalties.

The Company is involved in various legal proceedings including product liability and other regulatory matter relating to conduct
of its business. Based on the internal evaluation of the management the possible unfavourable outcome of such litigations to
be remote and accordingly the same has not been considered as contingent liability.

The Company and one of its subsidiary Company has jointly given the Corporate Guarantee of '' 955.00 Million against the
borrowing obtained by the subsidiary companies, having outstanding balance as at March 31,2025 of '' 704.84 Million (March
31,2024 - '' 457.57 Million).

SEGMENT REPORTING

The primary reporting of the Company has been made on the basis of Business Segments. The Company has a single
business segment as defined in Indian Accounting Standard (Ind AS) 108 on Segment Reporting, namely dealership of cars
in India. The Chairman and the Executive Director of the Company allocates resources and assess the performance of the
Company, thus are the chief operating decision maker (CODM). The CODM monitors the operating results of the business as
a single segment, hence no separate segment needs to be disclosed.

E3 EMPLOYEE BENEFITS

The Company makes Provident Fund, Employee State Insurance Scheme and Labour Welfare Fund contributions which are
defined contribution plans, for qualifying employees. Under the Schemes, the Company is required to contribute a specified
percentage of the payroll costs to fund the benefits. The Company recognised '' 3.64 Million (March 31,2024: '' 3.56 Million)
for Provident Fund contributions, '' 0.88 Million (March 31,2024: '' 1.33 Million) for Employee State Insurance Scheme and
'' 0.06 Million (March 31,2024: '' 0.04 Million) for Labour Welfare Fund contributions in the Standalone Statement of Profit and
Loss in Note 29. The contributions payable to these plans by the Company are at rates specified in the rules of the schemes.

Defined Benefit Plan:

The Company has an obligation towards gratuity, a defined benefit retirement plan covering eligible employees. Till March
31,2024, the Company made monthly payments to employees along with other salary payments which had been expensed
out on monthly basis. W.e.f. April 01, 2024, the benefit payable is the differential amount calculated as per the Payment of
Gratuity Act, 1972 and the amount paid to employees on a monthly basis along with salary payments till March 31,2024. The
benefit vests upon completion of five years of continuous service and once vested it is payable to employees on retirement
or on termination of employment. In case of death while in service, the gratuity is payable irrespective of vesting. Each year,

the management reviews the balance of payments actually made to the employees while monthly processing, which can be
offsetted against the liabilities determined at retirement, death, incapacitation or termination of employment, based on the
independent legal opinion obtained by the Company. Such review includes the actual payment - liability matching strategy.
The management recognise additional expense to the extent of deficit of actual payment over defined benefit obligations
actuarially determined using the Projected Unit Credit method at the end of the year. Actuarial gains and losses in respect of
defined benefit plans are recognised through other comprehensive income.

Through its defined benefit plans the Company is exposed to a number of risks, the most significant of which are detailed
below:

Interest risk

A decrease in government bond yields will increase plan liabilities.

Salary risk

The present value of the defined benefit plan liability is calculated by reference to the future salaries of plan participants. As
such, an increase in the salary of the plan participants will increase the plan’s liability.

Life expectancy

The present value of defined benefit plan liability is calculated by reference to the best estimate of the mortality of plan
participants both during and after their employment. An increase in the life expectancy of the plan participants will increase
the plan’s liability.

In practice, this is unlikely to occur and changes in some of the assumptions may be correlated. When calculating the above
sensitivity analysis, the present value of the defined benefit obligation has been calculated using the projected unit credit
method at the end of the reporting period, which is the same method as applied in calculating the defined benefit liability as
recognised in the Balance Sheet. The methods and types of assumptions used in preparing the sensitivity analysis did not
change as compared to the prior year.

Notes : The transactions with related parties are made in the normal course of business on terms equivalent to those that
prevail in arm’s length transactions. The amount outstanding are unsecured and will be settled in cash. No expense has been
recognised in the current or prior years for bad or doubtful debts in respect of amounts owed by related parties except for the
loan amount of '' 384.45 Million given to a wholly owned subsidiary company had been written off in the previous year. For
guarantees given, refer note 19 and 22.

0.00 denotes amount less than '' 1,000

W5 EVENTS OCCURRED AFTER THE BALANCE SHEET DATE

The Company evaluates events and transactions that occur subsequent to the balance sheet date but prior to the approval
of financial statements to determine the necessity for recognition and/or reporting of subsequent events and transactions in
the financial statements. As of May 29, 2025, there are no subsequent events and transactions to be recognised or reported
that are not already disclosed.

K! EXCEPTIONAL ITEMS

a) During the year ended March 31,2025, exceptional items of '' 8.87 Million represents the impact of loss on discard of
immovable property on account of relocating showroom in Mumbai for strategic advantage.

b) During the previous year ended March 31,2024, due to change in the business outlook of the Renault operations in India
and closure of several locations in the past, the Company has reassessed the recoverable value of its investments and
loans given to Benchmark Motors Private Limited, a wholly-owned subsidlary. Consequently, the Company had written
off loans given amounting to ^ 384.55 Million and shown as exceptional items.

W47 UTILISATION OF IPO PROCEEDS

The Company’s equity shares were listed on the National Stock Exchange (“NSE”) and on the BSE Limited (“BSE”) on
December 23, 2022, by completing the Initial Public Offering (IPO) of 1,09,11,160 equity Shares of face value of '' 5 each at an
issue price of '' 506 per equity share (including share premium of '' 501 per share), consisting of an offer for sale of 79,44,662
equity shares by the selling shareholders and fresh issue of shares of 29,66,498 equity shares. A discount of '' 48 per share
was offered to eligible employees bidding in employee’s reservation portion of 21,834 equity shares. The Company’s share
of public issue expense amounting to '' 100.31 Million had been adjusted in Securities Premium Account as at March 31,
2023. During the previous year, considering the actual IPO expenditure incurred, an amount of '' 14.54 had been adjusted in
Securities Premium account.

*Note : On finalisation of IPO issue expenses, the amount proposed to be utilised for General Corporate Purposes is
revised to '' 200.14 Million compared to the original amount of '' 191.07 Million, considering the savings in certain IPO
issue expenses.

E3 employee stock option plan

Landmark Cars - Employee Stock Option Plan 2018

The Company has a share option scheme for certain employees of the Company and its subsidiaries. In accordance with the
terms of the share option scheme, as approved by shareholders at Extra Ordinary General Meeting held on April 06, 2018,
employees with a pre defined grade may be granted options to purchase equity shares. Each share option converts into one
equity share of the Company on exercise.

No amounts are paid or payable by the recipient on receipt of the option. The options carry neither rights to dividends nor
voting rights. Options may be exercised with in four years from the date of grant, as per vesting schedule. The share options
vests based on a pre-determined vesting schedule from the date of grant. The fair value of the share options is estimated at
the grant date using a black schole pricing model, taking into account the terms and conditions upon which the share options
are granted. However, the above performance condition is only considered in determining the number of instruments that will
ultimately vest. There are no cash settlement alternatives.

Landmark Cars - Employee Stock Option Plan 2023

The shareholders of the Company approved “Landmark Cars Limited Employee Stock Option Plan 2023 (ESOP 2023)” at
the Annual General Meeting held on September 18, 2023 to grant a maximum of 1,53,000 options to specified categories of
employees of the Company and its subsidiary company. Each option granted and vested under ESOP 2023 shall entitle the
holder to acquire one equity share of face value of '' 5 each of the Company.

The time and performance based options become eligible on an annual basis at 25% for each year over a period of four years and
vesting starts from second year. The vested options can be exercised within 3 years from the date of respective vesting of options.
The fair value of equity share options is estimated at the date of grant using Black- Scholes model, taking into account the
terms and conditions upon which the share options were granted.

* Pursuant to resolution in the board meeting dated October 28, 2021, Board of Directors have approved extension of the
exercise period by one year and further extended by one year vide resolution in the Board meeting dated December 05, 2022.

Notes :

2 Pursuant to a resolution in the board meeting dated November 10, 2021, the Board of Directors have resolved that:

(a) pursuant to reduction of the face value of the Equity Shares from '' 10 to '' 5, the options of face value '' 10 originally
granted to the employees will be doubled to options of face value '' 5,

(b) the name of the scheme has been changed to “Landmark Cars Limited Employee Stock Option Scheme” and

(c) the exercise price shall also be adjusted appropriately to reflect the reduced face value of Equity Shares.

# 36,627 options of face value of '' 10 each (73,254 options of face value of '' 5 each) were cancelled on November 01,2021.

(iii) Charge to be registered with Registrar of Companies (ROC):

The Company do not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory
period.

(iv) Wilful defaulter

The Company has not been declared wilful defaulter by any bank or financial institution or other lender or government or
any government authority.

(v) Details of crypto currency or virtual currency

The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.

(vi) Utilisation of borrowed funds and share premium

A The Company have not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign
entities (Intermediaries) with any oral or written understanding that the Intermediary shall:

(a) 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

(b) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.

B The Company have not received any fund from any person(s) or entity(ies), including foreign entities (Funding
Party) with any oral or written understanding (whether recorded in writing or otherwise) that the Company shall:

(a) 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

(b) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

(vii) Undisclosed income

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

(viii) Compliance with number of layers of companies

The Company has complied with the number of layers prescribed under the Companies Act, 2013.

(ix) Revaluation of Property, plant and equipment and Right-of-use assets and other intangible assets

The Company has not revalued its property, plant and equipment, right-of-use assets and other intangible assets during
the current or previous year.

(x) Scheme of arrangement

The Company has not entered into any scheme of arrangement which has an accounting impact on current financial
year.

B5M AUDIT TRAIL IN ACCOUNTING SOFTWARE

The Company has used an accounting software for maintaining its books of account which has a feature of recording
audit trail (edit log) facility, except that audit trail feature was not enabled at the database level in respect of accounting
software to log any direct data changes.

Further, to the extent enabled, audit trail feature has operated throughout the year for all relevant transactions recorded
in the accounting software. Further, no instance of audit trail feature being tampered with was noted in respect of
the accounting software and the audit trail of prior year has been preserved by the Company as per the statutory
requirements for record retention to the extent it was enabled and recorded in previous year.

51 Based on the order of West Bengal Authority for Advance Ruling in respect of GST matter for Landmark Cars (East)
Private Limited, one of its subsidiary company, the Company was eligible to claim GST Input credit on demo cars
purchased, resulting which inventory values were adjusted during the quarter ended June 30, 2024. However, considering
the Circular dated September 10, 2024 from the Central Board of Indirect Taxes and Customs w.r.t. eligibility of Input Tax
Credit on demo cars, the Company has discontinued availing the same prospectively. In respect of the input tax credit
availed earlier, the same is being reversed as and when the inventory of demo cars is sold.

53| The standalone financial statements are approved for issue by the Audit Committee and the Board of Directors at their
respective meetings conducted on May 29, 2025.

For M S K C & Associates LLP For and on behalf of the Board of Directors

(Formerly known as M S K C & Associates)

Chartered Accountants

Firm’s Registration Number : 001595S/S000168

Ojas D. Joshi Sanjay Thakker Paras Somani

Partner Chairman and Executive Director Executive and Whole-time Director

Membership No: 109752 DIN No. 00156093 DIN No. 02742256

Surendra Agarwal Amol Raje

Chief Financial Officer Company Secretary

Membership No: A19459

Place: Mumbai Place: Mumbai

Date : May 29, 2025 Date : May 29, 2025

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Mar 31, 2024

3.11 Provisions, Contingent Liabilities and Contingent Assets

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. The amount recognised as a provision is the best estimate of consideration required to settle the present obligation at the end of the reporting period taking into account risk/uncertainity surrounding the obligation. The expense relating to a provision is presented in the statement of profit and loss. Contingent liabilities are not recognised but disclosed unless the probability of an outflow of resources is remote. Contingent assets are disclosed where inflow of economic benefits is probable. 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.

3.12 Cash and cash equivalent

Cash and cash equivalents in the balance sheet comprise cash at banks and on hand, balances with payment gateways and short-term deposits with an original maturity of three months or less, which are subject to an insignificant risk of changes in value. For the purpose of statement of cash flows, cash and cash equivalents consist of cash and short-term deposits, as defined above, net of outstanding bank overdrafts as they are considered an integral part of the Company’s cash management.

3.13 Earnings per share

Basic earnings per share is calculated by dividing the net profit or loss for the year attributable to equity shareholders by the weighted average number of equity shares outstanding during the year.

Diluted earnings per share is calculated by dividing the net profit or loss for the year attributable to equity shareholders by the weighted average number of shares outstanding during the year adjusted for the effects of all dilutive potential equity shares.

3.14 Inventories

Inventories are valued at lower of cost and net realisable value. Cost is determined as follows:

i) In case of cars, at specific cost on identification basis of their individual costs.

ii) In case of spares and others, the same are valued at weighted average basis.

Costs includes all non refundable duties and taxes and all other charges incurred in bringing the inventory to their present location and condition. Net realisable value is the estimated selling price less estimated cost necessary to make the sale.

3.15 Segment Reporting

An operating segment is component of the Company that engages in the business activity from which the Company earns revenues and incurs expenses, for which discrete financial information is available and whose operating results are regularly reviewed by the chief operating decision maker (CODM), in deciding about resources to be allocated to the segment and assess its performance. The Company’s chief operating decision maker is the chairman of the Company.

Segment revenue, segment expenses, segment assets and segment liabilities have been identified to segments on the basis of their relationship to the operating activities of the segment. Inter segment revenue is accounted on the basis of transactions which are primarily determined based on market / fair value factors. Revenue, expenses, assets and liabilities which relate to the Company as a whole and are not allocable to segments on a reasonable basis have been included under “unallocated revenue / expenses / assets / liabilities”.

3.16 Statement of Cash Flows

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

3.17 Events after reporting date

Where events occurring after the Balance Sheet date provide evidence of conditions that existed at the end of the reporting period, the impact of such events is adjusted within the financial statements. Otherwise, events after the Balance Sheet date of material size or nature are only disclosed.

3.18 Share-based payment

Employees (including senior executives) of the Company receive remuneration in the form of share-based payments, whereby employees render services as consideration for equity instruments (equity-settled transactions).

Equity-settled transactions. The cost of equity-settled transactions is determined by the fair value at the date when the grant is made using an appropriate valuation model.

That cost is recognised, together with a corresponding increase in share-based payment reserves in equity, over the period in which the service conditions are fulfilled in employee benefits expense. The cumulative expense recognised for equity-settled transactions at each reporting date until the vesting date reflects the extent to which the vesting period has expired and Company’s best estimate of the number of equity instruments that will ultimately vest. The expense or credit in the Standalone Statement of Profit and Loss. for a period represents the movement in cumulative expense recognised as at the beginning and end of that period and is recognised in employee benefits expense.

No expense is recognised for awards that do not ultimately vest because service conditions have not been met. When the terms of an equity-settled award are modified, the minimum expense recognised is the grant date fair value of the unmodified award, provided the original vesting terms of the award are met. An additional expense, measured as at the date of modification, is recognised for any modification that increases the total fair value of the share-based payment transaction, or is otherwise beneficial to the employee. Where an award is cancelled by the entity or by the counterparty, any remaining element of the fair value of the award is expensed immediately through profit or loss.

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

3.19 Business Combinations

Business combinations are accounted for using the acquisition method. At the acquisition date, identifiable assets acquired and liabilities assumed are measured at fair value. The consideration transferred is measured at fair value at acquisition date and includes the fair value of any contingent consideration.

Where the consideration transferred exceeds the fair value of the net identifiable assets acquired and liabilities assumed, the excess is recorded as goodwill. In case of business combinations involving entities under common control, the same is accounted for using the pooling of interests method. The net assets of the transferor entity or business are accounted at their carrying amounts on the date of the acquisition subject to necessary adjustments required to harmonise accounting policies.

Goodwill is initially measured at cost, being the excess of the aggregate of the consideration transferred and the amount recognised for non-controlling interests, and any previous interest held, over the net identifiable assets acquired and liabilities assumed.

After initial recognition, goodwill is measured at cost less any accumulated impairment losses. For the purpose of impairment testing, goodwill acquired in a business combination is, from the acquisition date, allocated to each of the Company’s cash-generating units that are expected to benefit from the combination, irrespective of whether other assets or liabilities of the acquiree are assigned to those units.

A cash generating unit to which goodwill has been allocated is 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 its carrying amount, 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 based on the carrying amount of each asset in the unit. Any impairment loss for goodwill is recognised in profit or loss. An impairment loss recognised for goodwill is not reversed in subsequent periods unless (a) the impairment loss was caused by a specific external event of an exceptional nature that is not expected to recur; and (b) subsequent external events have occurred that reverse the effect of that event.

If the initial accounting for a business combination is incomplete by the end of the reporting period in which the combination occurs, the Company reports provisional amounts for the items for which the accounting is incomplete. Those provisional amounts are adjusted through goodwill during the measurement period, or additional assets or liabilities are recognised, to reflect new information obtained about facts and circumstances that existed at the

acquisition date that, if known, would have affected the amounts recognised at that date. These adjustments are called as measurement period adjustments. The measurement period does not exceed one year from the acquisition date.

3.20 Current versus 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; or

- It is held primarily for the purpose of trading; or

- 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.

All other liabilities are classified as non-current.

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

The operating cycle is the time between the acquisition of assets for processing and their realisation in cash or cash equivalents. The Company has identified twelve months as its operating cycle.

AMENDED STANDARDS ADOPTED BY THE COMPANY

The Ministry of Corporate Affairs vide notification dated March 31,2023 notified the Companies (Indian Accounting Standards) Amendment Rules, 2023 which amended certain accounting standards (see below), and are effective April 01,2023:

Ind AS 1 - Presentation of Financial Statements

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

Ind AS 12 - Income Taxes

The other amendments to Ind AS notified by these rules are primarily in the nature of clarifications.

These amendments did not have any material impact on the amounts recognised in prior periods and are

not expected to significantly affect the current or future periods. Sepcifically, no changes would be necessary as a consequence of amendments made to Ind AS 12 as the Company’s accounting policy already complies with the now mandatory treatment.

Standards that became issued but not effective during the year

There are no new Standards that became effective during the year.

Rights, preferences and restrictions:

The Company has issued only one class of Equity shares having a face value of '' 5 per share. Each holder of equity shares is entitled to one vote per share. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting except in case of interim dividend. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in proportion to their shareholding.

Shares allotted as fully paid up by way of other than cash during the period of five years immediately preceding March 31, 2024:

Pursuant to the Scheme of Arrangement, the Company had allotted 1,04,00,220 equity shares as fully paid-up during the year 2018-19.

As at March 31,2024, the Company has measured fair value for Level 3 investment based on valuation carried out by the Management using discounted cashflow method applying discount rate of 20.36%.

As at March 31,2023, the Company has measured fair value for Level 2 investment using third party pricing information without adjustments.

131 FINANCIAL RISK MANAGEMENT

The Company’s financial liabilities comprise mainly of borrowings, lease liabilities, vehicle floor plan, trade payables and other financial liabilities. The Company’s financial assets comprise mainly of cash and cash equivalents, investments, bank balances other than cash and cash equivalents, loans given to related parties, trade receivables and other financial assets.

The Company’s business activities are exposed to a variety of financial risks, namely market risk, credit risk and liquidity risk.

The Company’s senior management has the overall responsibility for establishing and governing the Company’s risk management framework who are responsible for developing and monitoring the Company’s risk management policies. The Company’s risk management policies are established to identify and analyse the risks faced by the Company, to set and monitor appropriate risk limits and controls, periodically review the changes in market conditions and reflect the changes in the policy accordingly. The key risks and mitigating actions are also placed before the Board of directors of the Company. Internal audit undertakes both regular and ad hoc reviews of risk management controls and procedures, the results of which are reported to the Board of directors.

36.1 Market risk

The market risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risk: interest rate risk, currency risk and other price risk. The Company does not have any outstanding balance in foreign currencies and hence it is not exposed to foreign 0 currency risk. Financial instruments affected by market risk include loans and borrowings, deposits and investments. The Company manages market risk through a treasury department, which evaluate and exercises control over the entire process of market risk management.

Interest rate risk

Interest rate risk is the risk that the future cash flow with respect to interest payments on borrowing will fluctuate because of change in market interest rates. Interest rate change does not affects significantly short term borrowings therefore the Company’s exposure to the risk of changes in market interest rates relates primarily to the Company’s long-term debt obligation with floating interest rates.

36.2 Liquidity risk

Liquidity risk is defined as the risk that the Company will not be able to settle or meet its obligations on time, or at a reasonable price. The objective of liquidity risk management is to maintain sufficient liquidity and ensure that funds are available for use as per requirements. The Company generates cash flows from operations to meet its financial obligations, maintains adequate liquid assets in the form of cash and cash equivalents and has undrawn short term line of credits from banks to ensure necessary liquidity. The Company closely monitors its liquidity position and deploys a robust cash management system.

The following table shows the maturity analysis of the Company’s financial liabilities based on contractually agreed undiscounted cash flows along with its carrying value as at the Balance Sheet date.

Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The credit risk for the Company primarily arises from credit exposures to trade receivables, loans given, deposits with landlords for properties taken on leases and other receivables including balances with banks.

Trade and other receivables: The Company’s business is predominantly through credit card, cash collections, insurance companies and receivable from Mercedes-Benz (OEM), hence the credit risk on such transactions are minimal. The Company has adopted a policy of dealing with only credit worthy counterparties in case of institutional customers and the credit risk exposure for institutional customers is managed by the Company by credit worthiness checks. All trade receivables are also reviewed and assessed for default on a regular basis. Further, Trade and other receivables consist of a large number of end customers hence, the Company is not exposed to concentration risks. In relation to credit risk arising from commercial transactions, necessary provisions are recognised for trade receivables when objective evidence exists that the Company will be unable to recover all the outstanding amounts in accordance with the original contractual conditions of the receivables. The Company considers the solvency, liquidity, asset quality and management prudence of the counter parties, as well as the performance potential of the counter parties. Refer note 14 for the disclosures for trade receivables.

The Company also carries credit risk on lease deposits with landlords for properties taken on leases, for which agreements are signed and property possessions timely taken for its operations.

The risk relating to refunds after shut down of leased premises is managed through successful negotiations or appropriate legal actions, where necessary.

Credit risk arising from cash and cash equivalent and other balances with bank is limited as the counterparties are recognised banks.

During the year ended March 31,2024, out of the total revenue of '' 5,989.89 Millions (2022-23 : '' 4,840.03 Millions), '' 904.58 Millions (2022-23 : '' 753.62 Millions) is earned from Mercedes-Benz which comprise of 15.10% (2022-23: 15.57%) of the total revenue earned. Out of the total receivable, the outstanding from Mercedes-Benz is '' 174.66 Millions (March 31,2023 : '' 120.52 Millions), which is 37.20% (March 31,2023 : 45.46%) of the total trade receivable balances.

The Company is involved in various legal proceedings including product liability and other regulatory matter relating to conduct of its business. Based on the internal evaluation of the management the possible unfavourable outcome of such litigations to be remote and accordingly the same has not been considered as contingent liability.

The Company and one of its subsidiary Company has jointly given the Corporate Guarantee of '' 735.00 Millions against the borrowing obtained by the subsidiary company, having outstanding balance as at March 31,2024 of '' 457.57 Millions.

131 SEGMENT REPORTING

The primary reporting of the Company has been made on the basis of Business Segments. The Company has a single business segment as defined in Indian Accounting Standard (Ind AS) 108 on Segment Reporting, namely dealership of cars in India. The Chairman and the Executive Director of the Company allocates resources and assess the performance of the Company, thus are the chief operating decision maker (CODM). The CODM monitors the operating results of the business as a single segment, hence no separate segment needs to be disclosed.

131 EMPLOYEE BENEFITS

The Company makes Provident Fund, Employee State Insurance Scheme and Labour Welfare Fund contributions which are defined contribution plans, for qualifying employees. Under the Schemes, the Company is required to contribute a specified percentage of the payroll costs to fund the benefits. The Company recognised '' 3.56 Millions (2022-23: '' 3.12 Millions) for Provident Fund contributions, '' 1.33 Millions (2022-23: '' 1.45 Millions) for Employee State Insurance Scheme and '' 0.04 Millions (2022-23: '' 0.03 Millions) for Labour Welfare Fund contributions in the Standalone Statement of Profit and Loss in Note 28. The contributions payable to these plans by the Company are at rates specified in the rules of the schemes.

Defined Benefit Plan:

The Company has a defined benefit gratuity plan (non-funded) and is governed by the Payment of Gratuity Act, 1972. Under the Act, every employee who has completed at least five year of service is entitled to gratuity benefits on departure at 15 days salary (last drawn salary)for each completed year of service. To reduce the overall liabilities on departure, the Company makes monthly payments to employees along with other salary payments which has been expensed out on monthly basis. Each year, the management reviews the balance of payments actually made to the employees while monthly processing, which can be offsetted against the liabilities determined at retirement, death, incapacitation or termination of employment, based on the independent legal opinion obtained by the Company. Such review includes the actual payment - liability matching strategy. The management recognise additional expense to the extent of deficit of actual payment over defined benefit obligations actuarially determined using the Projected Unit Credit method as below.

E3 EVENTS OCCURRED AFTER THE BALANCE SHEET DATE

The Company evaluates events and transactions that occur subsequent to the balance sheet date but prior to the approval of financial statements to determine the necessity for recognition and/or reporting of subsequent events and transactions in the financial statements. As of May 23, 2024, there are no subsequent events and transactions to be recognised or reported that are not already disclosed.

El EXCEPTIONAL ITEMS

a) During the year ended March 31, 2024, due to the change in business outlook of the Renault operations in India and closure of several locations in recent past, the Company has reassessed the recoverable value of its investments and loans given to Benchmark Motors Private Limited (“BMPL”), a wholly owned subsidiary company. Consequently, the Company has written off loans given to BMPL amounting to '' 384.55 Millions and shown as exceptional items.

b) During the previous year ended March 31,2023, exceptional items of '' 6.45 Millions represents the net impact of loss on discard of immovable property, plant and equipment on account of relocating showroom of Mercedes-Benz in Gujarat for the strategic advantage.

K! UTILISATION OF IPO PROCEEDS

The Company’s equity shares were listed on the National Stock Exchange (“NSE”) and on the BSE Limited (“BSE”) on December 23, 2022, by completing the Initial Public Offering (IPO) of 1,09,11,160 equity Shares of face value of '' 5 each at an issue price of '' 506 per equity share (including share premium of '' 501 per share), consisting of an offer for sale of 79,44,662 equity shares by the selling shareholders and fresh issue of shares of 29,66,498 equity shares. A discount of '' 48 per share was offered to eligible employees bidding in employee’s reservation portion of 21,834 equity shares. The Company’s share of public issue expense amounting to '' 100.31 Millions has been adjusted in Securities Premium Account as at March 31,2023. During the current year, considering the actual IPO expenditure incurred, an amount of '' 14.54 Millions has been adjusted in Securities Premium Account.

W47 EMPLOYEE STOCK OPTION PLAN Landmark Cars - Employee Stock Option Plan 2018

The Company has a share option scheme for certain employees of the Company and its subsidiaries. In accordance with the terms of the share option scheme, as approved by shareholders at Extra Ordinary General Meeting held on April 06, 2018, employees with a pre defined grade may be granted options to purchase equity shares. Each share option converts into one equity share of the Company on exercise.

No amounts are paid or payable by the recipient on receipt of the option. The options carry neither rights to dividends nor voting rights. Options may be exercised with in four years from the date of grant, as per vesting schedule. The share options vests based on a pre-determined vesting schedule from the date of grant. The fair value of the share options is estimated at the grant date using a black schole pricing model, taking into account the terms and conditions upon which the share options are granted. However, the above performance condition is only considered in determining the number of instruments that will ultimately vest. There are no cash settlement alternatives.

Landmark Cars - Employee Stock Option Plan 2023

The shareholders of the Company approved “Landmark Cars Limited Employee Stock Option Plan 2023 (ESOP 2023)” at the Annual General Meeting held on September 18, 2023 to grant a maximum of 1,53,000 options to specified categories of employees of the Company and its subsidiary company. Each option granted and vested under ESOP 2023 shall entitle the holder to acquire one equity share of face value of '' 5 each of the Company.

The time and performance based options become eligible on an annual basis at 25% for each year over a period of four years and vesting starts from second year. The vested options can be exercised within 3 years from the date of respective vesting of options.

The fair value of equity share options is estimated at the date of grant using Black- Scholes model, taking into account the terms and conditions upon which the share options were granted.

(iv) Wilful defaulter

The Company has not been declared wilful defaulter by any bank or financial institution or other lender or government or any government authority.

(v) Details of crypto currency or virtual currency

The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.

(vi) Utilisation of borrowed funds and share premium

A The Company have not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with any oral or written understanding that the Intermediary shall:

(a) 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

(b) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries

B The Company have not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with any oral or written understanding (whether recorded in writing or otherwise) that the Company shall:

(a) 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

(b) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries,

(vii) Undisclosed income

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

5o[ The financial statements are approved for issue by the Audit Committee and the Board of Directors at their respective meetings conducted on May 23, 2024.

For and on behalf of the Board of Directors

Sanjay Thakker Paras Somani

Chairman and Executive Director Executive and Whole-time Director DIN No. 00156093 DIN No. 02742256

Surendra Agarwal Amol Raje

Chief Financial Officer Company Secretary

Membership No: A19459

Place: Mumbai Date: May 23, 2024

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Mar 31, 2023

The goodwill is tested for impairment annually and as at March 31,2023, the goodwill is not impaired.

The recoverable amounts of the CGUs are determined from value-in-use calculations. The key assumptions for the value-inuse calculations are those regarding the discount rates, growth rates and expected changes to direct costs during the year. Management estimates discount rates using pre-tax rates that reflect current market assessments of the time value of money.

The growth rates are based on management’s forecasts. Changes in selling prices and direct costs are based on past practices and expectations of future changes in the market. The Company prepares its forecasts based on the most recent financial budgets approved by management with projected revenue growth rates at 6.00 % p.a. The rates used to discount the forecasts is 14.76% p.a.

Management believes that any reasonable possible change in any of these assumptions would not cause the carrying amount to exceed its recoverable amount.

a) During the year ended March 31,2023, the Company has additionally invested in Compulsory Convertible Preference shares of Sheerdrive Private Limited which is in the business of providing online/digital platform for enabling car exchange of vehicles at real time market derived price. Such investment is made with the approval of Board of Directors.

b) During the year ended March 31, 2023, the Company has invested '' 15.00 Millions in Motorone India Private Limited (MOIPL) (Formerly known as Landmark Pre-Owned Cars Private Limited) thereby making MOIPL, a wholly-owned subsidiary of the Company.

c) During the year ended March 31, 2023, due to various disruptions in operations, challenges in achieving business operating goals in one of the investments made by the Company in earlier financial years and in absence of any possibility of material realisation from the investments, the fair value of the same has been assessed as '' Nil.

Rights, preferences and restrictions:

The Company has issued only one class of Equity shares having a face value of '' 5 per share. Each holder of equity shares is entitled to one vote per share. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting except in case of interim dividend. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in proportion to their shareholding.

Shares allotted as fully paid up by way of other than cash during the period of five years immediately preceding March 31, 2023:

Pursuant to the Scheme of Arrangement, the Company had allotted 1,04,00,220 equity shares as fully paid-up during the year 2018-19.

During the previous year ended March 31, 2022, pursuant to a resolution in the extra-ordinary general meeting dated November 10, 2021, the shareholders have approved split of each equity share of face value of '' 10 each into two equity shares of face value of '' 5 each (“the Split”).

Proposed Dividend

The Board of Directors at its meeting held on May 30, 2023 have recommended payment of final dividend of '' 2.25 per equity share of face value of '' 5 each for the financial year ended March 31,2023 amounting to '' 89.16 Millions. The above is subject to approval at the ensuing Annual General Meeting of the Company and hence is not recognised as a liability.

Nature and purpose of reserves Capital Reserve on Business Combination

Capital reserve represents the excess amount of net assets acquired over and above the liabilities pursuant to the Scheme of Arrangement.

Securities premium

Securities premium represents the premium received on issue of shares over and above the face value of equity shares. The same is available for utilisation in accordance with the provisions of the Companies Act, 2013.

Share options outstanding account

The fair value of the equity-settled share based payment transactions with employees is recognised in Standalone Statement of Profit and Loss with corresponding credit to Stock Options Outstanding Account.

Retained earnings

Retained earnings represents the Company’s undistributed earnings after taxes.

Capital redemption reserve

Capital redemption reserve has been created pursuant to the requirements of the Act under which the Company is required to transfer certain amounts on redemption of preference shares. The Company has redeemed the underlying preference shares in the earlier years. The capital redemption reserve can be utilised for issue of bonus shares.

Other Comprehensive Income

This represents the cumulative gains and losses arising on the revaluation of preference instruments measured at fair value through other comprehensive income, under an irrevocable option, net of amounts reclassified to retained earnings when such assets are disposed off.

Notes

(a) Term Loan from HDFC Bank Limited of '' 24.34 Millions (March 31, 2022 - '' 32.40 Millions) repayable in 70 equated monthly instalments of '' 0.86 Millions by December, 2025 is primarily secured by way of third floor of Landmark house owned by Mrs. Ami Thakker, Mr. Aryaman Thakker and Ms. Aparajita Thakker, residential building owned by Mr. Sanjay Thakker at Mumbai and further secured by personal guarantees of 2 Directors.

(b) Vehicle loan from bank of '' 3.43 Millions (March 31, 2022 - '' 18.65 Millions) carry interest rate in the range of 8.55% to 10.50% will be repaid in equated monthly instalments by May, 2025 are secured by way of hypothecation of demo cars.

(c) Vehicle loan from others of '' 9.55 Millions (March 31, 2022 - '' Nil ) repayable in 48 monthly instalments by September, 2026 carry interest rate of 9.90% p.a will be repaid in are secured by way of hypothecation of owned cars.

(d) Term Loan from Kotak Mahindra Prime Limited of '' 44.60 Millions (March 31,2022 - '' 50.00 Millions) under Emergency Credit Line Guarantee Scheme (ECLGS) repayable in 60 equated monthly instalments of '' 1.22 Millions by September, 2026 and it is guaranteed by personal guarantees of two Directors.

(e) Loans from related parties of '' Nil (March 31, 2022 - '' 82.30 Millions) carry interest rate ranging from 8.00% p.a. to 9.00% p.a. and is repayable on demand.

(f) Working Capital Loan from Kotak Mahindra Bank Limited amounting to '' 14.80 Millions (March 31,2022 - debit balance of '' 8.02 Millions) is secured by way of subservient charge on current assets of the Company.

In respect of the above borrowings from banks and financial institutions on the basis of security of current assets, there is no fixed frequency for submission of returns / statements to the banks / financial institutions. The banks / financial institutions conduct their independent stock audit at different intervals for reporting purpose and stock statements were provided that point in time by the Company, which were in agreement with the books of accounts at that point in time. Any adjustments, if identified during the count or any other reasons, are duly adjusted in the books of account subsequently upon notice.

Vehicle floor plan payable represents amount borrowed to finance the purchase of inventories of cars with the manufacturer’s captive finance company. The amount is payable on sale of a specific vehicle or after a pre-defined period if not sold. Such payable amounts are secured by way of first and exclusive charge over specific inventory, receivables and cash and further secured by way Demand Promissory Note along with Letter of Continuity, 6 Undated Blank Cheques in favour of Mercedes-Benz Financial Services India Private Limited (formerly known as Daimler Financial Services (India) Private Limited) and Personal Guarantee of Mr. Sanjay Thakker and Mrs. Ami Thakker. Any amount that remains unpaid after initial interest free period carries interest @ 10.00 % p.a. on Demo Cars (March 31,2022 - interest rate was 9.75% p.a. on New cars and 9.45% p.a. on Demo cars). Changes in vehicle floor plan payable are reported as operating cash flows.

(a) For transaction with related parties, refer note 43.

(b) Information required to be furnished as per Section 22 of the Micro, Small and Medium Enterprises Development Act, 2006 (MSMED Act) and Schedule III of the Companies Act, 2013 for the year ended March 31, 2023. This information has been determined to the extent such parties have been identified on the basis of information available with the Company and relied upon by auditors.

BCT FINANCIAL INSTRUMENTS34.1 Capital Management

The Company’s capital management objectives are:

- to ensure the Company’s ability to continue as going concern

- to provide adequate return to shareholders through optimisation of debt and equity balance.

For the purpose of the Company’s capital management, capital includes issued equity capital and other equity reserves attributable to the equity holders of the Company.

34.3 Financial Instrument measured at amortised cost

The carrying amount of financial assets and financial liabilities measured at amortised cost in the financial statements are a reasonable approximation of their fair values since the Company does not anticipate that the carrying amounts would be significantly different from the values that would eventually be received or settled.

35.2 There is transfer from level 3 to level 2 due to change in categorisation from lowest level input to using third party pricing information without adjustments, to the fair value measurement as a whole. At respective year end, the financial instruments are categorised as level 2 based on the third party pricing information available and as level 3 in case the lowest level input that is significant to the fair value measurement is unobservable. 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.

35.3 Valuation Methodology

The Company has measured fair value for Level 2 investment using third party pricing information without adjustments. The Company has measured fair value for Level 3 investment based on external valuer report as at March 31,2022.

131 FINANCIAL RISK MANAGEMENT

The Company’s financial liabilities comprise mainly of borrowings, lease liabilities, vehicle floor plan, trade payables and other financial liabilities. The Company’s financial assets comprise mainly of cash and cash equivalents, investments, other balances with banks, loans given, trade receivables and other financial assets.

The Company’s business activities are exposed to a variety of financial risks, namely market risk, credit risk and liquidity risk. The Company’s senior management has the overall responsibility for establishing and governing the Company’s risk management framework who are responsible for developing and monitoring the Company’s risk management policies. The Company’s risk management policies are established to identify and analyse the risks faced by the Company, to set and monitor appropriate risk limits and controls, periodically review the changes in market conditions and reflect the changes in the policy accordingly. The key risks and mitigating actions are also placed before the Board of directors of the Company. Internal audit undertakes both regular and ad hoc reviews of risk management controls and procedures, the results of which are reported to the Board of directors.

36.1 Market risk

The market risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risk: interest rate risk, currency risk and other price risk. The Company does not have any outstanding balance in foreign currencies and hence it is not exposed to foreign currency risk. Financial instruments affected by market risk include loans and borrowings, deposits and investments.

The Company manages market risk through a treasury department, which evaluate and exercises control over the entire process of market risk management.

Interest rate risk

Interest rate risk is the risk that the future cash flow with respect to interest payments on borrowing will fluctuate because of change in market interest rates. Interest rate change does not affects significantly short-term borrowings therefore the Company’s exposure to the risk of changes in market interest rates relates primarily to the Company’s long-term debt obligation with floating interest rates.

36.2 Liquidity risk

Liquidity risk is defined as the risk that the Company will not be able to settle or meet its obligations on time, or at a reasonable price. The objective of liquidity risk management is to maintain sufficient liquidity and ensure that funds are available for use as per requirements. The Company generates cash flows from operations to meet its financial obligations, maintains adequate liquid assets in the form of cash and cash equivalents and has undrawn short-term line of credits from banks to ensure necessary liquidity. The Company closely monitors its liquidity position and deploys a robust cash management system.

36.3 Credit risk

Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The credit risk for the Company primarily arises from credit exposures to trade receivables, loans given, deposits with landlords for properties taken on leases and other receivables including balances with banks.

Trade and other receivables: The Company’s business is predominantly through credit card, cash collections, insurance companies and receivable from Mercedes-Benz (OEM), hence the credit risk on such transactions are minimal. The Company has adopted a policy of dealing with only credit worthy counterparties in case of institutional customers and the credit risk exposure for institutional customers is managed by the Company by credit worthiness checks. All trade receivables are also reviewed and assessed for default on a regular basis. Further, Trade and other receivables consist of a large number of end customers hence, the Company is not exposed to concentration risks. In relation to credit risk arising from commercial transactions, necessary provisions are recognised for trade receivables when objective evidence exists that the Company will be unable to recover all the outstanding amounts in accordance with the original contractual conditions of the receivables. The Company considers the solvency, liquidity, asset quality and management prudence of the counter parties, as well as the performance potential of the counter parties. Refer note 14 for the disclosures for trade receivables.

The Company also carries credit risk on lease deposits with landlords for properties taken on leases, for which agreements are signed and property possessions timely taken for its operations.

The risk relating to refunds after shut down of leased premises is managed through successful negotiations or appropriate legal actions, where necessary.

Credit risk arising from cash and cash equivalent and other balances with bank is limited as the counterparties are recognised banks.

During the year ended March 31, 2023, out of the total revenue of '' 4,840.03 Millions (March 31, 2022 : '' 6,810.23 Millions), '' 753.62 Millions (March 31,2022 : '' 259.18 Millions is earned from Mercedes-Benz which comprise of 15.57% (March 31,2022: 3.81%) of the total revenue earned. Out of the total receivable, the outstanding from Mercedes-Benz is '' 120.52 Millions (March 31,2022 : '' 69.29 Millions), which is 47.14 % (March 31, 2022 : 45.97% ) of the total trade receivable balances.

BCT CONTINGENT LIABILITIES AND CAPITAL COMMITMENTS (TO THE EXTENT NOT PROVIDED FOR) :
Particulars	As at
	March 31, 2023	March 31,2022
Contingent Liabilities
Matters with GST authorities *	130.90	94.94
Matters with VAT authorities	2.91	2.91
Corporate guarantees (Refer Note 41)	1,855.66	1,719.34

* Subsequent to the year end related to '' 35.96 Millions, the Company has received favourable assessment order from the department and the liability has been determined at '' Nil.

Contingent liabilities includes show cause notices received from tax authorities for various matters including mismatch in input credit and disallowances of expenses. The Company has preferred appeals on these matters and the same are pending with various appellate authorities.

Future cash outflows in respect of the above matters are determinable only on receipt of judgments / decisions pending at various forums / authorities. The amount assessed as contingent liabilities do not include interest and penalties.

The Company is involved in various legal proceedings including product liability and other regulatory matter relating to conduct of its business. Based on the internal evaluation of the management the possible unfavourable outcome of such litigations to be remote and accordingly the same has not been considered as contingent liability.

Capital Commitments
Particulars	As at
	March 31, 2023		March 31,2022
Estimated amount of Contracts remaining to be executed on capital account and not provided for (net off advances)	0.86	25.17

131 SEGMENT REPORTING

The primary reporting of the Company has been made on the basis of Business Segments. The Company has a single business segment as defined in Indian Accounting Standard (Ind AS) 108 on Segment Reporting, namely dealership of cars in India. The Chairman and the Executive Director of the Company allocates resources and assess the performance of the Company, thus are the chief operating decision maker (CODM). The CODM monitors the operating results of the business as a single segment, hence no separate segment needs to be disclosed.

131 EMPLOYEE BENEFITS

The Company makes Provident Fund, Employee State Insurance Scheme and Labour Welfare Fund contributions which are defined contribution plans, for qualifying employees. Under the Schemes, the Company is required to contribute a specified percentage of the payroll costs to fund the benefits. The Company recognised '' 3.12 Millions (March 31,2022: '' 3.26 Millions) for Provident Fund contributions, '' 1.45 Millions (March 31, 2022: '' 1.38 Millions) for Employee State Insurance Scheme and '' 0.03 Millions (March 31,2022: '' 0.03 Millions) for Labour Welfare Fund contributions in the Standalone Statement of Profit and Loss in Note 28. The contributions payable to these plans by the Company are at rates specified in the rules of the schemes.

Defined Benefit Plan:

The Company has a defined benefit gratuity plan (non-funded) and is governed by the Payment of Gratuity Act, 1972. Under the Act, every employee who has completed at least five year of service is entitled to gratuity benefits on departure at 15 days salary (last drawn salary) for each completed year of service. To reduce the overall liabilities on departure, the Company makes monthly payments to employees along with other salary payments which has been expensed out on monthly basis. Each year, the management reviews the balance of payments actually made to the employees while monthly processing, which can be offsetted against the liabilities determined at retirement, death, incapacitation or termination of employment, based on the independent legal opinion obtained by the Company. Such review includes the actual payment - liability matching strategy. The management recognise additional expense to the extent of deficit of actual payment over defined benefit obligations actuarially determined using the Projected Unit Credit method as below.

Compensated absences are not to be carried forward beyond 12 months and are paid per month on the basis of the employee’s gross salary.

4o| The Code on Social Security, 2020 (‘Code’) relating to employee benefits during employment and post- employment benefits received Presidential assent in September 2020. The Code has been published in the Gazette of India. However, the date on which the Code will come into effect has not been notified. The Company will assess the impact of the Code when it comes into effect and will record any related impact after the Code becomes effective.

a. The inter-corporate deposits have been given for general business purposes.

b. The Company has issued corporate guarantees for the loans and credit facility arrangements.

W2 LEASES

The Company has lease contracts for its showrooms, workshop premises, plant and equipment and stockyards used in its operations. Leases of the showrooms, workshop premises, plant and equipment and stockyards generally have lease terms between 2 to 9 years.

E3 EVENTS OCCURRED AFTER THE BALANCE SHEET DATE

The Company evaluates events and transactions that occur subsequent to the balance sheet date but prior to the approval of financial statements to determine the necessity for recognition and/or reporting of subsequent events and transactions in the financial statements. As of May 30, 2023, there are no subsequent events and transactions to be recognised or reported that are not already disclosed.

45 W.e.f. October 01,2021, dealership agreement of the Company for sale of new cars with Mercedes-Benz India Private Limited (MBIL) has materially changed and converted to an agency model whereby all new car sales are made directly to customers by MBIL. Under the agency agreement, customers now place orders through the Company directly to MBIL on which the Company earns commission on each sale of Mercedes-Benz cars. This change to an agency model has significantly reduced working capital requirements from October 01,2021 since the Company is no longer required to purchase cars and carry inventory of Mercedes-Benz cars, except for demo cars.

In the Standalone Statement of Profit and Loss, the above change has the following material effect of (i) reducing expenses (namely, a reduction in purchase of cars and changes in inventories of stock-in-trade, and in interest expense due to decreased working capital financing requirements and other sales-related expenses) and (ii) reducing sale of cars revenue from Mercedes-Benz cars, as company no longer books the full sales price of vehicles sold as revenue. In the Balance Sheet, the above change has effect of reducing mainly trade receivables, inventories of cars, vehicle floor plan, GST credit receivable and payable, advances from customers.

Kl BUSINESS COMBINATION

During the previous year ended March 31, 2022, the Company had acquired after sales service business of Mercedes-Benz vehicles (including maintenance, repairs and warranty work/services through its network of identified four facilities) from Shaman Wheels Private Limited. The purchase consideration of the transaction was based on the determined multiples of the Earnings Before Interest, Depreciation, Tax and Amortisation (‘EBIDTA’) of the Business Undertaking delivered during the valuation period less determined value of liabilities taken over in respect of Business Undertaking as at the acquisition date.

(a) The determination of the fair value of customer relationship and non-compete fess was based on discounted cash flow method. Key assumptions on which the management has based fair valuation includes estimated long-term growth rates, weighted average cost of capital and estimated operating margin. The Cash flow projections take into account past experience and represent the management’s best estimate about future developments.

(b) The Property, Plant and Equipment were acquired at their fair values as on the acquisition date.

(c) Goodwill was attributable to future growth of business out of synergies from these acquisitions and assembled workforce.

W47 EXCEPTIONAL ITEMS

Exceptional items of '' 6.45 Millions represents the net impact of loss on discard of immovable property, plant and equipment on account of relocating showroom of Mercedes-Benz in Gujarat for the strategic advantage.

E3 UTILISATION OF IPO PROCEEDS

The Company’s equity shares were listed on the National Stock Exchange (“NSE”) and on the BSE Limited (“BSE”) on December 23, 2022, by completing the Initial Public Offering (IPO) of 1,09,11,160 equity Shares of face value of '' 5 each at an issue price of '' 506 per equity share (including share premium of '' 501 per share), consisting of an offer for sale of 79,44,662 equity shares by the selling shareholders and fresh issue of shares of 29,66,498 equity shares. A discount of '' 48 per share was offered to eligible employees bidding in employee’s reservation portion of 21,834 equity shares.

The total IPO expenses incurred of '' 100.31 Millions (including provision) (excluding taxes) has been adjusted against securities premium (Refer Note 18)

El EMPLOYEE STOCK OPTION PLAN

49.1 The Company has a share option scheme for certain employees of the Company and its subsidiaries. In accordance with the terms of the share option scheme, as approved by shareholders at Extra Ordinary General Meeting held on April 06, 2018, employees with a pre defined grade may be granted options to purchase equity shares. Each share option converts into one equity share of the Company on exercise.

No amounts are paid or payable by the recipient on receipt of the option. The options carry neither rights to dividends nor voting rights. Options may be exercised with in four years from the date of grant, as per vesting schedule. The share options vests based on a pre-determined vesting schedule from the date of grant. The fair value of the share options is estimated at the grant date using a black schole pricing model, taking into account the terms and conditions upon which the share options are granted. However, the above performance condition is only considered in determining the number of instruments that will ultimately vest. There are no cash settlement alternatives.

Pursuant to a resolution in the board meeting dated November 10, 2021, the Board of Directors have resolved that:

(a) pursuant to reduction of the face value of the Equity Shares from '' 10 to '' 5, the options of face value '' 10 originally granted to the employees will be doubled to options of face value '' 5,

(b) the name of the scheme has been changed to “Landmark Cars Limited Employee Stock Option Scheme” and

(c) the exercise price shall also be adjusted appropriately to reflect the reduced face value of Equity Shares

# 36,627 options of face value of '' 10 each (73,254 options of face value of '' 5 each) were cancelled on November 01,2021.

B5M OTHER STATUTORY INFORMATION:

(i) Details of benami property held

The Company does not have any benami property. No proceedings have been initiated on or are pending against the Company for holding benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and Rules made thereunder.

(iii) Charge to be registered with Registrar of Companies (ROC):

The Company do not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period.

(iv) Willful defaulter

The Company has not been declared willful defaulter by any bank or financial institution or other lender or government or any government authority.

(v) Details of crypto currency or virtual currency

The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.

(vi) Utilisation of borrowed funds and share premium

A The Company have not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with any oral or written understanding that the Intermediary shall:

(a) 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

(b) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries”

B The Company have not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with any oral or written understanding (whether recorded in writing or otherwise) that the Company shall:

(a) 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

(b) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries,”

(vii) Undisclosed income

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

(viii) Compliance with number of layers of companies

The Company has complied with the number of layers prescribed under the Companies Act, 2013.

52| The financial statements are approved for issue by the Audit Committee and the Board of Directors at their respective meetings conducted on May 30, 2023.