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6-K 1 form6-k.htm 6-K

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 6-K

 

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16

under the Securities Exchange Act of 1934

 

July 31, 2025

 

Commission File Number: 001-37968

 

YATRA ONLINE, INC.

 

Gulf Adiba, Plot No. 272,

4th Floor, Udyog Vihar, Phase-II,

Sector-20, Gurugram-122008, Haryana

India

(Address of principal executive office)

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

 

Form 20-F ☒ Form 40-F ☐

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐

 

 

 

 

 

Other Events

 

This Report on Form 6-K is hereby incorporated by reference into Yatra Online, Inc.’s (“Company”) registration statement on Form F-3 (Registration Statement No. 333-256442) filed with the Securities and Exchange Commission (“SEC”) on May 24, 2021 (and subsequently amended on July 7, 2021) and Form S-8 (Registration Statement No. 333-218498) filed with the SEC on June 5, 2017, to be a part thereof from the date on which this report is submitted, to the extent not superseded by documents or reports subsequently filed or furnished.

 

Convenience Translation

 

The financial statements, unaudited interim financial statements and proforma financial statements are stated in INR. However, solely for the convenience of the readers, the statement of profit or loss and other comprehensive loss for the year ended March 31, 2024, five months ended August 31, 2024 and the unaudited pro forma condensed combined financial statements, the statement of financial position as of March 31, 2024, five months ended August 31, 2024 and the unaudited pro forma condensed combined financial statements, the statement of cash flows for year ended March 31, 2024 and five months ended August 31, 2024, were converted into U.S. dollars at the exchange rate of 83.83 INR per USD, which is based on the noon buying rate as at August 31, 2024, in The City of New York for cable transfers of Indian Rupees as certified for customs purposes by the Federal Reserve Bank of New York. This arithmetic conversion should not be construed as representation that the amounts expressed in INR may be converted into USD at that or any other exchange rate as well as that such numbers are in compliance as per the requirements of the IFRS.

 

FINANCIAL STATEMENTS OF GLOBE ALL INDIA SERVICES PRIVATE LIMITED AND PRO FORMA UNAUDITED FINANCIAL STATEMENTS OF THE COMBINED COMPANY

 

As previously announced, the Company, through its subsidiary, Yatra Online Limited, acquired all of the issued and paid-up equity share capital of Globe All India Services Private Limited (“GAISL”).

 

In compliance with Rule 3-05 of Regulation S-X, the audited balance sheets of GAISL as of March 31, 2024 and 2023 and the related statements of operations, statement of changes in equity and cash flows for the fiscal years then ended, and the related notes, the unaudited interim condensed statement of financial position of GAISL as at August 31, 2024 and March 31, 2024 and the related statements of profit or loss, changes in equity and cash flows for the 5 months ended August 31, 2024 and 2023, and the unaudited pro forma condensed combined financial statements and notes of the Company as of and for the fiscal year ended March 31, 2024 are attached as Exhibits 99.1, 99.2 and 99.3, respectively, and are incorporated by reference herein.

 

EXHIBIT INDEX

 

Exhibit no.   Description
23.1   Consent of Independent Auditor
99.1   Audited financial statements of Globe All India Services Limited for the fiscal years ended March 31, 2024 and 2023
99.2   Unaudited financial statements of Globe All India Services Limited for the 5 months ended August 31, 2024 and 2023
99.3   Unaudited pro forma condensed combined financial information of the Company as of and for the year ended March 31, 2024

 

2

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

  YATRA ONLINE, INC.
     
Date: July 31, 2025 By: /s/ Dhruv Shringi
    Dhruv Shringi
    Chief Executive Officer

 

3

EX-23.1 2 ex23-1.htm EX-23.1

 

Exhibit 23.1

 

CONSENT OF INDEPENDENT AUDITOR

 

We consent to incorporation by reference in the Registration Statements on Form F-3 (No. 333-256442) and Form S-8 (No. 333-218498) of Yatra Online, Inc. of our report dated July 30, 2025, relating to the financial statements of Globe All India Services Limited for the years ended March 31, 2024 and 2023, appearing in the Form 6-K of Yatra Online, Inc. dated July 31, 2025.

 

/s/ JKVS & Co

 

July 31, 2025

 

 

 

EX-99.1 3 ex99-1.htm EX-99.1

 

Exhibit 99.1

 

INDEX

 

    Page No.
Independent Auditor’s Report   1-2
Financial Statements    
Balance Sheet   3
Statement of Operations   4
Statement of Cash Flows   5
Statement of Changes in Equity   6
Notes to Financial Statements   7-44

 

 

 

Independent Auditor’s Report

 

To the Board of Directors

Globe All India Services Limited

 

Opinion

 

We have audited the financial statements of Globe All India Services Limited (the Company), which comprise the Statement of Financial Position as at March 31, 2024, the Statement of Profit and Loss including Other Comprehensive Income, the Statement of Changes in Equity and the Statement of Cash Flow for the year then ended, and notes to the special purpose financial statements, including a summary of material accounting policies and other explanatory information (hereinafter referred to as “the Special Purpose Financial Statements”).

 

In our opinion, and to the best of our information and according to the explanations given to us, the accompanying special purpose financial statements give a true and fair view of the state of affairs of the Company as at March 31, 2024, and of its results of operations and its cash flows for the year then ended in accordance with the International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board - IASB.

 

Basis for Opinion

 

We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Companies Act, 2013. Our responsibilities under those Standards are further described in the “Auditor’s Responsibilities for the Audit of the Special Purpose Financial Statements” section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the Companies Act, 2013 (the “Act”) and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

 

Emphasis of matter - Basis of Preparation and Restriction on Use and Distribution

 

We draw attention to Note 1B to the special purpose financial statements, which describes the basis of preparation. The Company was subsidiary of Ramkrishna Forgings Limited upto September 10, 2024, w.e.f September 11, 2024, the Company became subsidiary of Yatra Online Limited (“Yatra”). Subsequent to the acquisition by Yatra, the special purpose financial statements are prepared to assist Yatra to file Form 6-K with U.S Securities and Exchange Commission (“SEC”). As a result, the special purpose financial statements may not be suitable for another purpose. Our report is intended solely for the Company and Yatra for the purpose of filing 6-K with SEC and should not be distributed to or used by any other person or for any other purpose. Accordingly, we do not accept or assume any liability or any duty of care for any other purpose or to any other person to whom this report is shown or into whose hands it may come without our prior consent in writing. Our opinion is not modified in respect of this matter.

 

Other Matter

 

The financial information of the Company for the year ended March 31, 2024 and March 31, 2023 and the transition date opening balance sheet as at April 1, 2022 included in these special purpose financial statements, are based on the previously issued statutory financial statements for the years ended March 31, 2024, March 31, 2023 and March 31, 2022 prepared in accordance with the Indian Accounting Standards (“Ind AS”) specified under Section 133 of the Act which were audited by us, on which we expressed an unmodified opinion dated April 27, 2024, April 26, 2023 and April 29, 2022 respectively. Those financial statements have been adjusted to give effect of regrouping of certain financial statement line items, as described in the Note 41, 41A, 42 and 42A of special purpose financial statements, on transition to the International Financial Reporting Standards, which have been audited by us. Our opinion is not modified in respect of this matter.

 

1

 

Responsibilities of Management and Those Charged with Governance for the Special Purpose Financial Information

 

The Board of Directors of the Company is responsible for the preparation and presentation of the special purpose financial statements that give a true and fair view of the state of affairs, results of operations and cash flows of the Company in accordance with the International Financial Reporting Standards; this includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the special purpose financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

 

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

 

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

 

Auditors’ Responsibilities for the Audit of the Special Purpose Financial Statements

 

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

 

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

 

Identify and assess the risks of material misstatement of the special purpose financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
     
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control.
     
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
     
Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the special purpose financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Company to cease to continue as a going concern.

 

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

 

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

 

/s/ JKVS & Co

 

July 30, 2025

 

2

 

Globe All India Services Limited

Special Purpose Statement of financial position as at March 31, 2024

(Amount in thousands, except per share data and number of shares)

 

    Notes   March 31, 2023     March 31, 2024  
        INR     INR     USD  
Assets                      
Non-current assets                            
Property, plant and equipment   16     25,787       25,991       310  
Right-of-use assets   17     243       -       -  
Intangible assets   18     2,382       2,879       34  
Prepayments and other assets   19     314       2,945       35  
Other financial assets   20     3,591       3,374       40  
Deferred tax assets   21     6,757       2,492       30  
Total non-current assets         39,074       37,681       449  
                             
Current assets                            
Inventories   22     62       -       -  
Trade and other receivables   23     7,67,124       9,15,783       10,923  
Prepayments and other assets   19     1,36,900       2,97,527       3,549  
Income tax recoverable         30,806       19,724       235  
Other current financial assets   24     3,417       3,417       42  
Term deposits   25     12,472       221       3  
Cash and cash equivalents   26     1,484       6,846       82  
Total current assets         9,52,265       12,43,518       14,834  
Total assets         9,91,339       12,81,199       15,283  
                             
Equity and liabilities                            
Equity                            
Share capital   27     47,877       47,877       572  
Share premium   27     1,46,885       1,46,885       1,752  
Accumulated deficit         (88,456 )     (6,581 )     (79 )
Foreign currency translation reserve         -       -       -  
Total equity         1,06,306       1,88,181       2,245  
                             
Non-current liabilities                            
Borrowings   29     66,647       2,62,857       3,136  
Lease liabilities   30     -       -       -  
Employee benefits   31     8,305       14,621       174  
Total non-current liabilities         74,952       2,77,478       3,310  
                             
Current liabilities                            
Borrowings   29     4,32,301       2,81,926       3,363  
Trade and other payables   32     2,69,706       3,95,360       4,716  
Employee benefits   31     165       264       3  
Contract liabilities   33     64,020       85,495       1,020  
Lease liabilities   30     278       -       -  
Other financial liabilities   34     18,444       21,926       261  
Other current liabilities   35     25,167       30,569       365  
Total current liabilities         8,10,081       8,15,540       9,728  
Total liabilities         8,85,033       10,93,018       13,038  
Total equity and liabilities         9,91,339       12,81,199       15,283  

 

The accompanying notes are an integral part of the special purpose financial statements.

 

3

 

Globe All India Services Limited

Special Purpose Statement of profit or loss and other comprehensive loss for year ended March 31, 2024

(Amount in thousands, except per share data and number of shares)

 

       

Financial Year ended

March 31,

    Financial Year ended
March 31,
 
    Notes   2023     2024  
        INR     INR     USD  
                       
Revenue                            
Rendering of services   7     21,48,941       25,22,464       30,090  
Total revenue         21,48,941       25,22,464       30,090  
                             
Other income   8     3,049       5,143       61  
                             
Service cost         17,53,871       20,32,584       24,247  
Personnel expenses   9     1,32,737       1,95,511       2,332  
Marketing and sales promotion expenses         5,344       8,330       99  
Other operating expenses   10     1,43,348       1,08,675       1,296  
Depreciation and amortization   11     2,872       3,559       42  
Results from operations         1,13,818       1,78,948       2,135  
                             
Finance income   12     2,159       3,333       40  
Finance cost   13     49,845       69,300       827  
Profit before exceptional items and taxes         66,132       1,12,981       1,348  
Exceptional items         -       -       -  
Profit before taxes         66,132       1,12,981       1,348  
Tax expense   14     (22,651 )     (29,660 )     (354 )
Profit for the year         43,481       83,321       994  
                             
Other comprehensive income/(loss)                            
Items not to be reclassified to profit or loss in subsequent periods (net of taxes)                            
Remeasurement loss on defined benefit plan   28     (951 )     (1,446 )     (17 )
                             
Items that are or may be reclassified subsequently to profit or loss (net of taxes)                            
Foreign currency translation differences (loss)/gain         -       -       -  
Other comprehensive loss for the period, net of tax         (951 )     (1,446 )     (17 )
Total comprehensive income for the period, net of tax         42,530       81,875       977  
                             
Earnings per share   15                        
Basic         9.08       17.40       0.21  
Diluted         9.08       17.40       0.21  
                             
Weighted average number of shares                            
Basic         47,87,650       47,87,650       47,87,650  
Diluted         47,87,650       47,87,650       47,87,650  

 

The accompanying notes are an integral part of the Special Purpose Financial Statements.

 

4

 

Globe All India Services Limited

Special Purpose Statement of cash flows for year ended March 31, 2024

(Amount in thousands, except per share data and number of shares)

 

    March 31,     March 31,  
    2023     2024  
    INR     INR     USD  
Cash flows from operating activities:                        
Profit before tax     66,132       1,12,981       1,355  
Adjustments to reconcile loss before tax to net cash flows:                        
Depreciation and amortization     2,872       3,559       43  
Interest income     (2,159 )     (3,333 )     (40 )
Interest costs     49,845       69,300       832  
Lease Rent Paid     318       292       (3 )
Trade and other receivables provision / written-off     70,384       10       -  
Working capital changes:                        
Increase in trade and other receivables     (3,23,421 )     (3,11,710 )     (3,740 )
Decrease in inventories     214       62       1  
(Decrease) / Increase in trade and other payables     (22,203 )     1,56,011       1,872  
Decrease in Lease liabilities     (279 )     (279 )     (3 )
Increase in Employee benefits     1,745       4,483       54  
Direct taxes Paid     (8,327 )     (13,824 )     (167 )
                 
Net cash (used in)/ from operating activities     (1,64,879 )     17,552       204  
Cash flows from investing activities:                        
Purchase of property, plant and equipment     (5,916 )     (4,028 )     (48 )
Investment in term deposits     (3,427 )     -       -  
Proceeds from term deposits     -       12,251       147  
Interest received     2,159       3,333       40  
Net cash (used in)/ from investing activities     (7,184 )     11,556       139  
Cash flows from financing activities:                        
Proceeds of borrowings     3,85,262       2,58,122       3,097  
Repayment of borrowings     (1,68,606 )     (2,12,288 )     (2,547 )
Payment of Lease Liability     (318 )     (279 )     3  
Payment of Bank Charges     (4,667 )     (8,315 )     (100 )
Interest paid on borrowings     (45,139 )     (60,973 )     (732 )
Interest paid on lease liability     (38 )     (13 )     -  
                 
Net cash from/ (used in) financing activities     1,66,494       (23,746 )     (279 )
Net (decrease)/increase in cash and cash equivalents     (5,569 )     5,362       64  
Cash and cash equivalents at the beginning of the year     7,053       1,484       18  
Closing cash and cash equivalents at the end of the year     1,484       6,846       82  
Components of cash and cash equivalents:                        
Cash on hand     1,069       599       7  
Balances with banks     -               -  
On current account     415       6,247       75  
Total cash and cash equivalents     1,484       6,846       82  

 

Changes in liabilities arising from financing activities

 

Particulars   As at
1st April 2023
    Cash Flow     Other Changes     As at
March 31, 2024
 
Non current borrowings     66,647       1,96,210       -       2,62,857  
Current Borrowings     4,32,301       (1,50,375 )           -       2,81,926  
Total liabilities from financing activities     4,98,948       45,835       -       5,44,783  

 

Particulars   As at
1st April 2022
    Cash Flow     Other Changes     As at
March 31, 2023
 
Non current borrowings     96,187       (29,540 )     -       66,647  
Current Borrowings     1,86,104       2,46,197            -       4,32,301  
Total liabilities from financing activities     2,82,291       2,16,657       -       4,98,948  

 

5

 

Globe All India Services Limited

Special Purpose Statement of Changes in Equity for the year ended March 31, 2024

(Amount in INR thousands, except per share data and number of shares)

 

    Attributable to shareholders of the Company  
    Equity share capital
(Note 27)
    Equity share premium
(Note 27)
    Accumulated deficit     Total  
Balance as at April 1, 2022     47,877       1,46,885       (1,30,986 )     63,776  
Effect of adoption of new accounting standards     -       -       -       -  
Balance as at April 1, 2022     47,877       1,46,885       (1,30,986 )     63,776  
Profit for the period     -       -       43,481       43,481  
Other comprehensive loss                                
Foreign currency translation differences loss     -       -       -       -  
Remeasurement loss on defined benefit plan                     (951 )     (951 )
Total other comprehensive loss     -       -       (951 )     (951 )
Total comprehensive income     -       -       42,530       42,530  
Balance as at March 31, 2023     47,877       1,46,885       (88,456 )     1,06,306  
Profit for the period     -       -       83,321       83,321  
Other comprehensive loss                                
Foreign currency translation differences loss     -       -       -       -  
Remeasurement loss on defined benefit plan     -       -       (1,446 )     (1,446 )
Total other comprehensive loss     -       -       (1,446 )     (1,446 )
Total comprehensive income     -       -       81,875       81,875  
Balance as at March 31, 2024     47,877       1,46,885       (6,581 )     1,88,181  

 

The accompanying notes are an integral part of the Special Purpose Financial Statements.

 

6

 

Globe All India Services Limited

Notes to the special purpose financial statements for the period ended March 31, 2024

(Amount in thousands, except per share data and number of shares)

 

1 Overview

 

GLOBE ALL INDIA SERVICES LIMITED (“the Company”) is an Unlisted Public Limited company domiciled in India and incorporated under the provisions of the Companies Act, 1956 having its registered office at Ramkrishna Chambers, 72 Shakespeare Sarani, Kolkata – 700 017. The company is engaged in the corporate travel business since 1994 and has been one of the top-notch Travel Management Company. The wide national presence in all major cities also became a major USP of Globe wherein corporate clients enjoy seamless service delivery with local expertise and in personalized manner.

 

The special purpose financial statements (hereinafter the “Special Purpose Financial Statements” or “Financial Statements”) of the Company for the year ended March 31, 2024 were approved for issue in accordance with the resolution of the Board of Directors on July 30, 2025.

 

1A New Accounting Standards and Interpretations Issued Effective from April 1, 2023

 

The Company applied for the first-time certain standards and amendments, which are effective for annual periods beginning on or after April 1, 2023. The Company has not early adopted any other standard, interpretation or amendment that has been issued but is not yet effective.

 

Disclosure of Accounting Policies – Amendments to IAS 1 and IFRS Practice Statement 2

 

In February 2021, the IASB issued amendments to IAS 1 and IFRS Practice Statement 2, “Making Materiality Judgments”. The amendments provide guidance and examples to help entities apply materiality judgments to accounting policy disclosures. The amendments aim to help entities provide accounting policy disclosures that are more useful by replacing the requirement for entities to disclose their ‘significant’ accounting policies with a requirement to disclose their ‘material’ accounting policies and adding guidance on how entities apply the concept of materiality in making decisions about accounting policy disclosures.

 

The Company adopted the amendments to IAS 1 effective as of April 1, 2023. The amendments did not result in any changes in the accounting policies themselves, nor they had any impact on recognition, measurement or presentation of any items in these financial statements. However, they impacted the accounting policy information disclosed in note 2 of these financial statements.

 

Definition of Accounting Estimates - Amendments to IAS 8

 

In February 2021, the IASB issued amendments to IAS 8 “Accounting Policies, Changes in Accounting Estimates and Errors”, in which it introduced a new definition of ‘accounting estimates’. The amendments to IAS 8 clarify the distinction between changes in accounting estimates, changes in accounting policies and the correction of errors. They also clarify how entities use measurement techniques and inputs to develop accounting estimates.

 

These amendments had no impact in these financial statements.

 

Deferred Tax related to Assets and Liabilities arising from a Single Transaction – Amendments to IAS 12

 

In May 2021, the IASB issued amendments to IAS 12 “Income Taxes”, which narrowed the scope of the initial recognition exception under IAS 12, so that it no longer applies to transactions that give rise to equal taxable and deductible temporary differences such as leases and decommissioning liabilities.

 

These amendments had no impact in these financial statements.

 

7

 

International Tax Reform—Pillar Two Model Rules – Amendments to IAS 12

 

In May 2023, the IASB issued “International Tax Reform—Pillar Two Model Rules (Amendments to IAS 12)”, which amended IAS 12, “Income Taxes” to include affects arising from tax law enacted or substantively enacted to implement the Pillar Two model rules published by the Organization for Economic Cooperation and Development (“OECD”). The amendments give companies temporary relief from accounting for deferred tax impacts arising from the OECD international tax reform.

 

The amendments to IAS 12 introduced include:

 

● A mandatory temporary exception to the recognition and disclosure of deferred tax impacts arising from the jurisdictional implementation of the Pillar Two model rules; and
● Disclosure requirements for affected entities to help users of the financial statements better understand an entity’s exposure to Pillar Two income taxes arising from that legislation.

 

The mandatory temporary exception – the use of which is required to be disclosed – applies immediately. The remaining disclosure requirements apply for annual reporting periods beginning on or after January 1, 2023.

 

These amendments had no impact in these financial statements.

 

1B Basis of Preparation

 

The Company was subsidiary of Ramkrishna Forgings Limited upto September 10, 2024, w.e.f September 11, 2024, the Company became subsidiary of Yatra Online Limited (“Yatra”). Subsequent to the acquisition by Yatra, the Company is required to file Form 6-K with U.S Securities and Exchange Commission. Accordingly, the Company has prepared this special purpose financial statements in accordance with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB) for filing of Form 6-K.

 

For all periods up to and including the year ended March 31, 2024, the Company has prepared its financial statements in accordance with Indian Accounting Standards (IND AS) notified under Section 133 of the Companies Act, 2013 (the “Act”). These special purpose financial statements for the year ended March 31, 2024 are the first financial statements the Company which has prepared in accordance with IFRS. Refer to Note 41 and 42 for information on how the Company adopted IFRS.

 

The financial statements have been prepared and presented on a going concern basis and under the historical cost convention on the accrual basis, except for certain financial instruments, defined benefit plans which is measured at fair value or amortised cost at the end of each reporting period.

 

Historical cost is generally based on the fair value of the consideration given in exchange for goods and services.

 

Fair value is the price that would be received on the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date under current market conditions

 

All assets and liabilities have been classified as current and non-current as per the Company’s normal operating cycle. Based on the nature of services rendered to customers and time elapsed between deployment of resources and the realisation in cash and cash equivalents of the consideration for such services rendered, the Company has considered an operating cycle of 12 months.

 

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

 

The Company determines materiality depending on the nature or magnitude of information, or both. Information is material if omitting, misstating or obscuring it could reasonably influence decisions made by the primary users, on the basis of those financial statements.

 

The financial statements have been presented in Indian Rupees (INR), which is the Company’s Functional and Reporting Currency.

 

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2 Significant accounting judgments, estimates and assumptions

 

The preparation of financial statements in conformity with the recognition and measurement principles of IFRS requires management of the Company to make estimates and judgements that affect the reported balances of assets and liabilities, disclosures of contingent liabilities as at the date of financial statements and the reported amounts of income and expenses for the periods presented. Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimates are revised and future periods are affected.

 

The Company uses the following critical accounting judgements, estimates and assumptions in preparation of its financial statements:

 

i. Employee Benefits - The Company’s post-employment benefits include defined benefits plan and defined contribution plans. The Company also provides other benefits in the form of deferred compensation and compensated absences.

 

Under the defined benefit retirement plan, the Company provides benefit in the form of Gratuity under the Payment of Gratuity Act 1972 (India). Under the plan, a lump sum payment is made to eligible employees at retirement or termination of employment based on respective employee’s salary and years of service with the Company.

 

For defined benefit retirement plans, the difference between the fair value of the plan assets and the present value of the plan liabilities is recognized as an asset or liability in the statement of financial position. Scheme liabilities are calculated using the projected unit credit method and applying the principal actuarial assumptions as at the date of statement of financial position. Plan assets are assets that are qualifying insurance policies.

 

All expenses, excluding remeasurements of the net defined benefit liability (asset), in respect of defined benefit plans are recognized in profit or loss as incurred. Remeasurement, comprising actuarial gains and losses and the return on the plan assets (excluding amounts included in net interest on the net defined benefit liability (asset)), are recognized immediately in the statement of financial position with a corresponding debit or credit to retained earnings through OCI (Other comprehensive income) in the period in which they occurred. The remeasurements are not re-classified to profit or loss in subsequent years.

 

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The Company’s contribution to defined contribution plans are recognized in profit or loss as and when the services are rendered by employees. The Company has no further obligations under these plans beyond its periodic contributions.

 

The employees of the Company are entitled to compensated absences. The employees can carry forward up to the specified portion of the unutilized accumulated compensated absences and utilize it in future periods or receive cash at retirement or termination of employment. The Company records an obligation for compensated absences in the period in which the employee renders the services that increases this entitlement. The Company measures the expected cost of compensated absences as the additional amount that the Company expects to pay as a result of the unused entitlement that has accumulated at the end of the reporting period. The Company recognizes accumulated compensated absences based on actuarial valuation. Any actuarial gains or losses are recognized in OCI (Other comprehensive income) in the period in which they arise. Non-accumulating compensated absences are recognized in the period in which the absences occur.

 

ii. Provision for income tax and deferred tax assets - The Company uses judgements based on the relevant rulings in the areas of allocation of revenue, costs, allowances, and disallowances which is exercised while determining the provision for income tax. Deferred income tax expense is calculated based on the differences between the carrying value of assets and liabilities for financial reporting purposes and their respective tax basis that are considered temporary in nature. Valuation of deferred tax assets is dependent on management’s assessment of future recoverability of the deferred benefit. Expected recoverability may result from expected taxable income in the future, planned transactions or planned tax optimizing measures. Economic conditions may change and lead to a different conclusion regarding recoverability.

 

iii. Fair Value Measurements - The Company applies valuation techniques to determine the fair value of financial instruments (where active market quotes are not available) and non-financial assets. This involves developing estimates and assumptions consistent with the market participants to price the instrument. The Company’s assumptions are based on observable data as far as possible, otherwise on the best information available. Estimated Fair values may vary from the actual prices that would be achieved in an arm’s length transaction at the reporting date.

 

iv. Provisions and contingent liabilities - The Company estimates the provisions that have present obligations as a result of past events and it is probable that outflow of resources will be required to settle the obligations. These provisions are reviewed at the end of each reporting period and are adjusted to reflect the current best estimates. The Company uses significant judgements to assess contingent liabilities.

 

v. Revenue Recognition - The Company receives incentives from Global Distribution System (“GDS”) providers and Airlines for achieving minimum performance thresholds of ticket segments sales over the term of the agreement. The Company does not have a right to payment until the ticket segment thresholds as agreed are met. The variable considerations (i.e. incentives) to be included in the transaction price is estimated at inception and adjusted at the end of each reporting period as additional information becomes available only to the extent that it is highly probable that a significant reversal in the amount of cumulative revenue recognised will not occur when the uncertainty associated with the variable consideration is subsequently resolved. For doing such assessment, management considers various assumptions which primarily includes the Company’s estimated air ticket sales growth rates and the impact of marketing initiatives on the Company’s ability to achieve sales targets set by the GDS providers and Airlines. These assumptions are forward looking and could be affected by future economic and market conditions.

 

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vi. Leases - The Company evaluates if an arrangement qualifies to be a lease as per the requirements of IFRS 16. Identification of a lease requires significant judgement. The Company uses significant judgement in assessing the lease term (including anticipated renewals) and the applicable discount rate. The Company determines the lease term as the non-cancellable period of a lease, together with both periods covered by an option to extend the lease if the Company is reasonably certain to exercise that option; and periods covered by an option to terminate the lease if the Company is reasonably certain not to exercise that option. In assessing whether the Company is reasonably certain to exercise an option to extend a lease, or not to exercise an option to terminate a lease, it considers all relevant facts and circumstances that create an economic incentive for the Company to exercise the option to extend the lease, or not to exercise the option to terminate the lease. The Company revises the lease term if there is a change in the non-cancellable period of a lease. The discount rate is generally based on the incremental borrowing rate specific to the lease being evaluated or for a portfolio of leases with similar characteristics.

 

vii. Useful lives of property, plant and equipment and intangible assets - Management reviews its estimate of the useful lives of depreciable/ amortisable assets at each reporting date, based on the expected utility of the assets. Uncertainties in these estimates relate to technical and economic obsolescence that may change the utility of IT equipment, software and other plant and equipment. This reassessment may result in change in depreciation expense in future periods.

 

viii. Recoverability of advances/receivables - At each Balance Sheet date, based on discussions with the respective counter-parties and internal assessment of their credit worthiness, the management assesses the recoverability of outstanding receivables and advances. Such assessment requires significant management judgment based on financial position of the counter-parties, market information and other relevant factors.

 

3 Material Accounting Policies

 

i. Property, plant and equipment- Property, plant and equipment is stated at acquisition cost net of accumulated depreciation and accumulated impairment losses, if any. Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Company and the cost of the item can be measured reliably. The cost of an item of property, plant and equipment comprises its purchase price, including import duties and non-refundable purchase taxes, after deducting trade discounts and rebates, any directly attributable cost of bringing the item to its working condition for its intended use and estimated costs of dismantling and removing the item and restoring the site on which it is located.

 

An item of property, plant and equipment and any significant part initially recognized is derecognized upon disposal or when no future economic benefits are expected from its use or disposal. Any gain or loss arising on de-recognition of the asset (calculated as the difference between the net disposal proceeds and the carrying amount of the asset) is included in profit or loss when the asset is derecognized.

 

Depreciation is calculated on straight line basis using the rates arrived at based on the estimated useful lives of the assets as follows:

 

Items of Property, Plant and Equipment   Useful life (Years)
Office Building   60
Furniture & fixtures   1-10
Vehicles   10
Office equipments   1-20
Computer   3-6
Air Conditioning Machines   10

 

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The useful lives, residual values and depreciation method of PPE are reviewed, and adjusted appropriately, at-least as at each reporting date so as to ensure that the method and period of depreciation are consistent with the expected pattern of economic benefits from these assets. The effects of any change in the estimated useful lives, residual values and / or depreciation method are accounted prospectively, and accordingly the depreciation is calculated over the PPE’s remaining revised useful life.

 

ii. Intangible assets- Intangible assets acquired are reported at cost less accumulated amortization and accumulated impairment losses, if any. The estimated useful life and amortization method are reviewed at the end of each annual reporting period, with the effect of any changes in estimate being accounted for on a prospective basis.

 

Intangible asset is amortized over their estimated useful life using straight line method which reflects the pattern in which the economic benefits are expected to be consumed, Computer Software having useful life of 5 years and Online Portal Website Development having useful life of 2-5 years.

 

iii. Financial Assets- All financial assets are recognised on trade date when the purchase of a financial asset is under a contract whose term requires delivery of the financial asset within the timeframe established by the market concerned. Financial assets are initially measured at fair value, plus transaction costs, except for those financial assets which are classified at fair value through profit or loss (FVTPL) at inception. All recognised financial assets are subsequently measured in their entirety at either amortised cost or fair value.

 

The Company derecognises a financial asset only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another entity.

 

The Company assesses at each date of balance sheet whether a financial asset or a group of financial assets is impaired. IFRS 9 requires expected credit losses to be measured through a loss allowance.

 

Classification of financial assets

 

Financial assets are classified as ‘equity instrument’ if it is a non-derivative and meets the definition of ‘equity’ for the issuer (under IAS 32 Financial Instruments: Presentation). All other non-derivative financial assets are ‘debt instruments’.

 

Initial Recognition and Subsequent Recognition

 

a) Amortised Cost

 

Financial assets are subsequently measured at amortised cost using the effective interest method, if these financial assets are held within a business whose objective is to hold these assets in order to collect contractual cash flows and the contractual terms of the financial assets give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding. The Company may irrevocably elect at initial recognition to classify a debt instrument that meets the amortised cost criteria above as at FVTPL if that designation eliminates or significantly reduces an accounting mismatch had the financial asset been measured at amortised cost.

 

b) Fair value through other comprehensive income (FVTOCI)

 

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

 

c) Fair value through profit and loss (FVTPL)

 

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

 

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Derecognition

 

A financial asset (or, where applicable, a part of a financial asset or part of a Company of similar financial assets) is primarily derecognized (i.e., removed from the Company’s special purpose statement of financial position) when:

● The rights to receive cash flows from the asset have expired
Or
● The Company has transferred its rights to receive cash flows from the asset or has assumed an obligation to pay the received cash flows in full without material delay to a third party under a ‘pass-through’ arrangement; and either

 

(a) the Company has transferred substantially all the risks and rewards of the asset, or
(b) the Company has neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset.

 

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

 

Impairment of financial assets

 

The Company recognized an allowance for expected credit losses (ECLs) for all financial assets which are debts instruments and not held at fair value through profit or loss. ECLs are based on the difference between the contractual cash flows due in accordance with the contract and all the cash flows that the Company expects to receive, discounted at an approximation of the original effective interest rate. The expected cash flows will include cash flows from the sale of collateral held or other credit enhancements that are integral to the contractual terms.

 

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iv. Income Taxes- Income tax expense represents the sum of the tax currently payable and deferred tax.

 

Current tax

 

The tax currently payable is based on taxable profit for the year. The current income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the balance sheet date. Management periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulation is subject to interpretation. It establishes provisions where appropriate on the basis of amounts expected to be paid to the tax authorities using a weighted average probability.

 

Deferred tax

 

Deferred tax liabilities are generally recognised for all taxable temporary differences. Deferred tax assets are generally recognised for all deductible temporary differences to the extent that it is probable that taxable profits will be available against which those deductible temporary differences can be utilised. Such assets and liabilities are not recognised if the temporary difference arises from initial recognition of goodwill or from the initial recognition (other than in a business combination) of other assets and liabilities in a transaction that affects neither the taxable profit nor the accounting profit.

 

The measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in which the Company expects, at the reporting date, to recover or settle the carrying amount of its assets and liabilities.

 

Current and deferred tax for the period

 

Current and deferred tax are recognised in the statement of profit and loss, except when they relate to items that are recognised in other comprehensive income or directly in equity, in which case, the current and deferred tax are also recognised in other comprehensive income or directly in equity, respectively.

 

v. Trade and other receivables- Trade and other receivables are measured at their transaction price unless it contains a significant financing component in accordance with IFRS 15. Trade receivables are held with the objective of collecting the contractual cash flows and therefore are subsequently measured at amortised cost less loss allowance, if any.

 

The company uses a provision matrix to calculate ECLs for trade receivables. The provision matrix is initially based on the Company’s historical observed default rates. The company calibrates the matrix to adjust the historical credit loss experience with forward-looking information. At every reporting date, the historical observed default rates are updated and changes in the forward-looking estimates are analyzed.

 

vi. Cash and cash equivalents- The Company considers all highly liquid investments, which are readily convertible into known amounts of cash that are subject to an insignificant risk of change in value, to be cash equivalents. Cash and cash equivalents consist of balances with banks which are unrestricted for withdrawal and usage.

 

vii. Share capital- An equity instrument is any contract that evidences a residual interest in the assets of an entity after deducting all of its liabilities. Equity instruments issued by the Company are recognised at the proceeds received, net of direct issue costs.

 

viii. Share premium- Securities Premium is a sum equal to the aggregate amount of the premium received on issue of shares.

 

ix. Accumulated surplus/(deficit)- Amount represents accumulated profit and losses of the company as on reporting date. Such profits and losses are after adjustment of payment of dividend, transfer to any reserves as statutorily required.

 

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x. Financial Liabilities- Financial liabilities are recognised when the Company becomes a party to the contractual provisions of the instrument. Financial liabilities are initially measured at fair value. Transaction costs that are directly attributable to the acquisition of financial liabilities (other than financial liabilities at fair value through profit or loss) are deducted from the fair value measured on initial recognition of financial liability. They are measured at amortised cost using the effective interest method. The Company derecognises financial liabilities when, and only when, the Company’s obligations are discharged, cancelled, or have expired.

 

Subsequent measurement The measurement of financial liabilities depends on their classification. Gain or loss on Financial liabilities at fair value through profit or loss is routed through profit or loss. For Loans and borrowing, after initial recognition, interest-bearing loans and borrowings are subsequently measured at amortized cost using the EIR method. The EIR amortization is included as finance costs in profit or loss. This category applies to interest-bearing borrowings, trade and other payables.

 

xi. Employee benefits- A liability is recognised for benefits accruing to employees in respect of wages and salaries in the period the related service is rendered at the undiscounted amount of the benefits expected to be paid in exchange for that service.

 

Retirement benefit costs and termination benefits

 

Payments to defined contribution retirement benefit plans are recognised as an expense when employees have rendered service entitling them to the contributions. For defined benefit retirement plans, the cost of providing benefits is determined using the projected unit credit method, with actuarial valuations being carried out at the end of each annual reporting period. The present value of the defined benefit obligation is determined by discounting the estimated future cash outflows using market yields of government bonds having terms approximating to the terms of related obligation.

 

Other Long-term employee benefits

 

Liabilities recognised in respect of other long term employee benefits such as annual leave and sick leave are measured at the present value of the estimated future cash outflows expected to be made by the Company in respect of services provided by employees up to the reporting date. The expected costs of these benefits are accrued over the period of employment using the same accounting methodology as used for defined benefit retirement plans. Actuarial gains and losses arising from experience adjustments and changes in actuarial assumptions are charged or credited to the statement of profit and loss in the period in which they arise. These obligations are valued annually by independent qualified actuaries.

 

The obligations are presented as current liabilities in the balance sheet if the entity does not have an unconditional right to defer settlement for at least twelve months after the reporting period, regardless of when the actual settlement is expected to occur.

 

(a) Gratuity Plan

 

Funded scheme

 

The Company has a defined benefit gratuity plan for its employees (“Gratuity Scheme”). The gratuity plan is governed by the Payment of Gratuity Act, 1972. Under the Act, every employee who has completed five years of service is entitled to specific benefit. The level of benefits provided depends on the employee’s length of service and salary at retirement age. Every employee who has completed five years or more of service gets a gratuity on departure at 15 days salary (last drawn) for each completed year of service as per the provisions of the Payment of Gratuity Act, 1972. The scheme is funded with an insurance Group.

 

(b) Provident Fund:

 

In accordance with the law, all employees of the Company are entitled to receive benefits under the provident fund. The Company has a defined contribution plan. Under the defined contribution plan, provident fund is contributed to the government administered provident fund. The Company has no further contractual nor any constructive obligation, other than the contribution payable to the provident fund.

 

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xii. Trade and other payables- Trade payables represent liabilities for goods and services provided to the Company and are unpaid at the reporting period. The amounts are unsecured and usually paid within time limits as contracted. Trade and other payables are presented as current liabilities unless the payment is not due within 12 months after the reporting period. They are recognised initially at their transactional value which represents the fair value and subsequently measured at amortised cost using the effective interest method wherever applicable.

 

xiii. Rendering of services- The Company applied IFRS 15 in accordance with the modified retrospective transition method. IFRS 15 considers whether a contract contains more than one distinct good or service. This is particularly relevant in the context of the Company’s tours offerings. The Company assessed that it provides a significant integration service within a tour, which provides combined output to the customer. Under IFRS 15, the company has concluded that a tour constitutes the delivery of one distinct performance obligation which is recognised when services of the single performance obligation are transferred to the customer. This mean revenue and corresponding cost of sales is recognised over the period when a customer is on tour.

 

In case of sale of airline tickets, hotel bookings, sale of rail, bus tickets, visa and insurance, the company act as an agent in the transaction under IFRS 15, the company recognize revenue only for the commission on the arrangement, as the supplier is primarily responsible for providing the underlying travel services and the Company does not control the service provided by the supplier to the customer.

 

Incentives from airlines are recognized when the performance thresholds under the incentive schemes are achieved or are probable to be achieved at the end of periods.

 

Revenue from hotel reservation is recognized as an agent on a net commission earned basis. The performance obligation is satisfied on the date of hotel booking.

 

Revenue from packages are accounted for on a gross basis as the Company controls the services before such services are transferred to the traveler and is determined to be the primary obligor in the arrangement. The Company recognises revenue from such packages on the date of completion of outbound and inbound tours and packages. Cost of delivering such services includes cost of hotels, airlines and package services and is disclosed as service cost.

 

Other services primarily include the income from sale of rail and bus tickets, income from insurance and cashbacks. Revenue from the sale of rail, bus tickets and insurance is recognized as an agent on a net commission earned basis on the date of booking of ticket. We act as an agent; accordingly, we recognize revenue only for our commission on the arrangement. Cashbacks are recognised as per the terms of the agreements with respective bankers.

 

xiv. Financial instruments- Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, regardless of whether that price is directly observable or estimated using another valuation technique. In estimating the fair value of an asset or a liability, the Company takes into account the characteristics of the asset or liability if market participants would take those characteristics into account when pricing the asset or liability at the measurement date. Fair value for measurement and/or disclosure purposes in the financial statement is determined on such a basis, leasing transactions and measurements that have some similarities to fair value but are not fair value, such as net realisable value in Inventories or value in use in Impairment of Assets.

 

The estimated fair value of the Company’s financial instruments is based on market prices and valuation techniques. Valuations are made with the objective to include relevant factors that market participants would consider in setting a price, and to apply accepted economic and financial methodologies for the pricing of financial instruments. References for less active markets are carefully reviewed to establish relevant and comparable data.

 

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xv. Contingent Liabilities- 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 neither recognised nor disclosed in the financial statements.

 

xvi. Earning per share (EPS)- Basic earnings per share is computed by dividing profit or loss attributable to equity shareholders of the Company by the weighted average number of equity shares outstanding during the year. The Company did not have any potentially dilutive securities in any of the years presented.

 

xvii. Contract liabilities - A contract liability is the obligation to transfer services to a customer for which the Group has received consideration (or an amount of consideration is due) from the customer. If a customer pays consideration before the Group transfers services to the customer, a contract liability is recognized when the payment is made or the payment is due (whichever is earlier). Contract liabilities, disclosed as deferred revenue, are recognized as revenue when the Group performs under the contract.

 

4 Standards and interpretations issued but not effective

 

The new standards, interpretations and amendments to Standards that are issued to the extent relevant to the Company, but not yet effective, up to the date of issuance of the Company’s financial statements are disclosed below. The Company intends to adopt these Standards, if applicable, when they become effective.

 

Amendments to IAS 1, “Presentation of Financial Statements” regarding classification of liabilities as current or non- current

 

In January 2020 and October 2022, the IASB issued amendments to paragraphs 69 to 76 of IAS 1 to specify the requirements for classifying liabilities as current or non-current.

 

The amendments clarify;

 

● what is meant by a right to defer settlement;

● that a right to defer must exist at the end of the reporting period;

● that classification is unaffected by the likelihood that an entity will exercise its deferral right;

● that only if an embedded derivative in a convertible liability is itself an equity instrument would the terms of a liability not impact its classification; and

● Disclosures

 

The amendment also clarified that if an entity’s right to defer settlement of a liability is subject to the entity complying with the required covenants only at a date subsequent to the reporting period (“future covenants”), the entity has a right to defer settlement of the liability even if it does not comply with those covenants at the end of the reporting period. The amendments are effective for annual reporting periods beginning on or after 1 January 2024 and must be applied retrospectively.

 

The amendment does not have any material impact on the financial statements.

 

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IFRS 18, “Presentation and Disclosure in Financial Statements”

 

In April 2024, the IASB issued IFRS 18, “Presentation and Disclosure in Financial statements”, a comprehensive new accounting standard which replaces existing IAS 1, “Presentation of Financial Statements”, carrying forward many of the requirements in IAS 1 unchanged and complementing them with new requirements. New requirements of IFRS 18 include mandates to:

 

- present specified categories and defined subtotals in the statement of profit or loss and other comprehensive loss;

- provide disclosures on management-defined performance measures (MPMs) in the notes to the financial statements; and

- improve aggregation and disaggregation of information in the financial statements.

 

This standard is effective for annual reporting periods beginning on or after January 1, 2027. Earlier application is permitted, but will need to be disclosed. The Company is currently assessing the impact of adopting IFRS 18 on the financial statements.

 

Amendments to IFRS 9 and IFRS 7 for Classification and Measurement of financial instruments

 

On May 30, 2024, the IASB issued amendments to IFRS 9, “Financial Instruments”, and IFRS 7, “Financial Instruments: Disclosures”, relating to the classification and measurement of financial instruments, which:

 

● clarify a financial liability is derecognized on the ‘settlement date’ - i.e., when the related obligation is discharged or cancelled or expires or the liability otherwise qualifies for de recognition. They also introduce an accounting policy option to derecognize financial liabilities that are settled through an electronic payment system before the settlement date, if certain conditions are met;

 

● clarify how to assess the contractual cash flow characteristics of financial assets that include environmental, social and governance (“ESG”) linked features and other similar contingent features;

 

● clarify the treatment of non-recourse assets and contractually linked instruments; and

 

● require additional disclosures in IFRS 7 for financial assets and liabilities with contractual terms that reference a contingent event (including those that are ESG-linked), and equity instruments classified at fair value through other comprehensive income (FVTOCI).

 

The amendments are effective for annual periods starting on or after January 1, 2026. Early adoption is permitted, with an option to early adopt the amendments for contingent features only. The Company is currently assessing the impact of adopting IFRS 9 and IFRS 7 on these financial statements.

 

Amendments to IFRS 16, “Leases” regarding Lease Liability in a Sale and Leaseback

 

Lease Liability in a Sale and Leaseback -Amendments to IFRS 16 In September 2022, the IASB issued Amendments to IFRS 16, “Leases”, adding requirements on explaining the subsequent measurement of sale and leaseback transaction. These amendments will not change the accounting for leases other than those arising in a sale and leaseback transaction. These amendments are effective for annual reporting periods beginning on or after January 1, 2024.

 

The amendments does not have any material impact on the financial statements.

 

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Amendments to IAS 7 “Statement of Cash Flows and IFRS 7 Financial Instruments” - Disclosures - Supplier Finance Arrangements

 

In May 2023 the IASB issued Supplier Finance Arrangements (‘the 2023 Amendments’), which amended IAS 7 to require an entity to provide additional disclosures about its supplier finance arrangements. The disclosure requirements in the amendments enhance the current requirements and are intended to assist users of financial statements in understanding the effects of supplier finance arrangements on an entity’s liabilities, cash flows and exposure to liquidity risk. The amendments will be effective for annual reporting periods beginning on or after 1 January 2024.

 

The amendments does not have any material impact on the financial statements.

 

Amendment to IAS 21 “The Effects of Changes in Foreign Exchange Rates”

 

On August 15, 2023, IASB has issued amendments to IAS 21, “Lack of Exchangeability” that will require companies to provide more useful information in their financial statements when a currency cannot be exchanged into another currency. These amendments specify when a currency is exchangeable into another currency and when it is not and specify how an entity determines the exchange rate to apply when a currency is not exchangeable. The effective date for adoption of this amendment is annual periods beginning on or after January 1, 2025.

 

The amendments does not have any material impact on the financial statements, although early adoption is permitted.

 

5 Segment information

 

For management purposes, the Company is organized into lines of business (LOBs) based on its products and services and has three reportable segments as mentioned below. The LOBs offer different products and services, and are managed separately because the nature of products and/ or methods used to distribute the services are different. For each of these LOBs, the CODM reviews internal management reports for making decisions related to performance evaluation and resource allocation. The CODM uses Gross Margin, to assess segment profitability and in deciding how to allocate resources and in assessing performance. The Gross Margin is arrived at by reducing service costs, from the ‘Revenue as per IFRS - Rendering of services.’

 

The following summary describes the operations in each of the Company’s reportable segments:

 

1. Air Ticketing: Through internet, mobile based platform and call-centers, the Company provides the facility to book and service international and domestic air tickets to ultimate customers through B2C (Business to Consumer), Business to Enterprise (B2E) and B2B (Business to Business) channels.

 

2. Hotels and Packages: Through an internet and mobile based platform and call-centers, the Company provides holiday packages and hotel reservations. For internal reporting purpose, the revenue related to Airline Ticketing issued as a component of Company developed holiday package is assigned to Hotel and Package segment and is recorded on a gross basis. The hotel reservations form integral part of the holiday packages and, accordingly, is treated as one reportable segment due to similarities in the nature of services.

 

3. Other services primarily include the income from Meeting, Incentives, Conferences, & Exhibitions (“MICE”) sale of rail and bus tickets and miscellaneous income. The Other services do not meet any of the quantitative thresholds to be a reportable segment for any of the periods presented in these financial statements. However, management has considered this as the reportable segment and disclosed it separately, since the management believes that information about the segment would be useful to users of the financial statements.

 

19

 

Information about Reportable Segments:

 

    Reportable segments              
    Air Ticketing     Hotels and Packages     MICE & Other Services     Total  
    March 31     March 31     March 31     March 31  
Particulars   2023     2024     2023     2024     2023     2024     2023     2024  
Revenue as per IFRS - Rendering of services     1,89,362       2,50,546       15,45,399       22,08,504       4,14,180       63,414       21,48,941       25,22,464  
Service cost     -       -       14,04,979       20,31,455       3,48,892       1,129       17,53,871       20,32,584  
Gross margin     1,89,362       2,50,546       1,40,420       1,77,049       65,288       62,285       3,95,070       4,89,880  
                                                                 
Other income                                                     3,049       5,143  
Personnel expenses                                                     (1,32,737 )     (1,95,511 )
Marketing and sales promotion expenses                                                     (5,344 )     (8,330 )
Other operating expenses                                                     (1,43,348 )     (1,08,675 )
Depreciation and amortization                                                     (2,872 )     (3,559 )
Finance cost                                                     (49,845 )     (69,300 )
Finance income                                                     2,159       3,333  
Profit before taxes                                                     66,132       1,12,982  
Tax expense                                                     (22,651 )     (29,660 )
Profit for the year                                                     43,481       83,321  

 

Assets and liabilities are not identified to any reportable segments, since the Company uses them interchangeably across segments and, consequently, the Management believes that it is not practicable to provide segment disclosures relating to total assets and liabilities.

 

Reconciliation of Reportable Segments Revenue to the Company’s Total Revenue:

 

Particulars   March 31  
    2023     2024  
Revenue as per IFRS - Rendering of services     21,48,941       25,22,464  
Total Revenue     21,48,941       25,22,464  

 

Geographical Information:

 

Given that Company’s products and services are available to customers primarily in India, consequently, geographical location of customers is India.

 

Non-current assets are disclosed based on respective physical location of the assets

 

    Non current assets*  
  March 31  
    2023     2024  
India     28,412       28,870  
Others     -       -  
Total     28,412       28,870  

 

* Non-current assets presented above represent property, plant and equipment, right-of-use assets and intangible assets.

 

20

 

Major Customers:

 

Following customer account for more than 10% or more of the Company’s revenues for the period ending March 31, 2023 and March 31, 2024:

 

Name of Customer   March 31  
    2023     2024  
Ultratech Cement Limited     3,76,312       6,31,633  
      3,76,312       6,31,633  

 

6 Fair value measurement

 

Set out below is a comparison by class of the carrying amounts and fair value of the Company’s financial instruments that are carried in the financial statements.

 

Fair values

 

The management assessed that the fair values of trade receivables, cash and cash equivalent, term deposits, trade payables, borrowings and other liabilities approximates their carrying amounts largely due to the short-term maturities of these instruments.

 

    Carrying value     Fair value  
    As at March 31,     As at March 31,     As at March 31,     As at March 31,  
    2023     2024     2023     2024  
Financial assets                                
Assets carried at amortized cost                                
Trade and other receivables     7,67,124       9,15,783       7,67,124       9,15,783  
Cash and cash equivalents     1,484       6,846       1,484       6,846  
Term deposits     12,472       221       12,472       221  
Other financial assets     7,008       6,791       7,008       6,791  
Total     7,88,088       9,29,641       7,88,088       9,29,641  
Financial liabilities                                
Liabilities carried at amortized cost                                
Trade and other payables     2,69,706       3,95,360       2,69,706       3,95,360  
Borrowings     4,98,948       5,44,783       4,98,948       5,44,783  
Lease Liabilities     278       -       278       -  
Other liabilities     18,444       21,926       18,444       21,926  
Total     7,87,376       9,62,069       7,87,376       9,62,069  

 

Fair value hierarchy

 

The table below analysis financial instruments carried at fair value, by valuation method. The different levels have been defined as follows:

 

● Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities.

 

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

 

● Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs).

 

21

 

          March 31, 2023  
    Level 1     Level 2     Level 3     Total  
Assets carried at amortized cost and for which fair value is disclosed                                
Term deposits     -       12,472       -       12,472  
Other financial assets     -       7,008       -       7,008  
Total assets     -       19,480       -       19,480  
                                 
Liabilities carried at amortized cost and for which fair value is disclosed                                
Borrowings     -       4,98,948       -       4,98,948  
Lease Liabilities     -       278       -       278  
Total Liabilities     -       4,99,226       -       4,99,226  

 

          March 31, 2024  
    Level 1     Level 2     Level 3     Total  
Assets carried at amortized cost and for which fair value is disclosed                                
Term deposits     -       221       -       221  
Other financial assets     -       6,791       -       6,791  
Total assets     -       7,012       -       7,012  
                                 
Liabilities carried at amortized cost and for which fair value is disclosed                                
Borrowings     -       5,44,783       -       5,44,783  
Lease Liabilities     -       -       -       -  
Total Liabilities     -       5,44,783       -       5,44,783  

 

There were no transfers between Level 1, Level 2 and Level 3 during the year.

 

Valuation Techniques and significant unobservable inputs

 

The following tables show the valuation techniques used in measuring fair values at March 31, 2023 and March 31, 2024 as well as the significant unobservable inputs used.

 

Type   Valuation technique   Significant unobservable inputs   Inter-relationship between significant unobservable inputs and fair value measurement
Financial Instruments for which fair value is disclosed:    
Borrowings   Discounted cash flows   Prevailing interest rate in market, future payouts.   -
Term deposits   Discounted cash flows   Prevailing interest rate to discount future cash flows   -
Other financial assets   Discounted cash flows   Prevailing interest rate to discount future cash flows   -
Lease Liabilities   Discounted cash flows   Prevailing interest rate to discount future cash flows   -
Other liabilities   Discounted cash flows   Prevailing interest rate to discount future cash flows   -

 

22

 

7 Rendering of services

 

7.1 Disaggregation of revenue

 

In the following tables, revenue is disaggregated by product type

 

Revenue by Product types

 

    March 31,     March 31,  
    2023     2024  
Tours, Cargo and other services     19,25,212       22,21,167  
Commission & Incentives     2,23,729       3,01,297  
      21,48,941       25,22,464  

 

Contract liabilities

 

A contract liability is the obligation to transfer services to a customer for which the Group has received consideration (or an amount of consideration is due) from the customer.

 

Contract liabilities primarily relate to the consideration received from customers for travel bookings in advance of the Group’s performance obligations which is classified as “advance from customers”

 

    March 31,     March 31,  
    2023     2024  
Advances from Customers (refer Note 33)     64,020       85,495  
      64,020       85,495  

 

8 Other income

 

    March 31,     March 31,  
    2023     2024  
Gain on sale of property, plant and equipment (net)     -       89  
Miscellaneous income     3,049       5,054  
Total     3,049       5,143  

 

23

 

9 Personnel expenses

 

    March 31,     March 31,  
    2023     2024  
Salaries, wages and other short term employee benefits     1,14,135       1,68,107  
Contributions to defined contribution plans     6,967       9,373  
Expenses related to defined benefit plans (refer to Note 31)     1,594       2,488  
Employee welfare expenses     10,041       15,543  
Total     1,32,737       1,95,511  

 

10 Other operating expenses

 

    March 31,     March 31,  
    2023     2024  
Commission     23,535       28,926  
Communication     3,924       5,021  
Legal and professional fees     6,245       12,191  
Sundry Balances Written Off (Net)     70,382       10  
Duties and taxes     2,929       2,636  
Rent     8,529       11,324  
Repairs and maintenance     8,253       8,727  
Travelling and conveyance     5,875       7,108  
Insurance     2,191       4,682  
Miscellaneous expenses     11,485       28,050  
Total     1,43,348       1,08,675  

 

11 Depreciation and amortization

 

    March 31,     March 31,  
    2023     2024  
Depreciation     2,304       2,669  
Amortization     303       647  
Depreciation on right of use assets     265       243  
Total     2,872       3,559  

 

12 Finance income

 

    March 31,     March 31,  
    2023     2024  
Interest income on :                
- Bank deposits recognised at amortised cost     2,159       776  
- Others     -       2,557  
Total     2,159       3,333  

 

13 Finance cost

 

    March 31,     March 31,  
    2023     2024  
Bank charges     4,667       8,315  
Interest on borrowings recognised at amortised cost     40,780       47,322  
Interest on lease liabilities     39       13  
Others     4,359       13,650  
Total     49,845       69,300  

 

24

 

14 Income taxes

 

Profit for the year before income taxes are as follows:

 

    March 31,     March 31,  
    2023     2024  
Domestic     66,132       1,12,981  
Foreign operations     -       -  
Total     66,132       1,12,981  

 

The major components of income tax expense for the year ended March 31, 2024 are:

 

    March 31,     March 31,  
    2023     2024  
Current year     -       24,910  
Current income tax expenses     -       24,910  
                 
Origination and reversal of temporary differences     22,651       4,750  
Current year losses for which deferred tax is recognised     -       -  
Deferred tax (benefit)/ expense     22,651       4,750  
Total income tax expenses as reported in statement of profit or loss     22,651       29,660  

 

Reconciliation of tax expense and accounting profit multiplied by tax rate of jurisdiction in which the Company operates:

 

    March 31,     March 31,  
    2023     2024  
Profit for the year     43,481       83,321  
Income tax expense/(reversal)*     22,651       29,660  
Profit before income taxes     66,132       1,12,981  
Expected tax expense at statutory income tax rate#     18,398       28,435  
Non-deductible expenses     1,242       1,483  
Recognition of previously unrecognised temporary differences     -       -  
Utilization of previously unrecognised tax losses     (19,640 )     (5,008 )
Income Tax (write back)/charge in respect of earlier years     2,950       -  
Reversal of deferred tax assets recognised in earlier years     15,723       6,039  
Change in unrecognised temporary differences     3,611       (1,774 )
Effect of change in tax rate     -       -  
Others     367       485  
      22,651       29,660  

 

#The domicile of the Company is India wherein the applicable tax rate is 25.17%. (March 31, 2023 - 27.82%)

 

25

 

15 Earning per share

 

Basic earning per share amounts are calculated by dividing net profit for the year attributable to ordinary equity holders of the Company by the weighted average number of ordinary shares outstanding during the year.

 

Diluted earning per share amounts are calculated by dividing the net profit attributable to ordinary equity holders (after adjusting for loss attributable to convertible Swap shares of non controlling interest) by the weighted average number of ordinary shares outstanding during the year plus the weighted average number of ordinary shares that would be issued on conversion of all the dilutive potential ordinary shares into ordinary shares.

 

The following reflects the income and share data used in the basic earning per share computations:

 

    March 31,     March 31,  
    2023     2024  
Profit attributable to ordinary shareholders – Basic     43,481       83,321  
Weighted average number of ordinary shares outstanding used in computing basic earning per share     47,87,650       47,87,650  
Basic earning per share     9.08       17.40  

 

The following reflects the income and share data used in the diluted earning per share computations:

 

    March 31,     March 31,  
    2023     2024  
Profit attributable to ordinary shareholders-Dilutive     43,481       83,321  
Weighted average number of ordinary shares outstanding used in computing diluted earning per share     47,87,650       47,87,650  
Diluted earning per share     9.08       17.40  

 

26

 

16 Property, plant and equipment

 

    Office Building     Plant & machinery     Furniture and Fixtures     Vehicles     Office Equipment     Computer     Air Conditioning Machines     Total  
Gross block                                                                
At April 1, 2022     25,000       489       6,242       1,970       3,683       10,312       1,836       49,532  
Additions     -       -       276       -       673       3,463       31       4,443  
Disposals/adjustment     -       -       -       -       -       -       -       -  
Effects of movements in foreign exchange rates     -       -       -       -       -       -       -       -  
At March 31, 2023     25,000       489       6,518       1,970       4,356       13,775       1,867       53,975  
Additions     -       -       343       -       258       2,250       34       2,885  
Disposals/adjustment     -       -       52       -       -       -       -       52  
Effects of movements in foreign exchange rates     -       -       -       -       -       -       -       -  
At March 31, 2024     25,000       489       6,809       1,970       4,614       16,025       1,901       56,808  
                                                                 
Depreciation                                                                
At April 1, 2022     4,073       489       5,884       1,894       3,100       8,925       1,519       25,884  
Charge for the year     396       -       161       12       313       1,362       60       2,304  
Disposals/adjustment     -       -       -       -       -       -       -       -  
Effects of movements in foreign exchange rates     -       -       -       -       -       -       -       -  
At March 31, 2023     4,469       489       6,045       1,906       3,413       10,287       1,579       28,188  
Charge for the year     397       -       114       12       273       1,816       57       2,669  
Disposals/adjustment     -       -       40       -       -       -       -       40  
Effects of movements in foreign exchange rates     -       -       -       -       -       -       -       -  
At March 31, 2024     4,866       489       6,119       1,918       3,686       12,103       1,636       30,817  
                                                                 
Net block                                                                
At April 1, 2022     20,927       -       358       76       583       1,387       317       23,648  
At March 31, 2023     20,531       -       473       64       943       3,488       288       25,787  
At March 31, 2024     20,134       -       690       52       928       3,922       265       25,991  

 

The company has not revalued the Property Plant and Equipments during current and immediately preceding financial year

 

The Company has performed an assessment of its property plant and equipment for possible triggering events or circumstances for an indication of impairment and has concluded that there were no triggering events or circumstances that would indicate the property plant and equipment are impaired.

 

17 Right-of-use Assets

 

    March 31,     March 31,  
    2023     2024  
Right of use assets recognised     508       243  
Depreciation on above     265       243  
      243       -  

 

27

 

18 Intangible assets

 

    Computer Software     Online Portal Website Development     Total  
Gross block                        
At April 1, 2022     3,137       1,919       5,056  
Additions     185       1,289       1,474  
Disposals/adjustment     -       -       -  
Effects of movements in foreign exchange rates     -       -       -  
At March 31, 2023     3,322       3,208       6,530  
Additions     1,144       -       1,144  
Disposals/adjustment     -       -       -  
Effects of movements in foreign exchange rates     -       -       -  
At March 31, 2024     4,466       3,208       7,674  
                         
Amortization and Impairment                        
At April 1, 2022     2,022       1,823       3,845  
Charge for the year     296       7       303  
Disposals     -       -       -  
Effects of movements in foreign exchange rates     -       -       -  
At March 31, 2023     2,318       1,830       4,148  
Charge for the year     369       278       647  
Disposals     -       -       -  
Effects of movements in foreign exchange rates     -       -       -  
At March 31, 2024     2,687       2,108       4,795  
                         
 Net block                        
At April 1, 2022     1,115       96       1,211  
At March 31, 2023     1,004       1,378       2,382  
At March 31, 2024     1,779       1,100       2,879  

 

The Company has performed an assessment of its Intangible Assets and Online Portal Website Development for possible triggering events or circumstances for an indication of impairment and has concluded that there were no triggering events or circumstances that would indicate the Intangible Assets are impaired.

 

28

 

Globe All India Services Limited

Notes to the special purpose financial statements for the year ended March 31, 2024

(Amount in thousands, except per share data and number of shares)

 

19 Prepayments and other assets

 

    March 31,     March 31,  
    2023     2024  
Current            
Advance to vendors*     92,703       2,04,684  
Advance to airlines     24,801       65,339  
Balance with statutory authorities     6,173       16,628  
Prepaid expenses     5,136       6,004  
Due from employees     8,087       4,872  
Total     1,36,900       2,97,527  

 

*Provision made against advances: March 31, 2024 - Rs. Nil, March 31, 2023 - Rs. Nil

 

Non-current            
Prepaid expenses     314       2,945  
      314       2,945  

 

20 Other financial assets, Non-current

 

    March 31,     March 31,  
    2023     2024  
Security deposits*     3,591       2,928  
Others     -       446  
Total     3,591       3,374  

 

*Security deposit represents fair value at initial recognition of amount paid to landlord for the leased premises and earnest money deposit made for tender filing. Subsequently, such amounts are measured at amortised cost.

 

21 Deferred Tax

 

Unrecognised Deferred Tax Assets

 

Deferred tax assets have not been recognized in respect of the following items :

 

    March 31,     March 31,  
Particulars   2023     2024  
Deductible temporary differences     6,757       2,492  
Tax loss carry forward and unabsorbed depreciation     -       -  
Total     6,757       2,492  

 

Recognised Deferred Tax Assets and Liabilities

 

    March 31,     March 31,  
    2023     2024  
Deferred tax assets are attributable to the following -                
Employee benefits     1,860       4,166  
Minimum alternate tax recoverable     -       -  
Unutilise business losses     6,039       -  
Deferred tax asset     7,899       4,166  
OCI gratuity     -       -  
Total deferred tax asset (A)     7,899       4,166  
                 
Deferred tax liabilities are attributable to the following -                
Property, plant and equipment, intangible assets, and ROU assets     (1,142 )     (1,674 )
Total deferred tax liability (B)     (1,142 )     (1,674 )
Net deferred tax asset (A-B)     6,757       2,492  

 

29

 

22 Inventories

 

    March 31,     March 31,  
    2023     2024  
Finished Goods     62       -  
Total     62       -  

 

23 Trade and other receivables

 

    March 31,     March 31,  
    2023     2024  
Trade receivables (net of allowance)     7,53,189       9,10,687  
Receivable from related parties (refer note 40)     13,935       5,096  
Total     7,67,124       9,15,783  

 

A trade receivable is a right to consideration that is unconditional and receivable over passage of time. Trade receivables are non-interest bearing and are generally on terms of 30 to 90 days.

 

A trade receivable is a right to consideration that is unconditional upon passage of time. The trade receivables primarily consist of amounts receivable from airline’s, hotels, corporate’s and retail customers pertaining to the transaction value and are non-interest bearing. The Company’s exposure to credit risk is disclosed in Note 38.

 

24 Other financial assets, current

 

    March 31,     March 31,  
    2023     2024  
Security deposits     3,417       3,417  
Total     3,417       3,417  

 

*Security deposit represents current portion of fair value at initial recognition of amount paid to landlord for the leased premises and earnest money deposit made for tender filing. Subsequently, such amounts are measured at amortised cost.

 

25 Term deposits

 

    March 31,     March 31,  
    2023     2024  
Fixed deposits with banks     12,472       221  
Total     12,472       221  
Non-current     -       -  
Current     12,472       221  
Total     12,472       221  

 

Tenure for term deposits are less than one year. There are no term deposits under lien.

 

30

 

26 Cash and cash equivalents

 

    March 31,     March 31,  
    2023     2024  
Cash on hand     1,069       599  
Balances with bank     415       6,247  
Total     1,484       6,846  

 

27 Equity share capital and share premium

 

    March 31,     March 31,  
  2023     2024  
Authorized shares   Numbers of Shares     Numbers of Shares  
Ordinary shares of INR 10 each     50,00,000       50,00,000  
      50,00,000       50,00,000  

 

There is no change in the authorized share capital of the Company during the financial year ending March 31, 2024, March 31, 2023.

 

A reconciliation of the shares outstanding at the beginning and end of the year is presented below:

 

Ordinary shares

 

    Numbers of Shares     Share Capital     Share Premium  
Balance as at April 1, 2022     47,87,650       47,877       1,46,885  
Issue of ordinary shares     -       -       -  
Balance as at March 31, 2023     47,87,650       47,877       1,46,885  
Issue of ordinary shares     -       -       -  
Balance as at March 31, 2024     47,87,650       47,877       1,46,885  

 

The Company has following classes of shares outstanding as follows:

 

    Number of shares as at  
Class of shares   Nominal value   March 31, 2023     March 31, 2024  
Ordinary shares   INR 10     47,87,650       47,87,650  

 

Terms and Right attached to Ordinary Shares:-

 

The Company has one class of equity shares having a par value of ₹ 10/- per share. Each shareholder is eligible for one vote per share held. The dividend,if any, proposed by the Board of Director is subject to the approval of the shareholders in the ensuing Annual General meeting. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amount, in proportion to their shareholding.

 

31

 

28 Components of Other Comprehensive Loss

 

The following table summarizes the changes in the accumulated balance for each component of accumulated other comprehensive loss attributable to the Company.

 

    March 31,     March 31,  
    2023     2024  
Actuarial (loss)/ gain on defined benefit plan:                
Actuarial (loss)/ gain on obligation     (1,317 )     (1,932 )
Income tax expense     366       486  
Total     (951 )     (1,446 )

 

29 Borrowings

 

        March 31,     March 31,  
    Term   2023     2024  
Current                    
Secured                    
Cash Credit   Less than 1 year     1,00,941       153  
Working Capital Demand / Short Term Loans   Less than 1 year     3,31,360       2,40,170  
                     
Unsecured                    
Repayable on demand :                    
From Related Parties   Less than 1 year     -       41,603  
Total         4,32,301       2,81,926  
                     
Non-Current                    
Secured         -       -  
Working Capital Term Loan / GECL   More than 1 year     66,647       2,62,857  
Total         66,647       2,62,857  

 

                Carrying amount  
Particulars   Currency   Interest Rate   Year of Maturity   March 31,     March 31,  
                2023     2024  
Working Capital term Loan   INR   7.50 to 9.25   2024-2028     66,647       2,62,857  
Working Capital demand Loan   INR   9.25 to 9.95   On demand     3,31,360       2,40,170  
Cash Credit   INR   9.60 to 11.00   On demand     1,00,941       153  
Loan from related parties   INR   14.00   On demand     -       41,603  
                  4,98,948       5,44,783  

 

32

 

Cash Credit, Working Capital Demand Loans/ Short term Loans/ GECL from banks are secured by first pari-passu charge on current assets of the Company, both present and future, subject to prior charges in favour of banks created / to be created in respect of any existing / future financial assistance / accommodation which has been / may be obtained by the Company. It is further secured by the corporate guarantee of Riddhi Portfolio Private Limited.

 

Collateral Security :

 

Secured by equitable mortgage of free hold property at 8, Ho-Chi-Minh Sarani, Kolkata - 700071.

 

30 Lease Liabilities

 

    March 31,     March 31,  
    2023     2024  
Non-current              
Lease Liability     -       -  
      -       -  
Current                
Lease Liability                
      278       -  
      278       -  

 

31 Employment benefit plan

 

    March 31,     March 31,  
    2023     2024  
Defined benefit obligation     3,503       6,676  
Liability for compensated absences     4,967       8,209  
Total liability     8,470       14,885  

 

The Company’s gratuity scheme for its employees in India, is a defined benefit plan. Gratuity is paid as a lump sum amount to employees at retirement or termination of employment at an amount based on the respective employee’s eligible salary and the years of employment with the Company. The benefit plan is partially funded. The following table sets out the disclosure in respect of the defined benefit plan.

 

Movement in obligation

 

    March 31,     March 31,  
    2023     2024  
Present value of obligation at beginning of year     7,550       9,942  
Interest cost     551       746  
Current service cost     1,481       2,225  
Actuarial loss on obligation                
-economic assumptions     (221 )     435  
-demographic assumptions     -       -  
-experience assumptions     1,538       1,512  
Benefits paid     (957 )     (1,247 )
Present value of obligation at closing of year     9,942       13,613  

 

33

 

Movement in plan assets*

 

    March 31,     March 31,  
    2023     2024  
Fair value of plan assets at beginning of the year     6,439       6,937  
Employer contributions     -       -  
Benefits paid     -       -  
Earning on assets     483       250  
Actuarial (gain)/loss on plan assets     15       11  
Foreign currency adjustment     -       -  
Fair value of plan assets at end of the year     6,937       7,198  

 

*plan assets represents Funds managed by Insurer.

 

Funded liability

 

    March 31,     March 31,  
    2023     2024  
Current             -  
Non-current     3,503       6,676  
Unfunded liability recognized in statement of financial position     3,503       6,676  

 

Components of cost recognized in profit or loss

 

    March 31,     March 31,  
    2023     2024  
Current service cost     1,481       2,225  
Net interest cost     67       496  
      1,549       2,722  

 

Amount recognised in other comprehensive income

 

    March 31,     March 31,  
    2023     2024  
Actuarial loss/ (gain) on obligation*     1,317       1,932  

 

* Refer note 28 for the movement during the year.

 

The principal actuarial assumptions used for estimating the Company’s defined benefit obligations are set out below:

 

    March 31,     March 31,  
    2023     2024  
Discount rate     7.20 %     6.96 %
Future salary increase     5.00 %     5.00 %
Mortality table     IALM* (2012-14) Ultimate  
Withdrawal rate (%)     2.00 %     2.00 %

 

*Indian Assured Lives Mortality (2012-14) Ultimate represents published mortality table used for mortality assumption.

 

34

 

Sensitivity analysis

 

Reasonably possible changes at the reporting date to one of the relevant actuarial assumptions, holding other assumptions constant, would have affected the defined benefit obligation by the amounts shown below:

 

    March 31,     March 31,  
    2023     2024  
a) Impact of the change in discount rate                
a) Impact due to increase of 1.00%     8,886       12,198  
b) Impact due to decrease of 1.00%     11,182       15,274  
                 
b) Impact of the change in salary increase                
a) Impact due to increase of 1.00%     11,200       15,295  
b) Impact due to decrease of 1.00%     8,853       12,158  

 

The sensitivity analyses above have been determined based on a method that extrapolates the impact on the defined benefit obligation as a result of reasonable changes in key assumptions occurring at the end of the reporting period. These analysis are based on a change in a significant assumption, keeping all other assumptions constant and may not be representative of an actual change in the defined benefit obligation as it is unlikely that changes in assumptions would occur in isolation of one another.

 

The following payments are expected contributions to the defined benefit plan in future years:

 

    March 31,     March 31,  
    2023     2024  
Year 1     298       383  
Year 2-5     1,962       3,007  
Year 6-10     5,019       7,414  
Above 10     20,569       25,231  
Total expected payments     27,848       36,034  

 

CODE ON SOCIAL SECURITY, 2020

 

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 and the final rules/interpretation have not yet been issued. The Company will assess the impact of the Code when it comes into effect and will record any related impact in the period the Code becomes effective.

 

35

 

32 Trade and other payables

 

    March 31,     March 31,  
    2023     2024  
Trade payables     2,60,698       3,92,905  
Accrued expenses     9,008       2,455  
Total     2,69,706       3,95,360  
Current     2,69,706       3,95,360  
Non-current     -       -  
Total     2,69,706       3,95,360  

 

For explanations on the Group’s liquidity risk management processes, refer to Note 38    

 

33 Contract liabilities

 

    March 31,     March 31,  
    2023     2024  
Advances from Customers*     64,020       85,495  
      64,020       85,495  

 

* Advances from customers primarily consist of amounts for future bookings of Airline tickets, Hotel bookings, Packages and freight forwarding services.

 

34 Other financial liabilities

 

    March 31,     March 31,  
    2023     2024  
Current                
Due to employees     18,444       21,926  
Total     18,444       21,926  

 

35 Other current liabilities

 

    March 31,     March 31,  
    2023     2024  
Statutory liabilities     25,167       30,569  
Total     25,167       30,569  

 

36 Leases

 

The Company has lease contracts for buildings used in its operations. Leases of buildings generally have lease terms between 3 and 4 years. The Company’s obligations under its leases are secured by the lessor’s title to the leased assets. Generally, the Company is restricted from assigning and subleasing the leased assets. There are several lease contracts that include extension and termination options and variable lease payments. The Company also has certain leases of buildings with lease terms of 12 months or less. The Company applies the ‘short term leases’ recognition exemptions for these leases.

 

Set out below are the carrying amounts of right-of-use assets recognized and the movement during the year;

 

    Office Building     Total  
Balance as on April 1, 2022     508       508  
Additions     -       -  
Deletions     -       -  
Depreciation (Refer Note 11)     265       265  
Effects of movements in foreign exchange rates     -       -  
Balance as on March 31, 2023     243       243  
Additions     -       -  
Deletions     -       -  
Depreciation (Refer Note 11)     243       243  
Effects of movements in foreign exchange rates     -       -  
Balance as on March 31, 2024     (0 )     (0 )

 

36

 

The following are the amounts recognised in profit or loss:

 

    March 31,     March 31,  
    2023     2024  
Depreciation expense of right-of-use asset (Refer note 11)     265       243  
Interest expense on lease liabilities (Refer note 13)     39       13  
Expense relating to short-term leases (Refer note 10)     953       2,818  
      1,257       3,074  

 

Lease commitments are the future cash out flows from the lease contracts which are not recorded in the measurement of lease liabilities. These include potential future payments related to leases of low value assets and leases with term less than twelve months.

 

    March 31,     March 31,  
    2023     2024  
Less than one year     292       -  
One to five years     -       -  
More than five years     -       -  
      292       -  

 

Some property leases contain extension options exercisable by the Company from 11 months to 33 months after the end of the non-cancellable contract period. Where practicable, the Company seeks to include extension options in new leases to provide operational flexibility. The extension options held are exercisable only by the Company and not by the lessors. The Company assesses at lease commencement date whether it is reasonably certain to exercise the extension options. The Company reassesses whether it is reasonably certain to exercise the options if there is a significant event or significant changes in circumstances within its control.

 

37 Commitment and contingencies

 

  a) Lease commitments:

 

Lease commitments are the future cash out flows from the lease contracts which are not recorded in the measurement of lease liabilities. These include potential future payments related to leases of low value assets and leases with term less than twelve months.

 

    March 31,     March 31,  
Particulars   2023     2024  
Not Later than one year     8,529       11,324  

 

37

 

  b) Contingent liabilities

 

    March 31,     March 31,  
Particulars   2023     2024  
i. Show cause cum demand notice DRC_07 from Goods and Service Tax Department, Delhi, levying demand towards disallowance of ITC of cancelled dealer availed by the Company during the period from July 2017 to March, 2018. The company has filed an appeal against this and the same is pending for disposal before the Sales Tax Officer Class II, Delhi.     -       126  
ii. Show cause cum demand notices from Goods and Service Tax Department, Malkajgiri, Hyderabad, levying demand towards declaration of incorrect tax liability while filing GSTR-9 by the Company for the F.Y. 2019-20. The company has filed a reply against the SCN and the hearing is pending. The company will take further course of action, if required. The case is pending for disposal before the Assistant Commissioner ST, Hyderabad.     -       1,319  
iii. Show cause cum demand notices from Goods and Service Tax Department, Hyderabad, levying demand towards under declaration of taxes by the Company during the F.Y. 2018-19. The case has been disposed by the Authority on 30.04.2024 via Ref. No. ZD3604240831398 dated 30/04/2024.     -       483  
iv. Show cause cum demand notices from Goods and Service Tax Department, Chennai, levying demand towards taxes on services rendered by the company during the period from April, 2016 to June, 2017. The company is desirous of filing appeal against this to the Egmore Division, Chennai North Commissionerate.     -       3,618  
v. Bank Guarantee issued by ICICI Bank Ltd. on behalf of the company.     -       46,000  
vi. Bank Guarantee issued by IndusInd Bank Ltd. on behalf of the company.     -       1,21,666  

 

38 Financial risk management, objective and policies

 

The Company’s activities are exposed to variety of financial risk: credit risk, liquidity risk and foreign currency risk. The Company’s senior management oversees the management of these risks. The Company’s senior management ensures that the Company’s financial risk activities are governed by appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the Company’s policies and risk objectives. The Company reviews and agrees on policies for managing each of these risks which are summarized below:

 

The carrying amount of the financial assets represents the maximum credit exposure. The maximum exposure to credit risk at the reporting date was:

 

    March 31,     March 31,  
    2023     2024  
Trade and other receivables     7,67,124       9,15,783  
Other financial assets     7,008       6,791  
Cash and cash equivalents (except cash in hand)     415       6,247  
Total     7,74,547       9,28,821  

 

38

 

  a) 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 Company is exposed to credit risk from its operating activities (primarily trade receivables) including deposits with banks and financial institutions and other receivables and deposits, foreign exchange transactions and other financial instruments.

 

Trade receivables

 

Customer credit risk is managed by the Company’s established policy, procedures and control relating to customer credit risk management. Outstanding customer receivables are regularly monitored and reconciled. Based on historical trend, industry practice and the business environment in which the company operates, an impairment analysis is performed at each reporting date for trade receivables. Based on above, the company does not except any credit loss.

 

The movement in the allowance for doubtful debts in respect of trade and other receivables during the year was as follows:

 

    March 31,     March 31,  
    2023     2024  
Balance at the beginning of the year     22,500       -  
Provisions accrued during the year     -       -  
Amount written off during the year     (22,500 )     -  
Provision moved to allowance for doubtful other financial assets     -       -  
Effect of movement in Exchange rate     -       -  
Balance at the end of the year     -       -  

 

Allowances for doubtful debts mainly represent amounts due from airlines, hotels and customers. Based on historical experience, the Company believes that no impairment allowance is necessary, except for as disclosed in Note 23, in respect of trade receivables.

 

  b) 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 reasonable price. Prudent liquidity risk management implies maintaining sufficient cash and marketable securities and the availability of funding through an adequate amount of credit facilities to meet obligations when due. The Company’s treasury team is responsible for liquidity, funding as well as settlement management. In addition, processes and policies related to such risks are overseen by senior management. Management monitors the Company’s liquidity position through rolling forecasts on the basis of expected cash flows.

 

The following tables set forth Company’s financial liabilities based on expected and undiscounted amounts as at March 31, 2023 and 2024

 

As at March 31, 2023   Carrying Amount     Contractual Cash Flows*     Within 1 year     1 -5 Years     More than 5 years  
Borrowings     4,98,948       4,98,948       4,32,301       66,647       -  
Unsecured loan     -       -       -       -       -  
Trade and other payables     2,69,706       2,69,706       2,65,820       3,886       -  
Lease Liabilities     278       278       278       -       -  
Other financial liabilities     18,444       18,444       18,444       -       -  
Total     7,87,377       7,87,377       7,16,843       70,534       -  

 

As at March 31, 2024   Carrying Amount     Contractual Cash Flows *     Within 1 year     1 -5 Years     More than 5 years  
Borrowings     5,03,180       5,03,180       2,81,926       2,21,254       -  
Unsecured loan     41,603       41,603       41,603       -       -  
Trade and other payables     3,95,360       3,95,360       3,95,360       -       -  
Lease Liabilities     -       -       -       -       -  
Other financial liabilities     21,926       21,926       21,926       -       -  
Total     9,62,069       9,62,069       7,40,815       2,21,254       -  

 

*Represents Undiscounted cash flows of interest and principal

 

Based on the past performance and current expectations, the Company believes that the cash and cash equivalent and cash generated from operations will satisfy the working capital needs, funding of operational losses, capital expenditure, commitments and other liquidity requirements associated with its existing operations through at least the next 12 months. In addition, there are no transactions, arrangements and other relationships with any other person that are reasonably likely to materially affect or the availability of the requirement of capital resources.

 

  c) Foreign currency risk

 

Foreign currency Risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of the changes in foreign exchange rates. The company has no major exposure to foreign exchange risk.

 

The Company currently does not have any hedging agreements or similar arrangements with any counter-party to cover its exposure to any fluctuations in foreign exchange rates.

 

39

 

Globe All India Services Limited

Notes to the special purpose financial statements for the year ended March 31, 2024

(Amount in thousands, except per share data and number of shares)

 

39 Capital management

 

For the purpose of the Company’s capital management, capital includes issued capital, share premium and all other equity reserves attributable to the equity holders of the Company. The primary objective of the Company’s capital management is to ensure that it maintains a strong credit rating and healthy capital ratios in order to support its business and maximise the shareholder’s value.

 

In order to achieve this overall objective, the Company’s capital management, amongst other things, aims to ensure that it meets financial covenants attached to its interest-bearing loans and borrowings that form part of its capital structure requirements. Breaches in the financial covenants would permit the lender to immediately call interest-bearing loans and borrowings.

 

There have been no breaches of the financial covenants of any interest-bearing loans and borrowing in the current period.

 

The Company manages its capital structure and makes adjustments to it, in light of changes in economic conditions and the requirements of the financial covenants. To maintain or adjust the capital structure, the Company may adjust the dividend payment to shareholders, return capital to shareholders or issue new shares. No changes were made in the objectives, policies or processes during the year ended March 31, 2023 and March 31, 2024.

 

    March 31,     March 31,  
    2023     2024  
Borrowings (Note 29)     4,98,948       5,44,783  
Less :cash and cash equivalents (Note 26)     (1,484 )     (6,846 )
Net debt     4,97,464       5,37,937  
                 
Equity     1,06,306       1,88,181  
Total Equity     1,06,306       1,88,181  
                 
Gearing ratio (Net debt / total equity + net debt)     82.39 %     74.08 %

 

40 Related party disclosures

 

Related parties and nature of related party relationship where transactions have taken place.

 

Nature of relationship   Name of related party
     
Entities having significant influence   Yatra Online Limited (Parent Company w.e.f. September 11, 2024)
    Ramkrishna Forgings Limited (Parent Company Upto September 10, 2024)
     
Key Management Personnel   Mr. Dhruv Shringi (Co-founder, CEO and Director of Yatra Online Limited)
    Mr. Rohan Mittal (Chief Financial Officer of Yatra Online Limited)
    Mr. Kaushik Ghosh (Whole-time Director) (w.e.f. May 25, 2024)
    Mr. Anup Wadhwan (Additional Director w.e.f. September 11, 2024)
    Mr. Sabina Chopra (Additional Director w.e.f. September 11, 2024)
    Mr. Manish Amin (Additional Director w.e.f. September 11, 2024)
    Mr. Mahabir Prasad Jalan (Director upto January 9, 2024)
    Mr. Naresh Jalan (Director upto September 10, 2024)
    Mr. Chaitanya Jalan (Director upto September 10, 2024)
    Mrs. Radhika Jalan (Director upto September 10, 2024)
    Mr. Lalit Kumar Khetan (Director upto September 10, 2024)
    Mr. Vinay Agarwal (Chief Financial Officer upto June 24, 2024)
     
Group Companies of entities having significant influence   Travel.Co.In Private Limited (Wholly owned subsidiary of Yatra Online Limited)*
    TSI Yatra Private Limited (Wholly owned subsidiary of Yatra Online Limited)*
    Yatra Corporate Hotel Solutions Private Limited (Wholly owned subsidiary of Yatra Online Limited)*
    Yatra For Business Pvt. Ltd. (Wholly owned subsidiary of Yatra Online Limited)*
    Yatra Hotel Solutions Private Limited (Wholly owned subsidiary of Yatra Online Limited)*
    Yatra Online Freight Services Private Limited (Wholly owned subsidiary of Yatra Online Limited)*
    Yatra TG Stays Private Limited (Wholly owned subsidiary of Yatra Online Limited)*
    Adventure and Nature Network (P) Ltd (Subsidiary of Yatra Online Limited)*
    Yatra USA LLC (Fellow Subsidiary of Yatra Online Limited)*
    Riddhi Portfolio Pvt. Ltd. (upto September 10, 2024)
    ACIL Ltd. (upto September 10, 2024)
    JMT Auto Limited (upto September 10, 2024)
    Mal Metalliks Pvt Ltd (upto September 10, 2024)
    Multitech Auto Pvt Ltd (upto September 10, 2024)
    Ramkrishna Titagarh Rail Wheel Ltd. (upto September 10, 2024)
    Ramkrishna Aeronautics Private Limited (upto September 10, 2024)
    Ramkrishna Foundation (upto September 10, 2024)

 

*These parties became related parties subsequent to acquisition of Company by Yatra. They were not related parties during the year ended March 31, 2024. Accordingly, disclosure of transactions with these parties are not required in these financial statements.

 

40

 

During the period, the Company entered into the following transactions, in the ordinary course of business on an arm’s length basis, with related parties:

 

    March 31,  
    2023     2024  
Entities having significant influence                
Rendering of services     2,96,779       34,293  
Others     3,312       10,076  
                 
Group Companies of entities having significant influence                
Rendering of services     -       4,693  
Interest Expense     2,239       10,474  
Loan Taken     16,407       5,20,000  
Loan Repaid     1,59,407       4,86,000  
Interest Income     483       -  
Loan Given     87,000       -  
Loan Repaid     87,000       -  

 

    March 31,  
Balances as at (net of allowances)   2024  
Trade receivable     5,096  
Other financial liabilities     952  
         
Entities having significant influence        
Unsecured loan     34,000  
Interest accrued     7,603  

 

Compensation of key management personnel of the Company

 

    March 31,  
    2023     2024  
             
Short-term employee benefits     675       1,382  
Contributions to defined contribution plans     72       144  
Directors Sitting fee’s     -       -  
Directors Remuneration     833       8,298  
Share based payment     -       -  
Total compensation paid to key management personnel     1,580       9,824  

 

Provision for gratuity and compensated absences has not been considered, since the provisions are based on actuarial valuations for the Company’s as a whole.

 

The amount disclosed in the table are the amounts recognized as an expense during the reporting period related to key management personnel.

 

41

 

41 Effect of IFRS Adoption on the Balance Sheet as on March 31, 2023; March 31, 2024

 

        March 31, 2023     March 31, 2024  
    Notes   As per
Ind AS
    Effect of Transition to IFRS     As per
IFRS
    As per
Ind AS
    Effect of Transition to IFRS     As per
IFRS
 
Assets                                        
Non-current assets                                                    
Property, plant and equipment         25,787       -       25,787       25,991       -       25,991  
Right-of-use assets         243       -       243       -       -       -  
Intangible assets         2,382       -       2,382       2,879       -       2,879  
Prepayments and other assets         314       -       314       2,945       -       2,945  
Other financial assets         3,591       -       3,591       3,374       -       3,374  
Deferred tax assets         6,757       -       6,757       2,492       -       2,492  
Total non-current assets         39,074       -       39,074       37,681       -       37,681  
                                                     
Current assets                                                    
Inventories         62       -       62       -       -       -  
Trade and other receivables         7,67,124       -       7,67,124       9,15,783       -       9,15,783  
Prepayments and other assets         1,36,900       -       1,36,900       2,97,527       -       2,97,527  
Income tax recoverable         30,806       -       30,806       19,724       -       19,724  
Other current financial assets         3,417       -       3,417       3,417       -       3,417  
Term deposits         12,472       -       12,472       221       -       221  
Cash and cash equivalents         1,484       -       1,484       6,846       -       6,846  
Total current assets         9,52,265       -       9,52,265       12,43,518       -       12,43,518  
Total assets         9,91,339       -       9,91,339       12,81,199       -       12,81,199  
                                                     
Equity and liabilities                                                    
Equity                                                    
Share capital         47,877       -       47,877       47,877               47,877  
Share premium   41A     -       1,46,885       1,46,885       -       1,46,885       1,46,885  
Accumulated deficit   41A     58,429       (1,46,885 )     (88,456 )     1,40,304       (1,46,886 )     (6,581 )
Foreign currency translation reserve         -       -       -       -       -       -  
Total equity         1,06,306       -       1,06,306       1,88,181       -       1,88,181  
                                                     
Non-current liabilities                                                    
Borrowings         66,647       -       66,647       2,62,857       -       2,62,857  
Lease liabilities         -       -       -       -       -       -  
Employee benefits         8,470       -165       8,305       14,621       -       14,621  
Total non-current liabilities         75,117       -165       74,952       2,77,478       -       2,77,478  
                                                     
Current liabilities                                                    
Borrowings         4,32,301       -       4,32,301       2,81,926       -       2,81,926  
Trade and other payables   41A     2,60,698       9,008       2,69,706       3,92,905       2,455       3,95,360  
Employee benefits         -       165       165       264       -       264  
Other taxes payable         -       -       -       -       -       -  
Income taxes payable         -       -       -       -       -       -  
Contract liabilities         64,020       -       64,020       85,494       1       85,495  
Lease liabilities         278       -       278       -       -       -  
Other financial liabilities   41A     27,452       (9,008 )     18,444       24,381       (2,455 )     21,926  
Other current liabilities         25,167       -       25,167       30,569       -       30,569  
Total current liabilities         8,09,916       165       8,10,081       8,15,540       -       8,15,540  
Total liabilities         8,85,033       -       8,85,033       10,93,018       -       10,93,018  
Total equity and liabilities         9,91,339       -       9,91,339       12,81,199       -       12,81,199  

 

40A Notes to the reconciliation of the Balance Sheet as per local GAAP to IFRS

 

  a Share premium and accumulated deficit
     
    Share premium has been reclassified from accumulated deficit and disclosed separately.
     
  b Employee benefits
    Regrouping into current and non-current
     
  c Other financial liabilities and Trade and Other Payables
     
    Accrued expense of Rs.15,56,834 reclassified from Other Financial Liabilities to Trade and Other Payables

 

42

 

42 Effect of IFRS Adoption on the Statement of profit & loss for the year ending March 31, 2023 and March 31, 2024

 

        March 31, 2023     March 31, 2024  
    Notes   As per
Ind AS
    Effect of Transition to IFRS     As per
IFRS
    As per
Ind AS
    Effect of Transition to IFRS     As per
IFRS
 
Revenue                                                    
Rendering of services         21,42,650       6,291       21,48,941       25,03,381       19,083       25,22,464  
Other revenue         -       -       -       -       -       -  
Total revenue         21,42,650       6,291       21,48,941       25,03,381       19,083       25,22,464  
                                                     
Other income   42A     5,207       (2,158 )     3,049       8,476       (3,333 )     5,143  
          -                       -                  
Service cost         17,53,871       -       17,53,871       20,32,584       -       20,32,584  
Personnel expenses   42A     1,34,094       (1,357 )     1,32,737       1,93,811       1,700       1,95,511  
Marketing and sales promotion expenses   42A     -       5,344       5,344       -       8,330       8,330  
Other operating expenses   42A     1,45,710       (2,362 )     1,43,348       1,07,936       739       1,08,675  
Depreciation and amortization         2,872       -       2,872       3,559       -       3,559  
Results from operations         1,11,310       2,508       1,13,818       1,73,967       4,981       1,78,948  
                                                     
Finance income   42A     -       2,159       2,159       -       3,333       3,333  
Finance cost   42A     45,178       4,667       49,845       60,986       8,314       69,300  
Profit before exceptional items and taxes         66,132       -       66,132       1,12,981       -       1,12,981  
Exceptional items         -       -       -       -       -       -  
Profit before taxes         66,132       -       66,132       1,12,981       -       1,12,981  
Tax expense         (22,651 )     -       (22,651 )     (29,660 )     -       (29,660 )
Profit for the year         43,481       -       43,481       83,321       -       83,321  
                                                     
Other comprehensive income/(loss)                                                    
Items not to be reclassified to profit or loss in subsequent periods (net of taxes)                                                    
Remeasurement loss on defined benefit plan         (951 )     -       (951 )     (1,446 )     -       (1,446 )
                                                     
Items that are or may be reclassified subsequently to profit or loss (net of taxes)                                                    
Foreign currency translation differences (loss)/gain         -       -       -       -       -       -  
Other comprehensive income for the period, net of tax         (951 )     -       (951 )     (1,446 )     -       (1,446 )
Total comprehensive income for the period, net of tax         42,530       -       42,530       81,875       -       81,875  
                                                     
Earnings per share                                                    
Basic         9.08       -       9.08       17.40       -       17.40  
Diluted         9.08       -       9.08       17.40       -       17.40  
                          -                          
Weighted average number of shares                         -                          
Basic         47,87,650       -       47,87,650       47,87,650       -       47,87,650  
Diluted         47,87,650       -       47,87,650       47,87,650       -       47,87,650  

 

43

 

42A Notes to the reconciliation of total comprehensive income as per local GAAP to IFRS

 

  a Revenue
     
    Discount to agents has been reclassified to other expenses
     
  b Other income
     
    Interest on term deposits shown separately under finance income head to confirm compliance with IFRS reporting
     
  c Personnel expenses
     
   

1. Director remuneration of Rs.63,82,486 reclassified from other expense to personnel expenses

2. Employee Mediclaim Insurance of Rs.46,82,318 reclassified from personnel expense to other expense, to confirm compliance with IFRS reporting

     
  d Marketing and sales promotion expenses
     
    Business promotion expense of Rs.51,30,991 and Advertisement expense of Rs.2,13,068 reclassified from other expense to Marketing and sales promotion expense to confirm compliance with IFRS reporting
     
  e Other operating expenses
     
    As per the re-grouping defined in point a, b, c, d and g to confirm compliance with IFRS reporting
     
  f Finance income
     
    Interest on term deposits shown separately under finance income head to confirm compliance with IFRS reporting
     
  g Finance cost
     
    Bank charges of Rs.46,66,886 reclassified from other expenses to finance cost to confirm compliance with IFRS reporting

 

43 Events after the reporting period

 

There are no material adjusting events which are required to be given effect in the financial statements for the year ended March 31, 2024.

 

44

 

EX-99.2 4 ex99-2.htm EX-99.2

 

Exhibit 99.2

 

Globe All India Services Limited

Unaudited Special Purpose Interim Condensed Statement of financial position as at August 31, 2024

(Amount in thousands, except per share data and number of shares)

 

        March 31, 2024     August 31, 2024  
    Notes     INR     INR     USD  
Assets                                
Non-current assets                                
Property, plant and equipment     15       25,991       25,037       299  
Right-of-use assets     16       -       -       -  
Intangible assets     17       2,879       2,551       30  
Prepayments and other assets     18       2,945       2,462       29  
Other financial assets     19       3,374       3,462       41  
Income tax recoverable             -       27,801       332  
Deferred tax assets     20       2,492       3,048       36  
Total non-current assets             37,681       64,361       767  
                                 
Current assets                                
Inventories     21       -       -       -  
Trade and other receivables     22       9,15,783       8,62,562       10,289  
Prepayments and other assets     18       2,97,527       2,90,849       3,470  
Income tax recoverable             19,724       -       -  
Other current financial assets     23       3,417       3,417       41  
Term deposits     24       221       221       3  
Cash and cash equivalents     25       6,846       1,042       12  
Total current assets             12,43,518       11,58,091       13,815  
Total assets             12,81,199       12,22,452       14,582  
                                 
Equity and liabilities                                
Equity                                
Share capital     26       47,877       47,877       571  
Share premium     26       1,46,885       1,46,885       1,751  
Accumulated deficit             (6,581 )     23,634       282  
Foreign currency translation reserve             -       -       -  
Total equity             1,88,181       2,18,396       2,604  
                                 
Non-current liabilities                                
Borrowings     28       2,62,857       2,01,300       2,401  
Lease liabilities     29       -       -       -  
Employee benefits     30       14,621       17,894       213  
Total non-current liabilities             2,77,478       2,19,194       2,614  
                                 
Current liabilities                                
Borrowings     28       2,81,926       3,66,758       4,375  
Trade and other payables     31       3,95,360       2,58,682       3,086  
Employee benefits     30       264       264       3  
Income taxes payable             -       1,614       19  
Contract liabilities     32       85,495       73,564       878  
Lease liabilities     29       -       -       -  
Other financial liabilities     33       21,926       25,595       305  
Other current liabilities     34       30,569       58,385       698  
Total current liabilities             8,15,540       7,84,862       9,364  
Total liabilities             10,93,018       10,04,056       11,978  
Total equity and liabilities             12,81,199       12,22,452       14,582  

 

The accompanying notes are an integral part of the special purpose financial statements.

 

 

 

Globe All India Services Limited

Unaudited Special Purpose Interim Condensed Statement of profit or loss and other comprehensive loss for the period ended August 31, 2024

(Amount in thousands, except per share data and number of shares)

 

          Five Months ended August 31,    

Five Months ended

August 31,

 
    Notes     2023     2024  
          INR     INR     USD  
                         
Revenue                                
Rendering of services     7       10,65,523       8,86,129       10,571  
Total revenue             10,65,523       8,86,129       10,571  
                                 
Other income     8       1       2,482       30  
                                 
Service cost             8,51,441       6,88,421       8,212  
Personnel expenses     9       73,670       90,346       1,078  
Marketing and sales promotion expenses             1,952       2,467       29  
Other operating expenses     10       47,707       38,579       460  
Depreciation and amortization     11       1,397       1,315       16  
Results from operations             89,357       67,483       806  
                                 
Finance income     12       141       -       -  
Finance cost     13       25,412       26,744       319  
Profit before exceptional items and taxes             64,086       40,739       487  
Exceptional items             -       -       -  
Profit before taxes             64,086       40,739       487  
Tax expense             (16,841 )     (9,922 )     (118 )
Profit for the year             47,245       30,817       369  
                                 
Other comprehensive income/(loss)                                
Items not to be reclassified to profit or loss in subsequent periods (net of taxes)                                
Remeasurement loss on defined benefit plan     27       (246 )     (602 )     (7 )
                                 
Items that are or may be reclassified subsequently to profit or loss (net of taxes)                                
Foreign currency translation differences (loss)/gain             -       -       -  
Other comprehensive income for the period, net of tax             (246 )     (602 )     (7 )
Total comprehensive income for the period, net of tax             46,999       30,215       362  
                                 
Earnings per share     14                          
Basic             9.87       6.44       0.08  
Diluted             9.87       6.44       0.08  
                                 
Weighted average number of shares                                
Basic             47,87,650       47,87,650       47,87,650  
Diluted             47,87,650       47,87,650       47,87,650  

 

The accompanying notes are an integral part of the Special Purpose Financial Statements.

 

 

 

Globe All India Services Limited

Unaudited Special Purpose Interim Condensed Statement of cash flows for the period ended August 31, 2024

(Amount in thousands, except per share data and number of shares)

 

   

Year ended

March 31,

   

Five Months ended

August 31,

 
    2024     2024  
    INR     INR     USD  
Cash flows from operating activities:                        
Profit before tax     1,12,981       40,739       487  
Adjustments to reconcile loss before tax to net cash flows:                        
Depreciation and amortization     3,559       1,315       16  
Interest income     (3,333 )     -       -  
Interest costs     69,300       21,064       251  
Lease Rent Paid     292       -       -  
Trade and other receivables provision / written-off     10       80       1  
Working capital changes:                        
Decrease/ (increase) in trade and other receivables     (3,11,710 )     60,215       718  
Decrease in inventories     62       -       -  
Increase/ (decrease) in trade and other payables     1,56,011       (1,17,123 )     (1,399 )
Increase/ (Decrease) in Lease liabilities     (279 )     -       -  
Increase/ (Decrease) in Employee benefits     4,483       2,467       29  
Direct taxes (paid)/ refunds     (13,824 )     (16,739 )     (200 )
                         
Net cash used in operating activities     17,552       (7,982 )     (97 )
Cash flows from investing activities:                        
Purchase of property, plant and equipment     (4,028 )     (34 )     (0 )
Investment in term deposits     -       -       -  
Proceeds from term deposits     12,251       -       -  
Interest received     3,333       -       -  
Net cash from/(used in) investing activities     11,556       (34 )     (0 )
Cash flows from financing activities:                        
Proceeds of borrowings     2,58,122       84,093       1,003  
Repayment of borrowings     (2,12,288 )     (60,817 )     (725 )
Payment of Lease Liability     (279 )     -       -  
Payment of Bank Charges     (8,315 )     -       -  
Interest paid on borrowings     (60,973 )     (21,064 )     (251 )
Interest paid on lease liability     (13 )     -       -  
                         
Net cash from financing activities     (23,746 )     2,212       27  
Net increase/ (decrease) in cash and cash equivalents     5,362       (5,804 )     (70 )
Cash and cash equivalents at the beginning of the year     1,484       6,846       82  
Closing cash and cash equivalents at the end of the year     6,846       1,042       12  
Components of cash and cash equivalents:                        
Cash on hand     599       842       10  
Balances with banks                        
On current account     6,247       200       2  
Total cash and cash equivalents     6,846       1,042       12  

 

Changes in liabilities arising from financing activities

 

Particulars  

As at

1st April 2024

    Cash Flow     Other Changes    

As at

August 31, 2024

 
Non current borrowings     2,62,857       (61,557 )          -                    2,01,300  
Current Borrowings     2,81,926       84,832       -       3,66,758  
Total liabilities from financing activities     5,44,784       23,275       -       5,68,058  

 

Particulars  

As at

1st April 2023

    Cash Flow     Other Changes    

As at

March 31, 2024

 
Non current borrowings     66,647       1,96,210           -       2,62,857  
Current Borrowings     4,32,301       (1,50,375 )     -       2,81,926  
Total liabilities from financing activities     4,98,948       45,835       -       5,44,783  

 

 

 

Globe All India Services Limited

Unaudited Special Purpose Interim Condensed Statement of Changes in Equity for the period ended August 31, 2024

(Amount in INR thousands, except per share data and number of shares)

 

    Attributable to shareholders of the Company  
   

Equity share capital

(Note 26)

   

Equity share premium

(Note 26)

   

Accumulated deficit

    Foreign currency translation reserve     Total  
Balance as at March 31, 2023     47,877       1,46,885       (88,456 )     -       1,06,306  
Profit for the period     -       -       83,321       -       83,321  
Other comprehensive loss                                        
Foreign currency translation differences loss     -       -       -       -       -  
Remeasurement loss on defined benefit plan     -       -       (1,446 )     -       (1,446 )
Total other comprehensive loss     -       -       (1,446 )     -       (1,446 )
Total comprehensive loss     -       -       81,875       -       81,875  
Balance as at March 31, 2024     47,877       1,46,885       (6,581 )     -       1,88,181  
Profit for the period     -       -       30,817       -       30,817  
Other comprehensive loss                                        
Foreign currency translation differences loss     -       -               -       -  
Remeasurement loss on defined benefit plan     -       -       (602 )     -       (602 )
Total other comprehensive loss     -       -       (602 )     -       (602 )
Total comprehensive loss     -       -       30,215       -       30,215  
Balance as at August 31, 2024     47,877       1,46,885       23,634              -       2,18,396  

 

The accompanying notes are an integral part of the Special Purpose Financial Statements.

 

 

 

Globe All India Services Limited

Notes to the Unaudited special purpose interim condensed financial statements for the period ended August 31, 2024

(Amount in thousands, except per share data and number of shares)

 

1 Overview
   
 

GLOBE ALL INDIA SERVICES LIMITED (“the Company”) is an Unlisted Public Limited company domiciled in India and incorporated under the provisions of the Companies Act, 1956 having its registered office at Ramkrishna Chambers, 72 Shakespeare Sarani, Kolkata – 700 017. The company is engaged in the corporate travel business since 1994 and has been one of the top-notch Travel Management Company. The wide national presence in all major cities also became a major USP of Globe wherein corporate clients enjoy seamless service delivery with local expertise and in personalized manner.

 

The unaudited special purpose financial statements of the Company for the year ended August 31, 2024 were approved for issue in accordance with the resolution of the Board of Directors on July 30, 2025.

   
1A Basis of Preparation
   
 

The Company was subsidiary of Ramkrishna Forgings Limited upto September 10, 2024, w.e.f September 11, 2024, the Company became subsidary of Yatra Online Limited (“Yatra”). Subsequent to the acquisition by Yatra, the Company is required to file Form 6-K with U.S Securities and Exchange Commission. Accordingly, the Company has prepared this unaudited special purpose Interim condensed financial statements (hereinafter referred as Special Purpose Financial Statements or Financial Statements) in accordance with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB) for filing of Form 6-K.

 

These special purpose interim condensed financial statements are prepared in accordance with Recognition and Measurement Principles laid down under International Accounting Standards (IAS 34) “Interim Financial Reporting”. The interim report does not include all of the notes normally included in an special purpose annual financial statements of the Company. The accounting policies adopted are consistent with those of the previous financial year and corresponding interim reporting period.

   
  The Interim Condensed Statement of Profit and Loss including Other Comprehensive Income and the Interim Condensed Statement of Cash Flows for the corresponding period April 01, 2023 to August 31, 2023 presented in the Special Purpose Interim Condensed Financial Statements have been approved by the Company’s Board of Directors, but have not been subject to audit or review.
   
 

The financial statements have been prepared and presented on a going concern basis and under the historical cost convention on the accrual basis, except for certain financial instruments, defined benefit plans which is measured at fair value or amortised cost at the end of each reporting period

 

Historical cost is generally based on the fair value of the consideration given in exchange for goods and services.

 

Fair value is the price that would be received on the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date under current market conditions

 

All assets and liabilities have been classified as current and non-current as per the Company’s normal operating cycle. Based on the nature of services rendered to customers and time elapsed between deployment of resources and the realisation in cash and cash equivalents of the consideration for such services rendered, the Company has considered an operating cycle of 12 months.

 

 

 

 

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

 

The Company determines materiality depending on the nature or magnitude of information, or both. Information is material if omitting, misstating or obscuring it could reasonably influence decisions made by the primary users, on the basis of those financial statements.

 

The financial statements have been presented in Indian Rupees (INR), which is the Company’s Functional and Reporting Currency.

   
  The financial statements are stated in thousands of INR. However, solely for the convenience of the readers, the financial statement of financial position as at August 31, 2024, the statement of profit or loss and other comprehensive loss for the year ended August 31, 2024 and statement of cash flows for year ended August 31, 2024 were converted into USD at the exchange rate of 83.83 INR per USD, which is based on the noon buying rate as at August 31, 2024, in The City of New York for cable transfers of Indian rupees as certified for customs purposes by the Federal Reserve Bank of New York. This arithmetic conversion should not be construed as representation that the amounts expressed in INR may be converted into USD at that exchange rate as well as that such numbers are in compliance as per the requirements of IFRS. Such convenience translation is not subject to audit by the Company’s Independent Registered Public Accounting Firm.
   
2 Significant accounting judgments, estimates and assumptions
   
  The preparation of financial statements in conformity with the recognition and measurement principles of IFRS requires management of the Company to make estimates and judgements that affect the reported balances of assets and liabilities, disclosures of contingent liabilities as at the date of financial statements and the reported amounts of income and expenses for the periods presented. Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimates are revised and future periods are affected.
   
  The Company uses the following critical accounting judgements, estimates and assumptions in preparation of its financial statements:
   
 

i. Employee Benefits - The Company’s post-employment benefits include defined benefits plan and defined contribution plans. The Company also provides other benefits in the form of deferred compensation and compensated absences.

 

Under the defined benefit retirement plan, the Company provides benefit in the form of Gratuity under the Payment of Gratuity Act 1972 (India). Under the plan, a lump sum payment is made to eligible employees at retirement or termination of employment based on respective employee’s salary and years of service with the Company.

   
 

For defined benefit retirement plans, the difference between the fair value of the plan assets and the present value of the plan liabilities is recognized as an asset or liability in the statement of financial position. Scheme liabilities are calculated using the projected unit credit method and applying the principal actuarial assumptions as at the date of statement of financial position. Plan assets are assets that are qualifying insurance policies.

 

All expenses, excluding remeasurements of the net defined benefit liability (asset), in respect of defined benefit plans are recognized in profit or loss as incurred. Remeasurement, comprising actuarial gains and losses and the return on the plan assets (excluding amounts included in net interest on the net defined benefit liability (asset)), are recognized immediately in the statement of financial position with a corresponding debit or credit to retained earnings through OCI (Other comprehensive income) in the period in which they occurred. The remeasurements are not re-classified to profit or loss in subsequent years.

 

 

 

 

The Company’s contribution to defined contribution plans are recognized in profit or loss as and when the services are rendered by employees. The Company has no further obligations under these plans beyond its periodic contributions.

 

The employees of the Company are entitled to compensated absences. The employees can carry forward up to the specified portion of the unutilized accumulated compensated absences and utilize it in future periods or receive cash at retirement or termination of employment. The Company records an obligation for compensated absences in the period in which the employee renders the services that increases this entitlement. The Company measures the expected cost of compensated absences as the additional amount that the Company expects to pay as a result of the unused entitlement that has accumulated at the end of the reporting period. The Company recognizes accumulated compensated absences based on actuarial valuation. Any actuarial gains or losses are recognized in OCI (Other comprehensive income) in the period in which they arise. Non-accumulating compensated absences are recognized in the period in which the absences occur.

   
  ii. Provision for income tax and deferred tax assets - The Company uses judgements based on the relevant rulings in the areas of allocation of revenue, costs, allowances, and disallowances which is exercised while determining the provision for income tax. Deferred income tax expense is calculated based on the differences between the carrying value of assets and liabilities for financial reporting purposes and their respective tax basis that are considered temporary in nature. Valuation of deferred tax assets is dependent on management’s assessment of future recoverability of the deferred benefit. Expected recoverability may result from expected taxable income in the future, planned transactions or planned tax optimizing measures. Economic conditions may change and lead to a different conclusion regarding recoverability.
   
  iii. Fair Value Measurements - The Company applies valuation techniques to determine the fair value of financial instruments (where active market quotes are not available) and non-financial assets. This involves developing estimates and assumptions consistent with the market participants to price the instrument. The Company’s assumptions are based on observable data as far as possible, otherwise on the best information available. Estimated Fair values may vary from the actual prices that would be achieved in an arm’s length transaction at the reporting date.
   
  iv. Provisions and contingent liabilities - The Company estimates the provisions that have present obligations as a result of past events and it is probable that outflow of resources will be required to settle the obligations. These provisions are reviewed at the end of each reporting period and are adjusted to reflect the current best estimates. The Company uses significant judgements to assess contingent liabilities.
   
  v. Revenue Recognition - The Company receives incentives from Global Distribution System (“GDS”) providers and Airlines for achieving minimum performance thresholds of ticket segments sales over the term of the agreement. The Company does not have a right to payment until the ticket segment thresholds as agreed are met. The variable considerations (i.e. incentives) to be included in the transaction price is estimated at inception and adjusted at the end of each reporting period as additional information becomes available only to the extent that it is highly probable that a significant reversal in the amount of cumulative revenue recognised will not occur when the uncertainty associated with the variable consideration is subsequently resolved. For doing such assessment, management considers various assumptions which primarily includes the Company’s estimated air ticket sales growth rates and the impact of marketing initiatives on the Company’s ability to achieve sales targets set by the GDS providers and Airlines. These assumptions are forward looking and could be affected by future economic and market conditions.

 

 

 

  vi. Leases - The Company evaluates if an arrangement qualifies to be a lease as per the requirements of IFRS 16. Identification of a lease requires significant judgement. The Company uses significant judgement in assessing the lease term (including anticipated renewals) and the applicable discount rate. The Company determines the lease term as the non-cancellable period of a lease, together with both periods covered by an option to extend the lease if the Company is reasonably certain to exercise that option; and periods covered by an option to terminate the lease if the Company is reasonably certain not to exercise that option. In assessing whether the Company is reasonably certain to exercise an option to extend a lease, or not to exercise an option to terminate a lease, it considers all relevant facts and circumstances that create an economic incentive for the Company to exercise the option to extend the lease, or not to exercise the option to terminate the lease. The Company revises the lease term if there is a change in the non-cancellable period of a lease. The discount rate is generally based on the incremental borrowing rate specific to the lease being evaluated or for a portfolio of leases with similar characteristics.
   
  vii. Useful lives of property, plant and equipment and intangible assets - Management reviews its estimate of the useful lives of depreciable/ amortisable assets at each reporting date, based on the expected utility of the assets. Uncertainties in these estimates relate to technical and economic obsolescence that may change the utility of IT equipment, software and other plant and equipment. This reassessment may result in change in depreciation expense in future periods.
   
  viii. Recoverability of advances/receivables - At each Balance Sheet date, based on discussions with the respective counter-parties and internal assessment of their credit worthiness, the management assesses the recoverability of outstanding receivables and advances. Such assessment requires significant management judgment based on financial position of the counter-parties, market information and other relevant factors.
   
3 Material Accounting Policies
   
 

i. Property, plant and equipment- Property, plant and equipment is stated at acquisition cost net of accumulated depreciation and accumulated impairment losses, if any. Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Company and the cost of the item can be measured reliably. The cost of an item of property, plant and equipment comprises its purchase price, including import duties and non-refundable purchase taxes, after deducting trade discounts and rebates, any directly attributable cost of bringing the item to its working condition for its intended use and estimated costs of dismantling and removing the item and restoring the site on which it is located.

 

Depreciation is calculated on straight line basis using the rates arrived at based on the estimated useful lives of the assets as follows:

 

Items of Property, Plant and Equipment   Useful life (Years)  
Office Building     60  
Furniture & fixtures     1-10  
Vehicles     10  
Office equipments     1-20  
Computer     3-6  
Air Conditioning Machines     10  

 

  The useful lives, residual values and depreciation method of PPE are reviewed, and adjusted appropriately, at-least as at each reporting date so as to ensure that the method and period of depreciation are consistent with the expected pattern of economic benefits from these assets. The effects of any change in the estimated useful lives, residual values and / or depreciation method are accounted prospectively, and accordingly the depreciation is calculated over the PPE’s remaining revised useful life.

 

 

 

  An item of property, plant and equipment and any significant part initially recognized is derecognized upon disposal or when no future economic benefits are expected from its use or disposal. Any gain or loss arising on de-recognition of the asset (calculated as the difference between the net disposal proceeds and the carrying amount of the asset) is included in profit or loss when the asset is derecognized.
   
 

ii. Intangible assets- Intangible assets acquired are reported at cost less accumulated amortization and accumulated impairment losses, if any. The estimated useful life and amortization method are reviewed at the end of each annual reporting period, with the effect of any changes in estimate being accounted for on a prospective basis.

 

Intangible asset is amortized over their estimated useful life using straight line method which reflects the pattern in which the economic benefits are expected to be consumed, Computer Software having useful life of 5 years and Online Portal Website Development having useful life of 2-5 years.

   
  iii. Financial Assets- All financial assets are recognised on trade date when the purchase of a financial asset is under a contract whose term requires delivery of the financial asset within the timeframe established by the market concerned. Financial assets are initially measured at fair value, plus transaction costs, except for those financial assets which are classified at fair value through profit or loss (FVTPL) at inception. All recognised financial assets are subsequently measured in their entirety at either amortised cost or fair value.

The Company derecognises a financial asset only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another entity.

The Company assesses at each date of balance sheet whether a financial asset or a group of financial assets is impaired. IFRS 9 requires expected credit losses to be measured through a loss allowance.
   
 

Classification of financial assets

 
Financial assets are classified as ‘equity instrument’ if it is a non-derivative and meets the definition of ‘equity’ for the issuer (under IAS 32 Financial Instruments: Presentation). All other non-derivative financial assets are ‘debt instruments’.

   
  Initial Recognition and Subsequent Recognition

 

a) Amortised Cost Financial assets are subsequently measured at amortised cost using the effective interest method, if these financial assets are held within a business whose objective is to hold these assets in order to collect contractual cash flows and the contractual terms of the financial assets give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding. The Company may irrevocably elect at initial recognition to classify a debt instrument that meets the amortised cost criteria above as at FVTPL if that designation eliminates or significantly reduces an accounting mismatch had the financial asset been measured at amortised cost.

 

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

 

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

 

 

 

 

Derecognition

 

A financial asset (or, where applicable, a part of a financial asset or part of a Company of similar financial assets) is primarily derecognized (i.e., removed from the Company’s special purpose statement of financial position) when:

 

● The rights to receive cash flows from the asset have expired

 

Or

 

● The Company has transferred its rights to receive cash flows from the asset or has assumed an obligation to pay the received cash flows in full without material delay to a third party under a ‘pass-through’ arrangement; and either

 

(a) the Company has transferred substantially all the risks and rewards of the asset, or

 

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

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

Impairment of financial assets

 

The Company recognized an allowance for expected credit losses (ECLs) for all financial assets which are debts instruments and not held at fair value through profit or loss. ECLs are based on the difference between the contractual cash flows due in accordance with the contract and all the cash flows that the Company expects to receive, discounted at an approximation of the original effective interest rate. The expected cash flows will include cash flows from the sale of collateral held or other credit enhancements that are integral to the contractual terms.

 

iv. Income Taxes- Income tax expense represents the sum of the tax currently payable and deferred tax.

 

Current tax The tax currently payable is based on taxable profit for the year. The current income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the balance sheet date. Management periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulation is subject to interpretation. It establishes provisions where appropriate on the basis of amounts expected to be paid to the tax authorities using a weighted average probability.

 

Deferred tax Deferred tax liabilities are generally recognised for all taxable temporary differences. Deferred tax assets are generally recognised for all deductible temporary differences to the extent that it is probable that taxable profits will be available against which those deductible temporary differences can be utilised. Such assets and liabilities are not recognised if the temporary difference arises from initial recognition of goodwill or from the initial recognition (other than in a business combination) of other assets and liabilities in a transaction that affects neither the taxable profit nor the accounting profit.

 

 

 

 

The measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in which the Company expects, at the reporting date, to recover or settle the carrying amount of its assets and liabilities.

 

Current and deferred tax for the period

 

Current and deferred tax are recognised in the statement of profit and loss, except when they relate to items that are recognised in other comprehensive income or directly in equity, in which case, the current and deferred tax are also recognised in other comprehensive income or directly in equity, respectively.

   
 

v. Trade and other receivables- Trade and other receivables are measured at their transaction price unless it contains a significant financing component in accordance with IFRS 15. Trade receivables are held with the objective of collecting the contractual cash flows and therefore are subsequently measured at amortised cost less loss allowance, if any.

 

The company uses a provision matrix to calculate ECLs for trade receivables. The provision matrix is initially based on the Company’s historical observed default rates. The company calibrates the matrix to adjust the historical credit loss experience with forward-looking information. At every reporting date, the historical observed default rates are updated and changes in the forward-looking estimates are analyzed.

   
  vi. Cash and cash equivalents- The Company considers all highly liquid investments, which are readily convertible into known amounts of cash that are subject to an insignificant risk of change in value, to be cash equivalents. Cash and cash equivalents consist of balances with banks which are unrestricted for withdrawal and usage.
   
  vii. Share capital- An equity instrument is any contract that evidences a residual interest in the assets of an entity after deducting all of its liabilities. Equity instruments issued by the Company are recognised at the proceeds received, net of direct issue costs.
   
  viii. Share premium- Securities Premium is a sum equal to the aggregate amount of the premium received on issue of shares.
   
  vii. Accumulated surplus/(deficit)- Amount represents accumulated profit and losses of the company as on reporting date. Such profits and losses are after adjustment of payment of dividend, transfer to any reserves as statutorily required.
   
  viii. Financial Liabilities- Financial liabilities are recognised when the Company becomes a party to the contractual provisions of the instrument. Financial liabilities are initially measured at fair value. Transaction costs that are directly attributable to the acquisition of financial liabilities (other than financial liabilities at fair value through profit or loss) are deducted from the fair value measured on initial recognition of financial liability. They are measured at amortised cost using the effective interest method. The Company derecognises financial liabilities when, and only when, the Company’s obligations are discharged, cancelled, or have expired.

 

 

 

ix. Employee benefits- A liability is recognised for benefits accruing to employees in respect of wages and salaries in the period the related service is rendered at the undiscounted amount of the benefits expected to be paid in exchange for that service.

 

Retirement benefit costs and termination benefits Payments to defined contribution retirement benefit plans are recognised as an expense when employees have rendered service entitling them to the contributions. For defined benefit retirement plans, the cost of providing benefits is determined using the projected unit credit method, with actuarial valuations being carried out at the end of each annual reporting period. The present value of the defined benefit obligation is determined by discounting the estimated future cash outflows using market yields of government bonds having terms approximating to the terms of related obligation.

 

Other Long-term employee benefits

 

Liabilities recognised in respect of other long term employee benefits such as annual leave and sick leave are measured at the present value of the estimated future cash outflows expected to be made by the Company in respect of services provided by employees up to the reporting date. The expected costs of these benefits are accrued over the period of employment using the same accounting methodology as used for defined benefit retirement plans. Actuarial gains and losses arising from experience adjustments and changes in actuarial assumptions are charged or credited to the statement of profit and loss in the period in which they arise. These obligations are valued annually by independent qualified actuaries.

 

 

The obligations are presented as current liabilities in the balance sheet if the entity does not have an unconditional right to defer settlement for at least twelve months after the reporting period, regardless of when the actual settlement is expected to occur.

 

(a) Gratuity Plan

 

Funded scheme

 

The Group has a defined benefit gratuity plan for its employees (“Gratuity Scheme”). The gratuity plan is governed by the Payment of Gratuity Act, 1972. Under the Act, every employee who has completed five years of service is entitled to specific benefit. The level of benefits provided depends on the employee’s length of service and salary at retirement age. Every employee who has completed five years or more of service gets a gratuity on departure at 15 days salary (last drawn) for each completed year of service as per the provisions of the Payment of Gratuity Act, 1972. The scheme is funded with an insurance Group.

 

(b) Provident Fund:

 

In accordance with the law, all employees of the Company are entitled to receive benefits under the provident fund. The Company has a defined contribution plan. Under the defined contribution plan, provident fund is contributed to the government administered provident fund. The Company has no further contractual nor any constructive obligation, other than the contribution payable to the provident fund.

   
  x. Trade and other payables- Trade payables represent liabilities for goods and services provided to the Company and are unpaid at the reporting period. The amounts are unsecured and usually paid within time limits as contracted. Trade and other payables are presented as current liabilities unless the payment is not due within 12 months after the reporting period. They are recognised initially at their transactional value which represents the fair value and subsequently measured at amortised cost using the effective interest method wherever applicable.
   
  xi. Rendering of services- The Company applied IFRS 15 in accordance with the modified retrospective transition method. IFRS 15 considers whether a contract contains more than one distinct good or service. This is particularly relevant in the context of the Company’s tours offerings. The Company assessed that it provides a significant integration service within a tour, which provides combined output to the customer. Under IFRS 15, the company has concluded that a tour constitutes the delivery of one distinct performance obligation which is recognised when services of the single performance obligation are transferred to the customer. This mean revenue and corresponding cost of sales is recognised over the period when a customer is on tour.

 

 

 

  In case of sale of airline tickets, hotel bookings, sale of rail, bus tickets, visa and insurance, the company act as an agent in the transaction under IFRS 15, the company recognize revenue only for the commission on the arrangement.

Incentives from airlines are recognized when the performance thresholds under the incentive schemes are achieved or are probable to be achieved at the end of periods.
   
 

Revenue from hotel reservation is recognized as an agent on a net commission earned basis. The performance obligation is satisfied on the date of hotel booking.

 

Revenue from packages (including MICE) are accounted for on a gross basis as the Company controls the services before such services are transferred to the traveler and is determined to be the primary obligor in the arrangement. The Company recognises revenue from such packages on the date of completion of outbound and inbound tours and packages. Cost of delivering such services includes cost of hotels, airlines and package services and is disclosed as service cost.

   
  Other services primarily include the income from sale of rail and bus tickets, income from insurance and cashbacks. Revenue from the sale of rail, bus tickets and insurance is recognized as an agent on a net commission earned basis on the date of booking of ticket. We act as an agent; accordingly, we recognize revenue only for our commission on the arrangement. Cashbacks are recognised as per the terms of the agreements with respective bankers.

 

xii. Financial instruments- Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, regardless of whether that price is directly observable or estimated using another valuation technique. In estimating the fair value of an asset or a liability, the Company takes into account the characteristics of the asset or liability if market participants would take those characteristics into account when pricing the asset or liability at the measurement date. Fair value for measurement and/or disclosure purposes in the financial statement is determined on such a basis, leasing transactions and measurements that have some similarities to fair value but are not fair value, such as net realisable value in Inventories or value in use in Impairment of Assets.

 

The estimated fair value of the Company’s financial instruments is based on market prices and valuation techniques. Valuations are made with the objective to include relevant factors that market participants would consider in setting a price, and to apply accepted economic and financial methodologies for the pricing of financial instruments. References for less active markets are carefully reviewed to establish relevant and comparable data.

 

  xiii. Contingent Liabilities- 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 neither recognised nor disclosed in the financial statements.
   
 

xiv. Earning per share (EPS)- Basic earnings per share is computed by dividing profit or loss attributable to equity shareholders of the Company by the weighted average number of equity shares outstanding during the year. The Company did not have any potentially dilutive securities in any of the years presented.

 

xv. Contract liabilities - A contract liability is the obligation to transfer services to a customer for which the Group has received consideration (or an amount of consideration is due) from the customer. If a customer pays consideration before the Group transfers services to the customer, a contract liability is recognized when the payment is made or the payment is due (whichever is earlier). Contract liabilities, disclosed as deferred revenue, are recognized as revenue when the Group performs under the contract.

 

 

 

4 Standards and interpretations issued but not effective
   
 

The new standards, interpretations and amendments to Standards that are issued to the extent relevant to the Company, but not yet effective, up to the date of issuance of the Company’s financial statements are disclosed below. The Company intends to adopt these Standards, if applicable, when they become effective.

 

Amendments to IAS 1, “Presentation of Financial Statements” regarding classification of liabilities as current or non- current

 

In January 2020 and October 2022, the IASB issued amendments to paragraphs 69 to 76 of IAS 1 to specify the requirements for classifying liabilities as current or non-current.

 

The amendments clarify;

 

● what is meant by a right to defer settlement;

● that a right to defer must exist at the end of the reporting period;

● that classification is unaffected by the likelihood that an entity will exercise its deferral right;

● that only if an embedded derivative in a convertible liability is itself an equity instrument would the terms of a liability not impact its classification; and

● Disclosures

 

The amendment also clarified that if an entity’s right to defer settlement of a liability is subject to the entity complying with the required covenants only at a date subsequent to the reporting period (“future covenants”), the entity has a right to defer settlement of the liability even if it does not comply with those covenants at the end of the reporting period. The amendments are effective for annual reporting periods beginning on or after 1 January 2024 and must be applied retrospectively.

 

The amendment does not have any material impact on the financial statements.

   
 

IFRS 18, “Presentation and Disclosure in Financial Statements”

 

In April 2024, the IASB issued IFRS 18, “Presentation and Disclosure in Financial statements”, a comprehensive new accounting standard which replaces existing IAS 1, “Presentation of Financial Statements”, carrying forward many of the requirements in IAS 1 unchanged and complementing them with new requirements. New requirements of IFRS 18 include mandates to:

 

- present specified categories and defined subtotals in the statement of profit or loss and other comprehensive loss;

 

- provide disclosures on management-defined performance measures (MPMs) in the notes to the financial statements; and

 

- improve aggregation and disaggregation of information in the financial statements.

 

This standard is effective for annual reporting periods beginning on or after January 1, 2027. Earlier application is permitted, but will need to be disclosed. The Company is currently assessing the impact of adopting IFRS 18 on the financial statements.

   
 

Amendments to IFRS 9 and IFRS 7 for Classification and Measurement of financial instruments

On May 30, 2024, the IASB issued amendments to IFRS 9, “Financial Instruments”, and IFRS 7, “Financial Instruments: Disclosures”, relating to the classification and measurement of financial instruments, which:

● clarify a financial liability is derecognized on the ‘settlement date’ - i.e., when the related obligation is discharged or cancelled or expires or the liability otherwise qualifies for de recognition. They also introduce an accounting policy option to derecognize financial liabilities that are settled through an electronic payment system before the settlement date, if certain conditions are met;

● clarify how to assess the contractual cash flow characteristics of financial assets that include environmental, social and governance (“ESG”) linked features and other similar contingent features;

● clarify the treatment of non-recourse assets and contractually linked instruments; and

● require additional disclosures in IFRS 7 for financial assets and liabilities with contractual terms that reference a contingent event (including those that are ESG-linked), and equity instruments classified at fair value through other comprehensive income (FVTOCI).

 

The amendments are effective for annual periods starting on or after January 1, 2026. Early adoption is permitted, with an option to early adopt the amendments for contingent features only. The Company is currently assessing the impact of adopting IFRS 9 and IFRS 7 on these financial statements.

 

 

 

 

Amendments to IFRS 16, “Leases” regarding Lease Liability in a Sale and Leaseback

 

Lease Liability in a Sale and Leaseback -Amendments to IFRS 16 In September 2022, the IASB issued Amendments to IFRS 16, “Leases”, adding requirements on explaining the subsequent measurement of sale and leaseback transaction. These amendments will not change the accounting for leases other than those arising in a sale and leaseback transaction. These amendments are effective for annual reporting periods beginning on or after January 1, 2024.

 

The amendments does not have any material impact on the financial statements.

   
 

Amendments to IAS 7 “Statement of Cash Flows and IFRS 7 Financial Instruments” - Disclosures - Supplier Finance Arrangements

 

In May 2023 the IASB issued Supplier Finance Arrangements (‘the 2023 Amendments’), which amended IAS 7 to require an entity to provide additional disclosures about its supplier finance arrangements. The disclosure requirements in the amendments enhance the current requirements and are intended to assist users of financial statements in understanding the effects of supplier finance arrangements on an entity’s liabilities, cash flows and exposure to liquidity risk. The amendments will be effective for annual reporting periods beginning on or after 1 January 2024.

 

The amendments does not have any material impact on the financial statements.

 

Amendment to IAS 21 “The Effects of Changes in Foreign Exchange Rates”

 

On August 15, 2023, IASB has issued amendments to IAS 21, “Lack of Exchangeability” that will require companies to provide more useful information in their financial statements when a currency cannot be exchanged into another currency. These amendments specify when a currency is exchangeable into another currency and when it is not and specify how an entity determines the exchange rate to apply when a currency is not exchangeable. The effective date for adoption of this amendment is annual periods beginning on or after January 1, 2025.

 

The amendments does not have any material impact on the financial statements, although early adoption is permitted.

 

 

 

5 Segment information
   
  For management purposes, the Company is organized into lines of business (LOBs) based on its products and services and has three reportable segments as mentioned below. The LOBs offer different products and services, and are managed separately because the nature of products and/ or methods used to distribute the services are different. For each of these LOBs, the CODM reviews internal management reports for making decisions related to performance evaluation and resource allocation. The CODM uses Gross Margin, to assess segment profitability and in deciding how to allocate resources and in assessing performance. The Gross Margin is arrived at by reducing service costs, from the ‘Revenue as per IFRS - Rendering of services.’
   
  The following summary describes the operations in each of the Company’s reportable segments:
   
  1. Air Ticketing : Through sales team, the company provides the facility to book and service international and domestic air tickets to ultimate customers through online and offline channels.
   
  2. Hotels and Packages (including MICE): Through sales team, the company provides holiday packages and hotel reservations. For internal reporting purpose, the revenue related to Airline Ticketing issued as a component of group developed holiday package is assigned to Hotel and Package segment and is recorded on a net basis. The hotel reservations form integral part of the holiday packages and, accordingly, is treated as one reportable segment due to similarities in the nature of services.
   
  3. Other services primarily include the income from sale of rail and bus tickets and income from freight forwarding services. The Other services do not meet any of the quantitative thresholds to be a reportable segment for any of the periods presented in these financial statements. However, management has considered this as the reportable segment and disclosed it separately, since the management believes that information about the segment would be useful to users of the financial statements.

 

  Information about Reportable Segments:

 

    Reportable segments        
    Air Ticketing     Hotels and Packages (including MICE)     Other Services     Total  
    August 31     August 31     August 31     August 31  
Particulars   2023     2024     2023     2024     2023     2024     2023     2024  
                                                 
Revenue as per IFRS - Rendering of services     1,16,674       1,20,320       9,31,730       7,50,892       17,119       14,917       10,65,523       8,86,129  
Service cost     -       -       7,25,971       6,08,608       1,25,470       79,813       8,51,441       6,88,421  
Gross margin     1,16,674       1,20,320       2,05,759       1,42,284       (1,08,351 )     (64,896 )     2,14,082       1,97,708  
                                                                 
Other income                                                     1       2,482  
Personnel expenses                                                     (73,670 )     (90,346 )
Marketing and sales promotion expenses                                                     (1,952 )     (2,467 )
Other operating expenses                                                     (47,707 )     (38,579 )
Depreciation and amortization                                                     (1,397 )     (1,315 )
Finance cost                                                     (25,412 )     (26,744 )
Finance income                                                     141       -  
Profit before taxes                                                     64,086       40,739  
Tax expense                                                     (16,841 )     (9,922 )
Profit for the year                                                     47,245       30,817  

 

 

 

  Assets and liabilities are not identified to any reportable segments, since the Company uses them interchangeably across segments and, consequently, the Management believes that it is not practicable to provide segment disclosures relating to total assets and liabilities.

 

  Reconciliation of Reportable Segments Revenue to the Company’s Total Revenue:

 

Particulars   August 31  
    2023     2024  
Revenue as per IFRS - Rendering of services     10,65,523       8,86,129  
Total Revenue     10,65,523       8,86,129  

 

  Geographical Information:
   
  Given that Company’s products and services are available to customers primarily in India, consequently, geographical location of customers is India.
   
  Non-current assets are disclosed based on respective physical location of the assets

 

    Non current assets*  
    March 31, 2024     August 31, 2024  
India     28,870       27,588  
Others     -       -  
Total     28,870       27,588  

 

  * Non-current assets presented above represent property, plant and equipment, right-of-use assets and intangible assets.

 

  Major Customers:
   
  Following customer account for more than 10% or more of the Company’s revenues for the period ending August 31, 2023 and August 31, 2024:

 

Name of Customer   August 31  
    2023     2024  
Ultratech Cement Limited     2,91,223       2,45,336  
      2,91,223       2,45,336  

 

 

 

6 Fair value measurement
   
  Set out below is a comparison by class of the carrying amounts and fair value of the Company’s financial instruments that are carried in the financial statements.
   
  Fair values
   
  The management assessed that the fair values of trade receivables, cash and cash equivalent, term deposits, trade payables, borrowings and other liabilities approximates their carrying amounts largely due to the short-term maturities of these instruments.

 

    Carrying value     Fair value  
    March 31,     August 31,     March 31,     August 31,  
    2024     2024     2024     2024  
Financial assets                                
Assets carried at amortized cost                                
Trade and other receivables     9,15,783       8,62,562       9,15,783       8,62,562  
Cash and cash equivalents     6,846       1,042       6,846       1,042  
Term deposits     221       221       221       221  
Other financial assets     6,791       6,879       6,791       6,879  
Total     9,29,641       8,70,704       9,29,641       8,70,704  
                                 
Financial liabilities                                
Liabilities carried at amortized cost                                
Trade and other payables     3,95,360       2,58,682       3,95,360       2,58,682  
Borrowings     5,44,783       5,68,058       5,44,783       5,68,058  
Lease liabilities     -       -       -       -  
Other liabilities     21,926       25,595       21,926       25,595  
Total     9,62,069       8,52,335       9,62,069       8,52,335  

 

  Fair value hierarchy

 

  ● Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities.
  ● Level 2: inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).
  ● Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs).

 

    March 31, 2024  
    Level 1     Level 2     Level 3     Total  
Assets carried at amortized cost and for which fair value is disclosed                                
Term deposits     -       221       -       221  
Other financial assets     -       6,791       -       6,791  
Total assets     -       7,012       -       7,012  
                                 
Liabilities carried at amortized cost and for which fair value is disclosed                                
Borrowings     -       5,44,783               5,44,783  
Lease Liabilities     -       -       -       -  
Total Liabilities     -       5,44,783       -       5,44,783  

 

 

 

    August 31, 2024  
    Level 1     Level 2     Level 3     Total  
Assets carried at amortized cost and for which fair value is disclosed                                
Term deposits     -       221       -       221  
Other financial assets     -       6,879       -       6,879  
Total assets     -       7,100       -       7,100  
                                 
Liabilities carried at amortized cost and for which fair value is disclosed                                
Borrowings     -       5,68,058       -       5,68,058  
Lease Liabilities     -       -       -       -  
Total Liabilities     -       5,68,058       -       5,68,058  

 

There were no transfers between Level 1, Level 2 and Level 3 during the year.

 

Valuation Techniques and significant unobservable inputs

 

The following tables show the valuation techniques used in measuring fair values at March 31, 2024 and August 31, 2024 as well as the significant unobservable inputs used.

 

Type   Valuation technique   Significant unobservable inputs   Inter-relationship between significant unobservable inputs and fair value measurement
Financial Instruments for which fair value is disclosed:        
Borrowings   Discounted cash flows   Prevailing interest rate in market, future payouts.   -
             
Term deposits   Discounted cash flows   Prevailing interest rate to discount future cash flows   -
             
Other financial assets   Discounted cash flows   Prevailing interest rate to discount future cash flows   -
             
Lease liabilities   Discounted cash flows   Prevailing interest rate to discount future cash flows   -
             
Other liabilities   Discounted cash flows   Prevailing interest rate to discount future cash flows   -

 

 

 

7 Rendering of services
   
7.1 Disaggregation of revenue
   
  In the following tables, revenue is disaggregated by product type
   
  Revenue by Product types

 

    August 31,     August 31,  
    2023     2024  
Tours, Cargo and other services     9,48,849       7,65,810  
Commission & Incentives     1,16,674       1,20,319  
      10,65,523       8,86,129  

 

  Contract liabilities
   
  A contract liability is the obligation to transfer services to a customer for which the Group has received consideration (or an amount of consideration is due) from the customer.
   
  Contract liabilities primarily relate to the consideration received from customers for travel bookings in advance of the Group’s performance obligations which is classified as “advance from customers”

 

    March 31, 2024     August 31,  
    2024     2024  
Advances from Customers (refer Note 32)     85,495       73,564  
      85,495       73,564  

 

8 Other income

 

    August 31,     August 31,  
    2023     2024  
Interest income on Security Deposit     -       -  
Miscellaneous income     1       2,482  
Total     1       2,482  

 

9 Personnel expenses

 

    August 31,     August 31,  
    2023     2024  
Salaries, wages and other short term employee benefits     64,862       81,125  
Contributions to defined contribution plans     3,590       4,211  
Expenses related to defined benefit plans (refer to Note 30)     202       1,037  
Employee welfare expenses     5,016       3,973  
Total     73,670       90,346  

 

 

 

10 Other operating expenses

 

    August 31,     August 31,  
    2023     2024  
Commission     9,120       7,192  
Communication     1,681       1,504  
Legal and professional fees     2,704       3,286  
Sundry Balances Written Off (Net)     9,967       80  
Duties and taxes     440       773  
Rent     4,448       5,443  
Repairs and maintenance     4,662       3,929  
Travelling and conveyance     2,820       1,766  
Insurance     1,216       2,273  
Miscellaneous expenses     10,649       12,333  
Total     47,707       38,579  

 

11 Depreciation and amortization

 

    August 31,     August 31,  
    2023     2024  
Depreciation     1,050       987  
Amortization     237       328  
Depreciation on right of use assets     111       -  
Total     1,397       1,315  

 

12 Finance income

 

    August 31,     August 31,  
    2023     2024  
Interest income on :                
- Bank deposits recognised at amortised cost     141       -  
- Others     -       -  
Total     141       -  

 

13 Finance cost

 

    August 31,     August 31,  
    2023     2024  
Bank charges     2,944       5,680  
Interest on borrowings recognised at amortised cost     19,636       20,326  
Interest on lease liabilities     9       -  
Others     2,823       737  
Total     25,412       26,744  

 

 

 

14 Earning per share

 

  Basic earning per share amounts are calculated by dividing net profit for the year attributable to ordinary equity holders of the Company by the weighted average number of ordinary shares outstanding during the year.
   
  Diluted earning per share amounts are calculated by dividing the net profit attributable to ordinary equity holders (after adjusting for loss attributable to convertible Swap shares of non controlling interest) by the weighted average number of ordinary shares outstanding during the year plus the weighted average number of ordinary shares that would be issued on conversion of all the dilutive potential ordinary shares into ordinary shares.
   
  The following reflects the income and share data used in the basic earning per share computations:

 

    August 31,     August 31,  
    2023     2024  
Profit attributable to ordinary shareholders - Basic     47,245       30,817  
Weighted average number of ordinary shares outstanding used in computing basic earning per share     47,87,650       47,87,650  
Basic earning per share     9.87       6.44  

 

The following reflects the income and share data used in the diluted earning per share computations:

 

    August 31,     August 31,  
    2023     2024  
Profit attributable to ordinary shareholders-Dilutive     47,245       30,817  
Weighted average number of ordinary shares outstanding used in computing diluted earning per share     47,87,650       47,87,650  
Diluted earning per share     9.87       6.44  

 

15 Property, plant and equipment

 

    Office Building     Plant & machinery     Furniture and Fixtures     Vehicles     Office Equipment     Computer     Air Conditioning Machines     Total  
Gross block                                                                
At March 31, 2023     25,000       489       6,518       1,970       4,356       13,775       1,867       53,975  
Additions     -       -       343       -       258       2,250       34       2,885  
Disposals/adjustment     -       -       52       -       -       -       -       52  
Effects of movements in foreign exchange rates     -       -       -       -       -       -       -       -  
At March 31, 2024     25,000       489       6,809       1,970       4,614       16,025       1,901       56,808  
Additions     -       -       -       -       -       34       -       34  
Disposals/adjustment     -       -       -       -       -       -       -       -  
Effects of movements in foreign exchange rates     -       -       -       -       -       -       -       -  
At August 31, 2024     25,000       489       6,809       1,970       4,614       16,059       1,901       56,842  
                                                                 
Depreciation                                                                
At March 31, 2023     4,469       489       6,045       1,906       3,413       10,287       1,579       28,188  
Charge for the year     397       -       114       12       273       1,816       57       2,669  
Disposals/adjustment     -       -       40       -       -       -       -       40  
Effects of movements in foreign exchange rates     -       -       -       -       -       -       -       -  
At March 31, 2024     4,866       489       6,119       1,918       3,686       12,103       1,636       30,817  
Charge for the year     166       -       20       5       73       702       22       988  
Disposals/adjustment     -       -       -       -       -       -       -       -  
Effects of movements in foreign exchange rates     -       -       -       -       -       -       -       -  
At August 31, 2024     5,032       489       6,139       1,923       3,759       12,805       1,658       31,805  
                                                                 
Net block                                                                
At March 31, 2023     20,531       -       473       64       943       3,488       288       25,787  
At March 31, 2024     20,134       0       690       52       928       3,922       265       25,991  
At August 31, 2024     19,968       0       670       47       855       3,254       243       25,037  

 

The company has not revalued the Property Plant and Equipments during current and immediately preceding financial year

 

The Company has performed an assessment of its property plant and equipment for possible triggering events or circumstances for an indication of impairment and has concluded that there were no triggering events or circumstances that would indicate the property plant and equipment are impaired.

 

 
 

 

16 Right-of-use Assets

 

    March 31,     August 31,  
    2024     2024  
Right of use assets recognised     243       -  
Depreciation on above     243       -  
      -       -  

 

17 Intangible assets

 

    Computer Software     Online Portal Website Development     Total  
Gross block                        
At March 31, 2023     3,322       3,208       6,530  
Additions     1,144       -       1,144  
Disposals/adjustment     -       -       -  
Effects of movements in foreign exchange rates     -       -       -  
At March 31, 2024     4,466       3,208       7,674  
Additions     -       -       -  
Disposals/adjustment     -       -       -  
Effects of movements in foreign exchange rates     -       -       -  
At August 31, 2024     4,466       3,208       7,674  
                         
Amortization and Impairment                        
At March 31, 2023     2,318       1,830       4,148  
Charge for the year     369       278       647  
Disposals     -       -       -  
Effects of movements in foreign exchange rates     -       -       -  
At March 31, 2024     2,687       2,108       4,795  
Charge for the year     229       99       328  
Disposals     -       -       -  
Effects of movements in foreign exchange rates     -       -       -  
At August 31, 2024     2,916       2,207       5,123  
                         
 Net block                        
At March 31, 2023     1,004       1,378       2,382  
At March 31, 2024     1,779       1,100       2,879  
At August 31, 2024     1,550       1,001       2,551  

 

The Company has performed an assessment of its Intangible Assets and Online Portal Website Development for possible triggering events or circumstances for an indication of impairment and has concluded that there were no triggering events or circumstances that would indicate the Intangible Assets are impaired.

 

 
 

 

18 Prepayments and other assets

 

    March 31,     August 31  
Current   2024     2024  
Advance to vendors*     2,04,684       1,85,194  
Advance to airlines     65,339       55,691  
Balance with statutory authorities     16,628       31,558  
Prepaid expenses     6,004       11,269  
Due from employees     4,872       7,137  
Total     2,97,527       2,90,849  

 

*Provision made against advances: August 31, 2024 - Rs. Nil ; March 31, 2024 - Rs. Nil

 

Non-current                
Prepaid expenses     2,945       2,462  
      2,945       2,462  

 

19 Other financial assets, Non-current

 

    March 31,     August 31  
    2024     2024  
Security deposits     2,928       3,016  
Others     446       446  
Total     3,374       3,462  

 

*Security deposit represents fair value at initial recognition of amount paid to landlord for the leased premises and earnest money deposit made for tender filing. Subsequently, such amounts are measured at amortised cost.

 

 
 

 

20 Deferred Tax

 

Unrecognised Deferred Tax Assets

 

Deferred tax assets have not been recognized in respect of the following items :

 

    March 31,     August 31  
Particulars   2024     2024  
Deductible temporary differences     2,492       3,048  
Tax loss carry forward and unabsorbed depreciation     -       -  
Total     2,492       3,048  
                 
Recognised Deferred Tax Assets and Liabilities                

 

    March 31,     August 31  
    2024     2024  
Deferred tax assets are attributable to the following -                
Employee benefits     4,166       4,706  
Minimum alternate tax recoverable     -       -  
Unutilised business losses     -       -  
Deferred tax asset     4,166       4,706  
OCI gratuity     -       -  
Total deferred tax asset (A)     4,166       4,706  
                 
Deferred tax liabilities are attributable to the following -                
Property, plant and equipment, intangible assets, and ROU assets     (1,674 )     (1,658 )
Total deferred tax liability (B)     (1,674 )     (1,658 )
Net deferred tax asset (A-B)     2,492       3,048  

 

21 Inventories

 

    March 31,     August 31  
    2024     2024  
Finished Goods     -       -  
Total     -       -  

 

 
 

 

22 Trade and other receivables

 

    March 31,     August 31  
    2024     2024  
Trade receivables (net of allowance)     9,10,687       8,51,513  
Receivable from related parties (refer note 39)     5,096       11,049  
Total     9,15,783       8,62,562  

 

A trade receivable is a right to consideration that is unconditional and receivable over passage of time. Trade receivables are non-interest bearing and are generally on terms of 30 to 90 days.

 

A trade receivable is a right to consideration that is unconditional upon passage of time. The trade receivables primarily consist of amounts receivable from airline’s, hotels, corporate’s and retail customers pertaining to the transaction value and are non-interest bearing. The Company’s exposure to credit risk is disclosed in Note 37.

 

Movement of Allowances                
Balance at the beginning of the year     -       -  
Provisions accrued during the year     -       -  
Amount written off during the year     -       -  
Effect of movement in Exchange rate     -       -  
Balance at the end of the year     -       -  

 

Allowances for doubtful debts mainly represent amounts due from airlines, hotels and customers. Based on historical experience, the Company believes that no impairment allowance is necessary, except for as disclosed in Note 22, in respect of trade receivables.

 

23 Other financial assets, current

 

    March 31,     August 31  
    2024     2024  
Security deposits (net of allowance)     3,417       3,417  
Recoverable from Banks     -       -  
Others     -       -  
Total     3,417       3,417  

 

*Security deposit represents current portion of fair value at initial recognition of amount paid to landlord for the leased premises and earnest money deposit made for tender filing. Subsequently, such amounts are measured at amortised cost.

 

24 Term deposits

 

    March 31,     August 31  
    2024     2024  
Fixed deposits with banks     221       221  
Total     221       221  
Non-current     -       -  
Current     221       221  
Total     221       221  

 

Tenure for term deposits are less than one year. There are no term deposits under lien.

 

 
 

 

25 Cash and cash equivalents

 

    March 31,     August 31  
    2024     2024  
Cash on hand     599       842  
Balances with bank     6,247       200  
Total     6,846       1,042  

 

26 Equity share capital and share premium

 

    March 31,     August 31  
Authorized shares   2024     2024  
    Numbers of Shares     Numbers of Shares  
Ordinary shares of INR 10 each     50,00,000       50,00,000  
      50,00,000       50,00,000  

 

There is no change in the authorized share capital of the Company during the financial year ending March 31, 2024, March 31, 2023 and as at April 1, 2022.

 

A reconciliation of the shares outstanding at the beginning and end of the period is presented below:

 

Ordinary shares

 

    Numbers of Shares     Share Capital     Share Premium  
Balance as at March 31, 2023     47,87,650       47,877       1,46,885  
Issue of ordinary shares     -       -       -  
Balance as at March 31, 2024     47,87,650       47,877       1,46,885  
Issue of ordinary shares     -       -       -  
Balance as at August 31, 2024     47,87,650       47,877       1,46,885  

 

The Company has following classes of shares outstanding as follows:

 

          Number of shares as at  
Class of shares   Nominal value     March 31, 2024     August 31, 2024  
Ordinary shares     INR 10       47,87,650       47,87,650  

 

Terms and Right attached to Ordinary Shares:-

 

The Company has one class of equity shares having a par value of ₹ 10/- per share. Each shareholder is eligible for one vote per share held. The dividend,if any, proposed by the Board of Director is subject to the approval of the shareholders in the ensuing Annual General meeting. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amount, in proportion to their shareholding.

 

 
 

 

27 Components of Other Comprehensive Loss

 

The following table summarizes the changes in the accumulated balance for each component of accumulated other comprehensive loss attributable to the Company.

 

    March 31,     August 31  
    2024     2024  
Actuarial (loss)/ gain on defined benefit plan:                
Actuarial (loss)/ gain on obligation     (329 )     (805 )
Income tax expense     83       203  
Total     (246 )     (602 )
                 
Foreign currency translation:                
Foreign currency translation differences             -  
Income tax expense     -       -  
Balance at the end of period     -       -  

 

28 Borrowings

 

        March 31,     August 31  
    Term   2024     2024  
Current                    
Secured                    
Cash Credit   Less than 1 year     153       1,04,246  
Working Capital Demand / Short Term Loans   Less than 1 year     2,40,170       2,62,512  
                     
Unsecured                    
Repayable on demand :                    
From Related Parties   Less than 1 year     41,603       -  
Total         2,81,926       3,66,758  
                     
Non-Current                    
Secured                    
Working Capital Term Loan / GECL   More than 1 year     2,62,857       2,01,300  
Total         2,62,857       2,01,300  

 

Cash Credit, Working Capital Demand Loans/ Short term Loans/ GECL from banks are secured by first pari-passu charge on current assets of the Company, both present and future, subject to prior charges in favour of banks created / to be created in respect of any existing / future financial assistance / accommodation which has been / may be obtained by the Company. It is further secured by the corporate guarantee of Riddhi Portfolio Private Limited.

 

 
 

 


Collateral Security :

 


Secured by equitable mortage of free hold property at 8, Ho-Chi-Minh Sarani, Kolkata - 700071.

 

29 Lease Liabilities

 

    March 31,     August 31  
    2024     2024  
Non-current                
Lease Liability     -       -  
      -       -  
Current                
Lease Liability     -       -  

 

30 Employment benefit plan

 

    March 31,     August 31  
    2024     2024  
Defined benefit obligation     6,676       8,518  
Liability for compensated absences     8,209       9,376  
Total liability     14,885       17,894  

 

CODE ON SOCIAL SECURITY, 2020

 

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 and the final rules/interpretation have not yet been issued. The Company will assess the impact of the Code when it comes into effect and will record any related impact in the period the Code becomes effective.

 

31 Trade and other payables

 

    March 31,     August 31,  
    2024     2024  
Trade payables     3,92,905       2,57,218  
Accrued expenses     2,455       1,464  
Total     3,95,360       2,58,682  
Current     3,95,360       2,58,682  
Non-current     -       -  
Total     3,95,360       2,58,682  

 

 
 

 

32 Contract liabilities

 

    March 31,     August 31,  
    2024     2024  
Advances from Customers*     85,495       73,564  
      85,495       73,564  

 

* Advances from customers primarily consist of amounts for future bookings of Airline tickets, Hotel bookings, Packages and freight forwarding services.

 

33 Other financial liabilities

 

    March 31,     August 31,  
    2024     2024  
Current                
Due to employees     21,925       25,595  
Total     21,925       25,595  

 

34 Other current liabilities

 

    March 31,     August 31,  
    2024     2024  
Statutory liabilities     30,569       58,385  
Total     30,569       58,385  

 

35 Leases

 

The Company has lease contracts for buildings used in its operations. Leases of buildings generally have lease terms between 3 and 4 years. The Company’s obligations under its leases are secured by the lessor’s title to the leased assets. Generally, the Company is restricted from assigning and subleasing the leased assets. There are several lease contracts that include extension and termination options and variable lease payments. The Company also has certain leases of buildings with lease terms of 12 months or less. The Company applies the ‘short term leases’ recognition exemptions for these leases.

 


Set out below are the carrying amounts of right-of-use assets recognized and the movement during the period;

 

    Office Building     Total  
Balance as on April 1, 2023     243       243  
Additions     -       -  
Deletions     -       -  
Depreciation (Refer Note 11)     243       243  
Effects of movements in foreign exchange rates     -       -  
Balance as on March 31, 2024     -       -  
Additions     -       -  
Deletions     -       -  
Depreciation (Refer Note 11)     -       -  
Effects of movements in foreign exchange rates     -       -  
Balance as on August 31, 2024     -       -  

 

 
 

 

The following are the amounts recognised in profit or loss:

 

    August 31,     August 31,  
    2023     2024  
Depreciation expense of right-of-use asset (Refer note 11)     111          -  
Interest expense on lease liabilities (Refer note 13)     9       -  
Expense relating to short-term leases (Refer note 10)     1,174       -  
      1,294       -  

 

Lease commitments are the future cash out flows from the lease contracts which are not recorded in the measurement of lease liabilities. These include potential future payments related to leases of low value assets and leases with term less than twelve months.

 

    March 31,     August 31,  
Less than one year   2024     2024  
One to five years     -       -  
More than five years     -       -  
      -       -  
      -       -  

 

Some property leases contain extension options exercisable by the Company from 11 months to 33 months after the end of the non-cancellable contract period. Where practicable, the Company seeks to include extension options in new leases to provide operational flexibility. The extension options held are exercisable only by the Company and not by the lessors. The Company assesses at lease commencement date whether it is reasonably certain to exercise the extension options. The Company reassesses whether it is reasonably certain to exercise the options if there is a significant event or significant changes in circumstances within its control.

 

 
 

 

36 Commitment and contingencies

 

a) Lease commitments:

 

Lease commitments are the future cash out flows from the lease contracts which are not recorded in the measurement of lease liabilities. These include potential future payments related to leases of low value assets and leases with term less than twelve months.

 

    August 31,     August 31,  
Particulars   2023     2024  
Not Later than one year     4,448       5,443  

 

b) Contingent liabilities   March 31,     August 31,  
Particulars   2024     2024  
i. Show cause cum demand notice DRC_07 from Goods and Service Tax Department, Delhi, levying demand towards disallowance of ITC of cancelled dealer availed by the Company during the period from July 2017 to March, 2018. The company has filed an appeal against this and the same is pending for disposal before the Sales Tax Officer Class II, Delhi.     126       126  
ii. Show cause cum demand notices from Goods and Service Tax Department, Malkajgiri, Hyderabad, levying demand towards declaration of incorrect tax liability while filing GSTR-9 by the Company for the F.Y. 2019-20. The company has filed a reply against the SCN and the hearing is pending. The company will take further course of action, if required. The case has been disposed by the Authority on 29.08.2024 via Ref. No. ZD360824135472B     1,319       -  
iii. Show cause cum demand notices from Goods and Service Tax Department, Hyderabad, levying demand towards under declaration of taxes by the Company during the F.Y. 2018-19. The case has been disposed by the Authority on 30.04.2024 via Ref. No. ZD3604240831398.     483       -  
iv. Show cause cum demand notices from Goods and Service Tax Department, Chennai, levying demand towards taxes on services rendered by the company during the period from April, 2016 to June, 2017. The company is desirous of filing appeal against this to the Egmore Division, Chennai North Commissionerate.     3,618       3,618  
v. Demand order DRC_07 from Goods and Service Tax Department, Karnataka , levying demand towards differences between filed GSTR-1 and GSTR-3B by the Company during the FY 2019-20. The company has filed an appeal against this and the same is pending for disposal before the Office of the Appellate Authority, Karnataka.     -       557  
vi. Demand order DRC_07 from Goods and Service Tax Department, Maharashtra, levying demand towards differences between filed GSTR-1 and GSTR-3B by the Company during the FY 2019-20. The company has filed an appeal against this and the same is pending for disposal before the Office of the Appellate Authority, Maharashtra.             8,335  
vii. Bank Guarantee issued by ICICI Bank Ltd. on behalf of the company.     46,000       46,000  
viii. Bank Guarantee issued by IndusInd Bank Ltd. on behalf of the company.     1,21,666       1,21,666  

 

37 Financial risk management, objective and policies

 

The Company’s activities are exposed to variety of financial risk: credit risk, liquidity risk and foreign currency risk. The Company’s senior management oversees the management of these risks. The Company’s senior management ensures that the Company’s financial risk activities are governed by appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the Company’s policies and risk objectives. The Company reviews and agrees on policies for managing each of these risks which are summarized below:

 

a) 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 Company is exposed to credit risk from its operating activities (primarily trade receivables) including deposits with banks and financial institutions and other receivables and deposits, foreign exchange transactions and other financial instruments.

 

 
 

 

The carrying amount of the financial assets represents the maximum credit exposure. The maximum exposure to credit risk at the reporting date was:

 

    March 31,     August 31,  
    2024     2024  
Trade and other receivables     9,15,783       8,62,562  
Other financial assets     6,791       6,879  
Cash and cash equivalents (except cash in hand)     6,247       200  
Total     9,28,821       8,69,641  

 

Trade receivables

 

Customer credit risk is managed by the Company’s established policy, procedures and control relating to customer credit risk management. Outstanding customer receivables are regularly monitored and reconciled. Based on historical trend, industry practice and the business environment in which the company operates, an impairment analysis is performed at each reporting date for trade receivables. Based on above, the company does not except any credit loss.

 

The movement in the allowance for doubtful debts in respect of trade and other receivables during the year was as follows:

 

    March 31,     August 31,  
    2024     2024  
Balance at the beginning of the year     -       -  
Provisions accrued during the year     -       -  
Amount written off during the year     -       -  
Effect of movement in Exchange rate     -       -  
Balance at the end of the year     -       -  

 

Allowances for doubtful debts mainly represent amounts due from airlines, hotels and customers. Based on historical experience, the Company believes that no impairment allowance is necessary, except for as disclosed in Note 26, in respect of trade receivables.

 

b) 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 reasonable price. Prudent liquidity risk management implies maintaining sufficient cash and marketable securities and the availability of funding through an adequate amount of credit facilities to meet obligations when due. The Company’s treasury team is responsible for liquidity, funding as well as settlement management. In addition, processes and policies related to such risks are overseen by senior management. Management monitors the Company’s liquidity position through rolling forecasts on the basis of expected cash flows.

 

 
 

 

The following tables set forth Company’s financial liabilities based on expected and undiscounted amounts as at March 31, 2023 and 2024

 

As at August 31, 2024

 

    Carrying Amount     Contractual Cash Flows *     Within 1 year     1 -5 Years     More than 5 years  
Borrowings     5,68,058       5,68,058       5,68,058          -         -  
Unsecured loan     -       -       -       -       -  
Trade and other payables     2,58,682       2,58,682       2,58,682       -       -  
Lease Liabilities     -       -       -       -       -  
Other financial liabilities     25,595       25,595       25,595       -       -  
Total     8,52,335       8,52,335       8,52,335       -       -  

 

As at March 31, 2024

 

    Carrying Amount     Contractual Cash Flows *     Within 1 year     1 -5 Years     More than 5 years  
Borrowings     5,03,180       5,03,180       2,81,926       2,21,254       -  
Unsecured loan     41,603       41,603       41,603       -       -  
Trade and other payables     3,95,360       3,95,360       3,95,360       -       -  
Lease Liabilities     -       -       -       -       -  
Other financial liabilities     21,926       21,926       21,926       -       -  
Total     9,62,069       9,62,069       7,40,815       2,21,254       -  

 

*Represents Undiscounted cash flows of interest and principal

 

Based on the past performance and current expectations, the Company believes that the cash and cash equivalent and cash generated from operations will satisfy the working capital needs, funding of operational losses, capital expenditure, commitments and other liquidity requirements associated with its existing operations through at least the next 12 months. In addition, there are no transactions, arrangements and other relationships with any other person that are reasonably likely to materially affect or the availability of the requirement of capital resources.

 

c) Foreign currency risk

 

Foreign currency Risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of the changes in foreign exchange rates. The company has no major exposure to foreign exchange risk.

 

The Company currently does not have any hedging agreements or similar arrangements with any counter-party to cover its exposure to any fluctuations in foreign exchange rates.

 

 
 

 

38 Capital management

 

For the purpose of the Company’s capital management, capital includes issued capital, share premium and all other equity reserves attributable to the equity holders of the Company. The primary objective of the Company’s capital management is to ensure that it maintains a strong credit rating and healthy capital ratios in order to support its business and maximise the shareholder’s value.

 

In order to achieve this overall objective, the Company’s capital management, amongst other things, aims to ensure that it meets financial covenants attached to its interest-bearing loans and borrowings that form part of its capital structure requirements. Breaches in the financial covenants would permit the lender to immediately call interest-bearing loans and borrowings.

 

There have been no breaches of the financial covenants of any interest-bearing loans and borrowing in the current period. The Company manages its capital structure and makes adjustments to it, in light of changes in economic conditions and the requirements of the financial covenants. To maintain or adjust the capital structure, the Company may adjust the dividend payment to shareholders, return capital to shareholders or issue new shares. No changes were made in the objectives, policies or processes during the period ended August 31, 2024 and year ended March 31, 2024.

 

    March 31,     August 31,  
    2024     2024  
Borrowings (Note 28)     5,44,783       5,68,058  
Less :cash and cash equivalents (Note 25)     (6,846 )     (1,042 )
Net debt     5,37,937       5,67,016  
                 
Equity     1,88,181       2,18,396  
Total Equity     1,88,181       2,18,396  
                 
Gearing ratio (Net debt / total equity + net debt)     74.08 %     72.19 %

 

39 Related party disclosures

 

Related parties and nature of related party relationship where transactions have taken place.

 

Nature of relationship   Name of related party
     
Entities having significant influence   Yatra Online Limited (Parent Company w.e.f. September 11, 2024)*
    Ramkrishna Forgings Limited (Parent Company Upto September 10, 2024)
     
Key Management Personnel   Mr. Dhruv Shringi (Co-founder, CEO and Director of Yatra Online Limited)*
    Mr. Rohan Mittal (Chief Financial Officer of Yatra Online Limited)*
    Mr. Kaushik Ghosh (Whole-time Director) (w.e.f. May 25, 2024)
    Mr. Anup Wadhwan (Additional Director w.e.f. September 11, 2024)*
    Mr. Sabina Chopra (Additional Director w.e.f. September 11, 2024)*
    Mr. Manish Amin (Additional Director w.e.f. September 11, 2024)*
    Mr. Mahabir Prasad Jalan (Director upto January 9, 2024)
    Mr. Naresh Jalan (Director upto September 10, 2024)
    Mr. Chaitanya Jalan (Director upto September 10, 2024)
    Mrs. Radhika Jalan (Director upto September 10, 2024)
    Mr. Lalit Kumar Khetan (Director upto September 10, 2024)
    Mr. Vinay Agarwal (Chief Financial Officer upto June 24, 2024)
     
Group Companies of entities having significant influence   Travel.Co.In Private Limited (Wholly owned subsidiary of Yatra Online Limited)*
    TSI Yatra Private Limited (Wholly owned subsidiary of Yatra Online Limited)*
    Yatra Corporate Hotel Solutions Private Limited (Wholly owned subsidiary of Yatra Online Limited)*
    Yatra For Business Pvt. Ltd. (Wholly owned subsidiary of Yatra Online Limited)*
    Yatra Hotel Solutions Private Limited (Wholly owned subsidiary of Yatra Online Limited)*
    Yatra Online Freight Services Private Limited (Wholly owned subsidiary of Yatra Online Limited)*
    Yatra TG Stays Private Limited (Wholly owned subsidiary of Yatra Online Limited)*
    Adventure and Nature Network (P) Ltd (Subsidiary of Yatra Online Limited)*
    Yatra USA LLC (Fellow Subsidiary of Yatra Online Limited)*
    Riddhi Portfolio Pvt. Ltd. (upto September 10, 2024)
    ACIL Ltd. (upto September 10, 2024)
    JMT Auto Limited (upto September 10, 2024)
    Mal Metalliks Pvt Ltd (upto September 10, 2024)
    Multitech Auto Pvt Ltd (upto September 10, 2024)
    Ramkrishna Titagarh Rail Wheel Ltd. (upto September 10, 2024)
    Ramkrishna Aeronautics Private Limited (upto September 10, 2024)
    Ramkrishna Foundation (upto September 10, 2024)

 

*These parties became related parties subsequent to acquisition of Company by Yatra. They were not related parties during the five months ended August 31, 2024. Accordingly, disclosure of transactions with these parties are not required in these financial statements.

 

 

 

During the period, the Company entered into the following transactions, in the ordinary course of business on an arm’s length basis, with related parties:

 

    August 31,     August 31,  
    2023     2024  
Entities having significant influence                
Rendering of services     12,126       28,821  
Others     1,518       2,372  
                 
Group Companies of entities having significant influence                
Rendering of services     4       7,090  
Interest Expense     2,838       8,182  
Loan Taken     3,17,500       70,000  
Loan Repaid     2,50,833       (1,04,000 )
Interest Income     -       -  
Loan Given     -       -  
Loan Repaid     -       -  

 

    August 31,  
Balances as at (net of allowances)   2024  
Trade receivable     14,156  
Other financial liabilities     (2,371 )
         
Entities having significant influence        
Unsecured loan     -  
Interest accrued     -  

 

Compensation of key management personnel of the Company

 

    August 31,
    2023     2024  
             
Short-term employee benefits     562       1,499  
Contributions to defined contribution plans     30       101  
Directors Sitting fee’s     -       -  
Directors Remuneration     2,083       3,916  
Share based payment     -       -  
Total compensation paid to key management personnel     2,675       5,516  

 

Provision for gratuity and compensated absences has not been considered, since the provisions are based on actuarial valuations for the Company’s as a whole.

 

The amount disclosed in the table are the amounts recognized as an expense during the reporting period related to key management personnel.

 

 

 

EX-99.3 5 ex99-3.htm EX-99.3

 

Exhibit 99.3

 

UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION

 

On September 2, 2024, Yatra Online, Inc. (the “Company”), through its subsidiary, Yatra Online Limited (“Yatra India”), acquired of Globe All India Services Limited (“GAISL”), engaged in the business of providing reservation and booking services relating to tours and travels (corporate, MICE and leisure and tour planning) and car rental.

 

The following unaudited pro forma condensed combined financial information and related notes present the historical condensed combined financial information of the Company and its subsidiaries (hereinafter referred to as “we,” “our,” “us” and similar terms unless the context indicates otherwise) and GAISL after giving effect to the GAISL Acquisition that was completed on September 11, 2024 (the “Acquisition Date”). The unaudited pro forma condensed combined financial information gives effect to the GAISL Acquisition based on the assumptions, reclassifications and adjustments described in the accompanying notes to the unaudited pro forma condensed combined financial information.

 

The unaudited pro forma condensed combined statement of financial position as of March 31, 2024 is presented as if the GAISL Acquisition had occurred on April 1, 2023. The unaudited pro forma condensed combined statements of profit or loss and other comprehensive income for the year ended March 31, 2024 is presented as if the acquisition had occurred on April 1, 2023. The historical financial information is adjusted in the unaudited pro forma condensed combined financial information to give effect to pro forma events that are (1) directly attributable to the proposed acquisition, (2) factually supportable, and (3) with respect to the condensed combined statements of profit or loss and other comprehensive income, expected to have a continuing impact on the combined results.

 

The historical financial statements of GAISL have been adjusted to reflect certain reclassifications in order to align financial statement presentation.

 

The determination and preliminary allocation of the purchase consideration used in the unaudited pro forma condensed combined financial information are based upon preliminary estimates, which are subject to change during the measurement period as we finalize the valuations of the net tangible and intangible assets acquired.

 

The unaudited pro forma adjustments are not necessarily indicative of or intended to represent the results that would have been achieved had the transaction been consummated as of the dates indicated or that may be achieved in the future. The actual results reported by the combined company in periods following the acquisition may differ significantly from those reflected in this unaudited pro forma condensed combined financial information for a number of reasons, including cost saving synergies from operating efficiencies and the effect of the incremental costs incurred to integrate the two companies.

 

The unaudited pro forma condensed combined financial information should be read in conjunction with our historical consolidated financial statements and accompanying notes included in our Annual Report on Form 20-F for the year ended March 31, 2024, and the historical financial statements of GAISL for the year ended March 31, 2024 contained in this Form 6-K.

 

 

 

Yatra Online, Inc.

PRO FORMA UNAUDITED CONDENSED COMBINED STATEMENT OF FINANCIAL POSITION

AS OF MARCH 31, 2024

 (AMOUNTS ARE IN THOUSANDS UNLESS OTHERWISE STATED)

 

    The Company     The Company     GAISL     GAISL     Transaction Accounting Adjustments     Transaction Accounting Adjustments     Pro Forma Combined     Pro Forma Combined  
    INR     USD     INR     USD     INR     USD     INR     USD  
Assets                                                                
Non Current Assets                                                                
Property, plant and equipment     73,835       881       25,991       312       21,045       251 (b)     1,20,871       1,444  
Right-of-use assets     1,60,037       1,909       -       -               -       1,60,037       1,909  
Intangible assets and goodwill     9,13,434       10,896       2,879       35       13,67,200       16,309 (b)     22,83,513       27,240  
Prepayments and other assets     755       9       2,945       35               -       3,700       44  
Other financial assets     24,039       287       3,374       40               -       27,413       327  
Term deposits     1,37,169       1,636       -       -               -       1,37,169       1,636  
Other non-financial assets     2,07,555       2,476       -       -               -       2,07,555       2,476  
Deferred tax assets     10,932       130       2,492       30               -       13,424       160  
Total non-current assets     15,27,756       18,224       37,681       452       13,88,245       16,560       29,53,682       35,237  
                                                                 
Current assets                                                                
Inventories     53       1       -       -               -       53       1  
Trade and other receivables     46,37,243       55,317       9,15,783       10,989               -       55,53,026       66,306  
Prepayments and other assets     14,87,861       17,749       2,97,527       3,570               -       17,85,388       21,319  
Income tax recoverable     3,39,317       4,048       19,724       237               -       3,59,041       4,285  
Other current financial assets     1,34,930       1,610       3,417       40               -       1,38,347       1,650  
Term deposits     26,20,655       31,262       221       3               -       26,20,876       31,265  
Cash and cash equivalents     17,41,950       20,780       6,846       82       (12,80,000 )     (15,269 )(a)     4,68,796       5,593  
Total current assets     1,09,62,009       1,30,765       12,43,518       14,921       (12,80,000 )     (15,269 )     1,09,25,527       1,30,417  
Total assets     1,24,89,765       1,48,989       12,81,199       15,373       1,08,245       1,291       1,38,79,209       1,65,653  
                                                                 
Equity and liabilities                                                                
Equity                                                                
Share capital     857       10       47,877       574       (47,877 )     (571 )(d)     857       13  
Share premium     2,05,11,478       2,44,679       1,46,885       1,762       (1,46,885 )     (1,752 )(d)     2,05,11,478       2,44,689  
Treasury shares     (2,22,152 )     (2,650 )     -       -               -       (2,22,152 )     (2,650 )
Other capital reserve     3,78,695       4,517       -       -               -       3,78,695       4,517  
Accumulated deficit     (2,02,66,628 )     (2,41,759 )     (6,580 )     (79 )     1,30,178       1,553 (b)     (2,01,43,030 )     (2,40,285 )
Non-controlling interest reserve     50,32,282       60,030       -       -               -       50,32,282       60,030  
Foreign currency translation reserve     (46,059 )     (549 )     -       -               -       (46,059 )     (549 )
Total equity attributable to equity holders of the Parent Company     53,88,473       64,279       1,88,182       2,257       (64,584 )     (770 )     55,12,071       65,765  
Total non-controlling interest     23,71,799       28,293       -       -                       23,71,799       28,293  
Total equity     77,60,272       92,572       1,88,182       2,257       (64,584 )     (770 )     78,83,870       94,058  
                                                                 
Non-current liabilities                                                                
Borrowings     1,14,677       1,368       2,62,857       3,154               -       3,77,534       4,522  
Deferred tax liabilities     4,669       56       -       -       1,72,829       2,062 (c)     1,77,498       2,117  
Employee benefits     55,850       666       14,621       175               -       70,471       841  
Lease liabilities     1,64,418       1,961       -       -               -       1,64,418       1,961  
Total non-current liabilities     3,39,614       4,051       2,77,478       3,329       1,72,829       2,062       7,89,921       9,442  
                                                                 
Current liabilities                                                                
Borrowings     5,23,515       6,245       2,81,926       3,383               -       8,05,441       9,628  
Trade and other payables     26,08,087       31,112       3,95,360       4,744               -       30,03,447       35,856  
Employee benefits     41,307       493       264       3               -       41,571       496  
Contract Liabilities     -       -       85,495       1,026               -       85,495       1,026  
Deferred revenue     3,360       40       -       -               -       3,360       40  
Income taxes payable     251       3       -       -               -       251       3  
Lease liabilities     51,324       612       -       -               -       51,324       612  
Other financial liabilities     4,18,969       4,998       21,926       263               -       4,40,895       5,261  
Other current liabilities     7,43,066       8,864       30,568       368               -       7,73,634       9,232  
Total current liabilities     43,89,879       52,366       8,15,539       9,787       -       -       52,05,418       62,153  
Total liabilities     47,29,493       56,418       10,93,017       13,116       1,72,829       2,062       59,95,339       71,595  
Total equity and liabilities     1,24,89,765       1,48,989       12,81,199       15,373       1,08,244       1,291       1,38,79,209       1,65,653  

 

See notes to proforma unaudited condensed combined financial information

 

 

 

Yatra Online, Inc.

PRO FORMA UNAUDITED CONDENSED COMBINED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME FOR THE YEAR ENDED MARCH 31, 2024

(AMOUNTS ARE IN THOUSANDS UNLESS OTHERWISE STATED)

 

    The Company     The Company     GAISL     GAISL     Transaction Accounting Adjustments     Transaction Accounting Adjustments     Pro Forma Combined     Pro Forma Combined  
    INR     USD     INR     USD     INR     USD     INR     USD  
                                                 
Revenue                                                                
Rendering of services     35,83,798       42,751       25,22,464       30,691       0       -       61,06,262       72,841  
Other revenue     6,06,099       7,230       -       -               -       6,06,099       7,230  
Total revenue     41,89,897       49,981       25,22,464       30,691       -       -       67,12,361       80,071  
                                                                 
Other income     1,02,362       1,221       5,143       63               -       1,07,505       1,282  
                                                                 
Service cost     8,66,039       10,331       20,32,584       24,730               -       28,98,623       34,577  
Personnel expenses     13,48,215       16,083       1,95,511       2,379               -       15,43,726       18,415  
Marketing and sales promotion expenses     4,59,935       5,487       8,330       101               -       4,68,265       5,586  
Other operating expenses     15,79,352       18,840       1,08,674       1,322               -       16,88,026       20,136  
Depreciation and amortization     1,97,527       2,356       3,559       43       43,263       516 (b)     2,44,349       2,915  
Results from operations     (1,58,809 )     (1,894 )     1,78,948       2,179       (43,263 )     (516 )     (23,124 )     (276 )
                                                                 
Finance income     1,70,714       2,036       3,333       41               -       1,74,047       2,076  
Finance cost     (2,86,998 )     (3,424 )     (69,300 )     (843 )             -       (3,56,298 )     (4,250 )
Listing and related expenses     (54,238 )     (647 )     -       -               -       (54,238 )     (647 )
Loss before taxes     (3,29,331 )     (3,929 )     1,12,980       1,377       (43,263 )     (516 )     (2,59,613 )     (3,097 )
Tax expense     (37,174 )     (443 )     (29,661 )     (361 )     (11248 )     (134 (c) )   (78,083 )     (931 )
Loss for the period     (3,66,506 )     (4,373 )     83,319       1,015       (54,512 )     (651 )     (3,37,698 )     (4,029 )
                                                                 
Other comprehensive income/(loss)                                                                
Items not to be reclassified to profit or loss in subsequent periods (net of taxes)                                                     -       -  
Remeasurement loss on defined benefit plan, net of tax     (6,006 )     (72 )     (1,446 )     (18 )             -       (7,452 )     (89 )
Items that are or may be reclassified subsequently to profit or loss (net of taxes)                                                     -       -  
Foreign currency translation differences (loss)/gain     (15,027       (179 )     -       -               -       (15,027 )     (179 )
Other comprehensive loss for the period, net of tax     (21,033 )     (251 )     (1,446 )     (18 )     -       -       (22,479 )     (268 )
Total comprehensive loss for the period, net of tax     (3,87,539 )     (4,624 )     81,873       997       (54,512     (651     (3,60,176 )     (4,297 )
                                                                 
Loss attributable to:                                                                
Owners of the Parent Company     (3,50,943 )     (4,186 )     83,319       1,015       (54,512 )     (650 )     (3,22,137 )     (3,843 )
Non-controlling interest     (15,562 )     (186     -       -               -       (15,562 )     (186 )
Loss for the period     (3,66,505     (4,372 )     83,319       1,015       (54,512 )     (650 )     (3,37,699 )     (4,028 )
                                                                 
Total comprehensive loss attributable to:                                                                
Owners of the Parent Company     (3,69,860 )     (4,412 )     81,873       997       (54,512 )     (650 )     (3,42,499 )     (4,086 )
Non-controlling interest     (17,678 )     (211 )     -       -               -               -  
Total comprehensive loss for the period     (3,87,538 )     (4,623 )     81,873       997       (54,512 )     (650 )     (3,42,499 )     (4,086 )
                                                                 
Loss per share                                                                
Basic     (5.60 )     (0.07 )                                     (5.60 )     (0.07 )
Diluted     (5.60     (0.07 )                                     (5.60 )     (0.07 )

 

 

 

Yatra Online, Inc.

NOTES TO UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION  

(AMOUNTS ARE IN THOUSANDS UNLESS OTHERWISE STATED)

 

Basis of Pro Forma Presentation

 

The unaudited pro forma condensed combined statement of financial position as of March 31, 2024 combines the historical condensed consolidated statement of financial position of Yatra Online, Inc. (“Yatra”, “Company”) with the historical condensed balance sheet of Globe All India Services Limited (“GAISL”) and has been prepared as if the GAISL acquisition had occurred on March 31, 2024. The unaudited pro forma condensed combined statements of profit or loss and other comprehensive income for the year ended March 31, 2024 combine Yatra’s historical condensed consolidated statements of income with GAISL’s historical statements of operations and have been prepared as if the acquisition had occurred on April 01, 2023. The historical financial information is adjusted in the unaudited pro forma condensed combined financial information to give effect to pro forma events that are (1) directly attributable to the proposed acquisition, (2) factually supportable, and (3) with respect to the condensed combined statements of profit or loss and other comprehensive income, expected to have a continuing impact on the combined results.

 

The unaudited pro forma condensed combined financial information has been prepared in accordance with Article 11 of Regulation S-X. The management has determined that the Company is the accounting acquirer, which will be accounted for under the acquisition method of accounting for business combinations in accordance with IFRS 3 Business Combinations. The allocation of the preliminary estimated purchase price with respect to the acquisition is based upon management’s estimates of and assumptions related to the fair values of assets to be acquired and liabilities to be assumed as of September 11, 2024, using currently available information. Due to the fact that the unaudited pro forma condensed combined financial statements have been prepared based on these preliminary estimates, the final purchase price allocation and the resulting effect on GAISL’s financial position and results of operations may differ materially from the pro forma amounts included herein.

 

The preliminary purchase price allocation presented below is based on management’s estimate of the fair value of tangible and intangible assets acquired and liabilities assumed using information that is currently available. The excess of the purchase price over the fair value of net assets acquired will be allocated to goodwill. The final allocation of the purchase price will be based on a comprehensive final evaluation of tangible and intangible assets acquired and liabilities assumed.

 

Significant judgment is required to estimate the fair value of tangible and intangible assets acquired, liabilities assumed, as well as the useful life and pattern of expected benefit for acquired intangible assets. The fair value estimates and useful life for acquired intangible assets are based on available historical information, future expectations, and assumptions deemed reasonable by management, but are inherently uncertain. The preliminary fair values of intangible assets are generally determined using an income method, which is based on forecasts of the expected future cash flows attributable to the respective assets. Preliminary fair values for certain intangibles were determined using a cost approach that measures the value of an asset by estimating the cost to acquire or develop comparable assets. Significant estimates and assumptions inherent in the valuations reflect consideration of other marketplace participants, the amount and timing of future cash flows (including expected growth rates, discount rate and profitability), royalty rates used in the relief of royalty method, and the discount rate applied to the cash flows. Unanticipated market or macroeconomic events and circumstances may occur, which could affect the accuracy or validity of the estimates and assumptions. The key assumptions of the cost approach include replacement cost, functional and economic obsolescence, and remaining useful life.

 

The estimated values of the assets acquired and liabilities assumed will remain preliminary for a period of time after the Closing until the Company determines the fair values of the assets acquired and liabilities assumed. The final determination of the purchase price allocation will be completed as soon as practicable after the completion of the acquisition and will be based on the fair values of the assets acquired and liabilities assumed as of the Closing Date. The final amounts allocated to assets acquired and liabilities assumed could differ significantly from the amounts presented in the unaudited pro forma condensed combined financial statements.

 

The pro forma adjustments described below were developed based on Yatra’s management’s assumptions and estimates, including assumptions relating to the consideration paid and the allocation thereof to the assets acquired and liabilities assumed from GAISL based on preliminary estimates of fair value. The final purchase consideration and the allocation of the purchase consideration will differ from that reflected in the unaudited pro forma condensed combined financial information after final valuation procedures are performed and amounts are finalized following the completion of the acquisition.

 

 

 

The unaudited pro forma condensed combined financial information is provided for illustrative purposes only and does not purport to represent what the actual consolidated statements of profit or loss and other comprehensive income or the consolidated statement of financial position of the combined company would have been had the acquisition occurred on the dates assumed, nor are they necessarily indicative of future consolidated statements of profit or loss and other comprehensive income or statement of financial position.

 

The unaudited pro forma condensed combined financial information does not reflect any integration activities or cost savings from operating efficiencies, synergies, asset dispositions or other restructurings that could result from the acquisition.

 

Preliminary Purchase Consideration and Related Allocation

 

Pursuant to the Share Purchase Agreement dated September 02, 2024, the purchase consideration of INR 1280,000 (Equivament to USD 15,359) was paid in cash to the existing GAISL holders.

 

The following table summarizes the preliminary allocation of the fair value of assets acquired and liabilities of GAISL as at the date of acquisition:

 

    INR     USD #  
Net working capital (including cash)     5,59,000       6,668  
Property, Plant and Equipment     46,000       549  
Intangible assets     6,43,700       7,679  
Borrowings     (5,24,000 )     (6,251 )
Deferred tax asset     4,600       55  
Deferred tax liabilities     (1,72,800 )     (2,061 )
Total identifiable net assets at fair value     5,56,500       6,639  
Goodwill     7,23,500       8,631  
Total purchase price     12,80,000       15,270  

 

#converted using exchange rate of March 31, 2024 (1USD = INR 83.83)

 

We believe the amount of goodwill resulting from the allocation of purchase consideration is primarily attributable to expected synergies from future growth. Goodwill is not expected to be deductible for tax purposes. In accordance with IFRS 3, goodwill will not be amortized but instead will be tested for impairment at least annually and more frequently if certain indicators of impairment are present. In the event that goodwill has become impaired, we will record an expense for the amount impaired during the reporting period in which the determination is made.    

   

Upon completion of the fair value assessment, it is anticipated that the final purchase price allocation will differ from the preliminary assessment outlined above. Any changes to the preliminary estimates of the fair value of the assets acquired and liabilities assumed will be recorded as adjustments to those assets and liabilities and residual amounts will be allocated to goodwill.

 

Pro Forma Adjustments

 

The pro forma adjustments included in the unaudited pro forma condensed combined financial information are as follows:

 

a. To record the adjustments related to cash consideration paid.
b. To record preliminary fair values of the tangible and intangible assets acquired in connection with the GAISL Acquisition and associated amortization expenses.
c. To record non-current net deferred tax liabilities adjustment related to the acquisition.
d. To eliminate GAISL.