Accounting Policies of CL Educate Ltd. Company

Mar 31, 2025

(B) MATERIAL ACCOUNTING POLICIES

(i) Basis of preparation:

These Standalone Financial Statements of the
Company have been prepared in accordance
with Indian Accounting Standard (“Ind AS") and
comply with requirements of Ind AS notified under
Section 133 of the Companies Act, 2013 (“the
Act"), read together with the Companies (Indian
Accounting Standards) Rules, 2015 as amended
from time to time, stipulation contained in
Schedule III (Revised) and other pronouncements/
provisions of applicable laws and the guidelines
issued by Securities and Exchange Board of India,
to the extent applicable.

These Standalone Financial Statements have
been prepared using the material accounting

policies and measurement basis summarised
below. These accounting policies have been
used consistently applied throughout all
periods presented in these standalone financial
statements, unless stated otherwise

The Standalone Financial Statements have been
prepared on a historical cost basis, except for the
following assets and liabilities which have been
measured at fair value:

i. Derivative financial instruments;

ii. Certain financial assets and liabilities
measured at fair value (refer accounting
policy regarding financial instruments);

iii. Defined benefit plans- plan assets measured
at fair value; and

iv. Share based payments.

The Company presents assets and liabilities in
the balance sheet based on current/non-current
classification. An asset is treated as current if it
satisfies any of the following conditions:

i. Expected to be realised or intended to sold
or consumed in normal operating cycle;

ii. Held primarily for the purpose of trading;

iii. Expected to be realised within twelve months
after the reporting period; or

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

All other assets are classified as non-current.

A liability is current if it satisfies any of the
following conditions:

i. It is expected to be settled in normal
operating cycle;

ii. It is held primarily for the purpose of trading;

iii. I t is due to be settled within twelve months
after the reporting period; or

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

All other liabilities are classified as non-current.

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

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

The Standalone financial statements of the
Company have been presented in Indian Rupees
(''), which is also its functional currency and all
amounts disclosed in the standalone financial
statements and notes have been rounded off
to the nearest lacs as per the requirement of
Schedule III to the Act, unless otherwise stated.

(ii) Fair value measurements

The Company measures financial instruments at
fair value which is the price that would be received
to sell an asset or paid to transfer a liability in an
orderly transaction between independent market
participants at the measurement date. The fair
value measurement is based on the presumption
that the transaction to sell the asset or transfer
the liability takes place either:

» In the principal market for the asset or
liability, or

» In the absence of a principal market, in the most
advantageous market for the asset or liability.

All assets and liabilities for which fair value
is measured or disclosed in the Standalone
Financial Statements are categorised within the
fair value hierarchy, described as follows, based
on the lowest level input that is significant to the
fair value measurement as a whole:

Level 1 - Quoted (unadjusted) market prices in
active markets for identical assets or liabilities;

Level 2 - Valuation techniques for which the
lowest level input that is significant to the fair
value measurement is directly or indirectly
observable; and

Level 3 - Valuation techniques for which the
lowest level input that is significant to the fair
value measurement is unobservable.

The Company uses valuation techniques that are
appropriate in the circumstances and for which
sufficient data are available to measure fair value,
maximising the use of relevant observable inputs
and minimising the use of unobservable inputs.
For assets and liabilities that are recognised in the
balance sheet at fair value on a recurring basis,
the Company determines whether transfers have
occurred between levels in the hierarchy by re¬
assessing categorisation (based on the lowest
level input that is significant to the fair value
measurement as a whole) at the end of each
reporting period.

For the purpose of fair value disclosures, the
Company has determined classes of assets and
liabilities on the basis of the nature, characteristics
and risks of the asset or liability and the level of
the fair value hierarchy as explained above.

(iii) Revenue

Revenue is recognised upon transfer of control
of promised product or services to customer in
an amount that reflect the consideration which
the Company expects to receive in exchange for
those product or services at the fair value of the
consideration received or receivable, which is
generally the transaction price, net of any taxes/
duties and discounts.

The Company earns revenue from Educational
and training business, sales of text books and
integrated marketing and management services.

Revenue from services

Revenue in respect of educational and training
programme received from students is recognised
in the statement of profit and loss over the service
period in proportion to the stage of completion
of the services at the reporting date. The stage
of completion is assessed by reference to the
curriculum. Fee is recorded at invoice value,
net of discounts and taxes, if any. The revenue
from time and material contracts is recognised
at the amount to which the Company has right
to invoice.

If the services rendered by the Company exceed
the payment, a contract asset is recognised. If
the payment exceed the services rendered, a
contract liability is recognised. Revenue from
training is recognised over the service period
of delivery.

In case of EdTech segment, the Company offers to
collect payment from its customers either on one
time basis at the beginning of the performance
obligation or on instalment plan basis during
the performance obligation. In case of MarTech
segment, the Company receives certain amount of
payment upfront while the remaining is collected
over the completion of performance obligations.

Performance obligation:

The performance obligation provides the
aggregate amount of the transaction price yet
to be recognised as at the end of the reporting
period and an explanation as to when the
Company expects to recognize these amounts
in revenue.

Revenue as an agent

The Company derives its revenue from event
and managed manpower services. When the
Company determines that the nature of its
promise, is a performance obligation to provide
the specified goods or services itself (i.e. entity
is the principal), then it recognises the revenue
earned as the gross amount of consideration.
However, where the Company promise, is to
arrange, for the customer to provide goods/
services as an agent then revenue is recognised
only to extent of commission/markup/charges
earned by it. In such cases the Company does
not control the goods and services provided
to a customer. The indicators evaluated by
the Company to conclude if it is an agent are
the following:

(a) That another party is primarily responsible
for fulfilling the contract;

(b) The Company does not have any
inventory risk;

(c) The Company does not have discretion
in establishing prices for the other party''s
goods or services and, therefore, the benefit

that the Company can receive from those
goods or services is limited;

(d) the Company''s consideration is in the
form of a commission / service charge or
markup; and

(e) the Company is not exposed to credit risk
for the amount receivable from a customer
in exchange for the other party''s goods
or services.

Revenue from sale of text books

Revenue from Sale of Textbooks is recognized
at the point of time upon transfer of control of
promised goods to the customer in an amount
that reflects the consideration the Company
expects to receive in exchange for those goods
i.e. when it is probable that the entity will
receive the economic benefits associated with
the transaction and the related revenue can
be reliably measured. Revenue is recognized at
the fair value of the consideration received or
receivable, which is generally the contracted
price, net of any taxes/duties and discounts
considering the impact of variable consideration.

Revenue is measured based on the transaction
price, which is the consideration, adjusted
for volume discounts, service level credits,
performance bonuses and price concessions,
if any, as specified in the contract with the
customer. Revenue also excludes taxes collected
from customers.

I n case of test preparation services, sale of text
books is recognised at the time of receipt of
payment on account of education and training
program provided by the Company and is
recorded net of discounts and taxes, if any.

Revenue is recognized upon transfer of control
of promised products or services (“performance
obligations") to customers in an amount that
reflects the consideration the Company has
received or expects to receive in exchange for
these products or services (“transaction price").
When there is uncertainty as to collectability,
revenue recognition is postponed until such
uncertainty is resolved.

The customer pays the fixed amount based on
a payment schedule. If the services rendered by
the Company exceed the payment, a contract
asset is recognised. If the payment exceed
the services rendered, a contract liability is
recognised. Revenue from training is recognised
over the period of delivery.

Contract Liabilities (Unearned Revenue)

A contract liability is the obligation to transfer
goods or services to a customer for which
the Company has received consideration
(or an amount of consideration is due) from
the customer. Amounts billed and received
or recoverable prior to the reporting date for
services and such services or part of such
services are to be performed after the reporting
date are recorded as contract liabilities as per
the provisions of the Ind AS-115.

Other operating income

Revenue in respect of start-up fees from
franchisees is recognised on performing a
contractually agreed assignment over a period
of time, whether during a single period or over
more than one period as per agreed terms of the
franchise agreement.

Revenue from commission from Universities in
India or abroad is recognised on accrual basis.

Income from advertising is recognised on
stage of completion basis as per the terms of
the agreement

Contract Balances
Trade receivables

A receivable represents the Company''s right to
an amount of consideration that is unconditional
(i.e. only the passage of time is required before
payment of the consideration is due).

Impairment of Trade Receivable

The Company measures the Expected Credit
Loss (“ECL") associated with its assets based
on historical trends, industry practices and
the general business environment in which it
operates. The impairment methodology applied
depends on whether there has been a significant
increase in credit risk. ECL impairment loss

allowance (or reversal) recognised during the
period is recognised as income/ expense in the
Standalone Statement of Profit and Loss under
the head ''other expenses''.

A contract liability is the obligation to transfer
goods or services to a customer for which
the Company has received consideration
(or an amount of consideration is due) from
the customer. Amounts billed and received
or recoverable prior to the reporting date for
services and such services or part of such
services are to be performed after the reporting
date are recorded as contract liabilities as per
the provisions of the Ind AS-115 and shown in
other current liabilities.

Rental income

Rental income from investment property is
recognised as part of revenue from operations
in the statement of profit or loss on a straight¬
line basis over the term of the lease except where
the rentals are structured to increase in line with
expected general inflation.

Interest income

Interest income on time deposits and inter
corporate loans is recognised using the effective
interest method.

The ''effective interest rate'' is the rate that exactly
discounts estimated future cash payments or
receipts through the expected life of the financial
instrument to the gross carrying amount of the
financial asset.

Dividend

Dividend income is recognised in profit and loss
on the date on which the Company''s right to
receive payment is established.

Other income

Other income other than above like rewards and
recoveries are recognised on accrual basis.

(iv) Inventories

Inventories comprising of traded goods are
measured at the lower of cost and net realisable
value. The cost of inventories is computed on
weighted average basis formula.

The Cost comprises all costs of purchases and
other costs incurred in bringing the inventory
to their present location and condition. Net
realisable value is the estimated selling price in the
ordinary course of business less estimated costs
necessary to make the sale. The comparison of
cost and net realisable value is made on an item-
by-item basis.

(v) Property, plant and equipment
Measurement at recognition:

Property, plant and equipment are stated at
cost, net of accumulated depreciation and
accumulated impairment losses, if any.

Cost comprises the purchase price, borrowing
costs if capitalisation criteria are met and any
directly attributable cost of bringing the asset
to its working condition for the intended use.
Any trade discounts and rebates are deducted
in arriving at the purchase price. The cost of an
item of property, plant and equipment shall be
recognised as an asset if, and only if:

a) it is probable that future economic benefits
associated with the item will flow to the
entity; and

b) the cost of the item can be measured reliably.

Property, plant and equipment under construction
are disclosed as capital work-in-progress. Cost
of construction that relate directly to specific
property, plant and equipment and that are
attributable to construction activity in general
are included in capital work-in-progress.

Subsequent expenditure related to an item of
property, plant and equipment is added to its
book value only if it increased the future benefits
from the existing asset beyond its previously
assessed standard of performance. All other
expenses on existing assets, including day-to-day
repair and maintenance expenditure and cost of
replacing parts, are charged to the Standalone
Statement of Profit and Loss for the period during
which such expenses are incurred.

Depreciation

Depreciation is calculated on cost of items
of property, plant and equipment less their
estimated residual value over their useful life
using straight line method and is recognised in
the standalone statement of profit and loss.

The estimated useful lives of items of property,
plant and equipment for the current and
comparative periods are as under and the same
are equal to lives specified as per schedule II of
the Act.

Based on technical evaluation and consequent
advice, the management believes that its
estimates of useful lives as given above best
represent the period over which management
expects to use these assets.

Depreciation on addition to property, plant and
equipment is provided on pro-rata basis from
the date the assets are ready for intended use.
Depreciation on sale/discard from property, plant
and equipment is provided for up to the date of
sale, deduction or discard of property, plant and
equipment as the case may be.

Depreciation method, useful lives and residual
values are reviewed at each financial year-
end, and changes, if any, are accounted
for prospectively.

The residual values, useful lives and method of
depreciation of property, plant and equipment
are reviewed at each financial year end and
adjusted prospectively, if appropriate.

Reclassification to investment property

When the use of a property changes from owner-
occupied to investment property, the property is
reclassified as investment property at its carrying
amount on the date of reclassification.

Capital Advances

Advances paid towards acquisition of property,
plant and equipment outstanding at each
reporting date is classified as capital advances.

Derecognition:

An item of property, plant and equipment and
any significant part initially recognised is de¬
recognised 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
or amount of security deposit adjusted and the
carrying amount of the asset) is included in the
Standalone Statement of Profit and Loss when
the asset is de-recognised.

(vi) Investment property

I nvestment properties are measured initially at
cost, including transaction costs. Subsequent
to initial recognition, investment properties are
stated at cost less accumulated depreciation and
accumulated impairment loss, if any.

The Company depreciates building component
of investment property over 60 years from the
date of original purchase on straight line basis in
accordance with Schedule II to the Act.

Though the Company measures investment
property using cost-based measurement, the
fair value of investment property is disclosed
in the notes. Fair value is determined by an
independent valuer who holds a recognised
and relevant professional qualification and
has recent experience in the relevant location

and category of the investment property being
valued. Investment properties are derecognised
either when they have been disposed of or when
they are permanently withdrawn from use and
no future economic benefit is expected from
their disposal. The difference between the net
disposal proceeds and the carrying amount
of the asset is recognised in profit or loss in
the period of derecognition. In determining the
amount of consideration from the derecognition
of investment property the Company considers
the effects of variable consideration, existence
of a significant financing component, non-cash
consideration, and consideration payable to the
buyer (if any).

Transfers are made to (or from) investment
property only when there is a change in use.

(vii) Intangible assets

Intangible assets acquired separately are
measured on initial recognition at cost. The
cost of intangible assets acquired in a business
combination is their fair value at the date of
acquisition. Following initial recognition, intangible
assets are carried at cost less any accumulated
amortisation and accumulated impairment
losses, if any.

Intangible assets with finite lives are amortised
over the useful economic life and assessed for
impairment whenever there is an indication
that the intangible asset may be impaired. The
amortisation period and the amortisation method
for an intangible asset with a finite useful life are
reviewed at least at the end of each reporting
period. Changes in the expected useful life or
the expected pattern of consumption of future
economic benefits embodied in the asset are
considered to modify the amortisation period
or method, as appropriate, and are treated as
changes in accounting estimates.

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

An intangible asset is derecognised upon disposal
(i.e., at the date the recipient obtains control) or
when no future economic benefits are expected
from its use or disposal. Any gain or loss arising
upon derecognition of the asset (calculated as
the difference between the net disposal proceeds
and the carrying amount of the asset) is included
in the standalone Statement of Profit and Loss.
when the asset is derecognised.

The residual values, useful lives and method of
depreciation of intangible assets are reviewed
at each financial year end and adjusted
prospectively, if appropriate.

Internally generated intangibles, excluding
capitalised development costs, are not capitalised
and the related expenditure is reflected in profit
or loss in the period in which the expenditure is
incurred. Development expenditure is capitalised
as part of the cost of the resulting intangible
asset only if the expenditure can be measured
reliably, the product or process is technically and
commercially feasible, future economic benefits
are probable, and the Company intends to and has
sufficient resources to complete development
and to use or sell the asset. Otherwise, it is
recognised in the standalone Statement of
Profit and Loss as incurred. Subsequent to initial
recognition, the asset is measured at cost less
accumulated amortisation and any accumulated
impairment losses.

(viii)Business Combination and Goodwill

Business combinations are accounted for using
the acquisition method. The cost of an acquisition
is measured as the aggregate of the consideration
transferred measured at acquisition date fair value
and the amount of any non-controlling interests
in the acquiree. For each business combination
the Company elects whether to measure the non¬
controlling interests in the acquiree at fair value
or at the proportionate share of the acquiree''s
identifiable net assets. Acquisition-related costs
are expensed as incurred.

At the acquisition date, the identifiable assets
acquired, and the liabilities assumed are
recognised at their acquisition date fair values.
For this purpose, the liabilities assumed include
contingent liabilities representing present
obligation and they are measured at their
acquisition fair values irrespective of the fact
that outflow of resources embodying economic
benefits is not probable.

However, deferred tax assets or liabilities, and the
assets or liabilities related to employee benefit
arrangements are recognised and measured
in accordance with Ind AS 12 ''Income Taxes''
and Ind AS 19 ''Employee Benefits'' respectively.
When a liability assumed is recognised at the
acquisition date, but the related costs are not
deducted in determining taxable profits until a
later period, a deductible temporary difference
arises which results in a deferred tax asset. A
deferred tax asset also arises when the fair value
of an identifiable asset acquired is less than its
tax base.

When the Company acquires a business, it
assesses the financial assets and liabilities
assumed for appropriate classification and
designation in accordance with the contractual
terms, economic circumstances and pertinent
conditions as at the acquisition date.

If the business combination is achieved in
stages, any previously held equity interest is re¬
measured at its acquisition date fair value and
any resulting gain or loss is recognised in profit
or loss or OCI, as appropriate.

Any contingent consideration to be transferred
by the acquirer is recognised at fair value at
the acquisition date. Contingent consideration
classified as an asset or liability that is a financial
instrument and within the scope of Ind-AS 109
Financial Instruments, is measured at fair value
with changes in fair value recognised in profit
or loss. If the contingent consideration is not
within the scope of Ind-AS 109, it is measured
in accordance with the appropriate Ind-AS.
Contingent consideration that is classified
as equity is not re-measured at subsequent
reporting dates and subsequent its settlement
is accounted for within equity.

Goodwill is initially measured at cost, being the
excess of the aggregate of the consideration
transferred and the amount recognised for non¬
controlling interests, and any previous interest
held, over the net identifiable assets acquired
and liabilities assumed. If the fair value of the
net assets acquired is in excess of the aggregate
consideration transferred, the Company re¬
assesses whether it has correctly identified all
of the assets acquired and all of the liabilities
assumed and reviews the procedures used
to measure the amounts to be recognised at
the acquisition date. If the reassessment still
results in an excess of the fair value of net assets
acquired over the aggregate consideration
transferred, then the gain is recognised in OCI
and accumulated in equity as capital reserve.

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

A cash generating unit to which goodwill has
been allocated is tested for impairment annually,
or more frequently when there is an indication
that the unit may be impaired. If the recoverable
amount of the cash generating unit is less than
its carrying amount, the impairment loss is
allocated first to reduce the carrying amount of
any goodwill allocated to the unit and then to the

other assets of the unit pro rata based on the
carrying amount of each asset in the unit.

Any impairment loss for goodwill is recognised
in statement of profit or loss. An impairment
loss recognised for goodwill is not reversed in
subsequent periods.

Where goodwill has been allocated to a cash
generating unit and part of the operation within
that unit is disposed off, the goodwill associated
with the disposed operation is included in
the carrying amount of the operation when
determining the gain or loss on disposal. Goodwill
disposed in these circumstances is measured
based on the relative values of the disposed
operation and the portion of the cash-generating
unit retained.

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

(ix) Income taxes

Tax expense is the aggregate amount included in
the determination of profit or loss for the period
in respect of current tax and deferred tax.

Current income tax

Current income tax is measured at the amount
expected to be paid to the tax authorities in
accordance with the Income-tax Act, 1961 and
rules thereunder. Current income tax assets and
liabilities are measured at the amount expected
to be recovered from or paid to the taxation
authorities. The tax rates and tax laws used to
compute the amount are those that are enacted
or substantively enacted, at the reporting date.
Current income

tax relating to items recognised outside profit or
loss is recognised outside profit or loss (either in
OCI or in equity).

Current tax items are recognised in correlation to
the underlying transaction either in OCI or directly
in equity. Management periodically evaluates
positions taken in the tax returns with respect
to situations in which applicable tax regulations
are subject to interpretation and establishes
provisions where appropriate.

Deferred tax

Deferred tax is provided using the liability
method on temporary differences between the
tax bases of assets and liabilities and their book
bases. Deferred tax liabilities are recognised for
all temporary differences, the carry forward of
unused tax credits and any unused tax losses.
Deferred tax assets are recognised to the extent
that it is probable that taxable profit will be
available against which the deductible temporary
differences, and the carry forward of unused tax
credits and unused tax losses can be utilised.
Deferred tax assets and liabilities are measured
at the tax rates that are expected to apply in the
year when the asset is realised or the liability is
settled, based on tax rates (and tax laws) that
have been enacted or substantively enacted at
the reporting date.

Deferred tax relating to items recognised outside
profit or loss is recognised outside profit or loss.
Deferred tax items are recognised in correlation
to the underlying transaction either in OCI or
directly in equity.

The carrying amount of deferred tax assets is
reviewed at each reporting date and reduced
to the extent that it is no longer probable that
sufficient taxable profit will be available to
allow all or part of the deferred tax asset to be
utilised. Unrecognised deferred tax assets are
re-assessed at each reporting date and are
recognised to the extent that it has become
probable that future taxable profits will allow the
deferred tax asset to be recovered.

Deferred tax assets and deferred tax liabilities are
offset if a legally enforceable right exists to set off
current tax assets against current tax liabilities

and the deferred taxes relate to the same taxable
entity and the same taxation authority.

Minimum Alternate Tax (“MAT") credit is
recognised as an asset only when and to the
extent there is convincing evidence that the
relevant members of the Company will pay
normal income tax during the specified period.
Such asset is reviewed at each reporting period
end and the adjusted based on circumstances
then prevailing.

(x) Impairment of non-financial assets

The Company assesses, at each reporting date,
whether there is an indication that an asset may
be impaired. If any indication exists, or when
annual impairment testing for an asset is required,
the Company estimates the asset''s recoverable
amount. An asset''s recoverable amount is the
higher of an asset''s or cash-generating unit''s
(“CGU") fair value less costs of disposal and its
value in use.

Recoverable amount is determined for an
individual asset, unless the asset does not
generate cash inflows that are largely independent
of those from other assets or groups of assets.

When the carrying amount of an asset or CGU
exceeds its recoverable amount, the asset is
considered impaired and is written down to its
recoverable amount.

I n assessing value in use, the estimated future
cash flows are discounted to their present value
using a pre-tax discount rate that reflects current
market assessments of the time value of money
and the risks specific to the asset. In determining
fair value less costs of disposal, recent market
transactions are taken into account.

If no such transactions can be identified, an
appropriate valuation model is used. These
calculations are corroborated by valuation
multiples, quoted share prices for publicly traded
Company''s or other available fair value indicators.

The Company bases its impairment calculation
on detailed budgets and forecast calculations,
which are prepared separately for each of the
Company''s CGUs to which the individual assets

are allocated. These budgets and forecast
calculations generally cover a period of five
years. For longer periods, a long-term growth
rate is calculated and applied to project future
cash flows after the fifth year. To estimate cash
flow projections beyond periods covered by the
most recent budgets/forecasts, the Company
extrapolates cash flow projections in the budget
using a steady or declining growth rate for
subsequent years, unless an increasing rate can
be justified. In any case, this growth rate does not
exceed the long-term average growth rate for the
products, industries, or country or countries in
which the entity operates, or for the market in
which the asset is used.

Impairment losses, including impairment on
inventories, are recognised in the standalone
statement of profit and loss.

An assessment is made at each reporting date
to determine whether there is an indication that
previously recognised impairment losses no
longer exist or have decreased. If such indication
exists, the Company estimates the asset''s
or CGU''s recoverable amount. A previously
recognised impairment loss is reversed only if
there has been a change in the assumptions used
to determine the asset''s recoverable amount
since the last impairment loss was recognised.
The reversal is limited so that the carrying amount
of the asset does not exceed its recoverable
amount, nor exceed the carrying amount that
would have been determined, net of depreciation,
had no impairment loss been recognised for the
asset in prior years. Such reversal is recognised
in the standalone statement of profit and loss
unless the asset is carried at a revalued amount,
in which case, the reversal is treated as a
revaluation increase.

xi) Financial instruments

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

Financial assets

Initial recognition and measurement

All financial assets are recognised initially at
fair value plus, in the case of financial assets

not recorded at fair value through profit or loss
(“FVTPL"), transaction costs that are attributable
to the acquisition of the financial asset.

Subsequent measurement

For purposes of subsequent measurement,
financial assets are classified as follows:

a) Financial assets at amortised cost

A ''financial asset'' is measured at the
amortised cost where the asset is held within
a business model whose objective is to hold
assets for collecting contractual cash flows;
and contractual terms of the asset give rise
to cash flows on specified dates that are
solely payments of principal and interest.

After initial measurement, such financial
assets are subsequently measured at
amortised cost using the EIR method.
Amortised cost is calculated by taking
into account any discount or premium on
acquisition and fees or costs that are an
integral part of the EIR. The interest income
from these financial assets is included
in finance income in the standalone
statement of profit and loss. The losses
arising from impairment are recognised in
the standalone statement of profit and loss.
This category generally applies to trade and
other receivables.

b) Financial assets at fair value through other
comprehensive income

Assets that are held for collection of
contractual cashflows and for selling
the financial assets, where the cash flow
represent solely payments of principal and
interest, are measured at fair value through
other comprehensive income (“FVOCI"). The
Company has not designated any financial
asset in this category.

Financial asset included within the OCI
category are measured initially as well as
at each reporting date at fair value. Fair
value movements are recognized in OCI.
Interest income is recognized in statement
of profit and loss for debt instruments.
On derecognition of the asset, cumulative

gain or loss previously recognized in OCI is
reclassified from OCI to statement of profit
and loss.

c) Financial assets at fair value through
profit or loss

Fair Value Through Profit or Loss (“FVTPL") is
a residual category for financial asset. Any
financial asset, which does not meet the
criteria for categorisation as at amortized
cost or as FVTOCI, is classified as at FVTPL.

In addition, the Company may elect to
designate a financial asset which otherwise
meets amortized cost or FVTOCI criteria, as
at FVTPL. However, such election is allowed
only if doing so reduces or eliminates a
measurement or recognition inconsistency
(referred to as ''accounting mismatch'').

Financial assets included within the FVTPL
category are measured at fair value with
all changes recognised in the Standalone
Statement of Profit and Loss. The Company
has not designated any financial asset in
this category.

d) Equity instruments

Equity investments in Subsidiaries are
measured at cost less impairments, if any. All
equity investments in scope of Ind AS 109 are
measured at fair value. Equity instruments
which are held for trading and contingent
consideration recognised by an acquirer in
a business combination to which Ind AS 103
''Business Combinations'' applies are Ind AS
classified as at FVTPL. Equity instruments
included within the FVTPL category are
measured at fair value with all changes
recognised in the Standalone Statement of
Profit and Loss.

For all other equity instruments, the Company
may make an irrevocable election to present
in other comprehensive income subsequent
changes in the fair values. The Company
makes such election on an instrument-by¬
instrument basis. The classification is made
on initial recognition and is irrevocable.

If the Company decides to classify an
equity instrument as at FVTOCI, then all fair
value changes on the instrument, excluding
dividends, are recognised in the OCI. There
is no recycling of the amounts from OCI to
profit or loss, even on sale of investment.
However, the Company may transfer the
cumulative gain or loss within equity.

De-recognition

A financial asset is derecognised when the
contractual rights to receive cash flows from
the asset have expired or the Company has
transferred its rights to receive the contractual
cash flows from the asset in a transaction in
which substantially all the risks and rewards of
ownership of the asset are transferred.

Financial liabilities

Initial recognition and measurement

Financial liabilities are classified as measured
at amortised cost or fair value through profit
and loss.

All financial liabilities are recognised initially at
fair value and, in the case of loans and borrowings
and payables, net of directly attributable
transaction costs.

The Company''s financial liabilities include
trade and other payables, loans and borrowings
including bank overdrafts and derivative
financial instruments.

Subsequent measurement

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

a) Financial liabilities at FVTPL

Financial liabilities at FVTPL include financial
liabilities held for trading and financial
liabilities designated upon initial recognition
as at fair value through profit or loss.
Financial liabilities are classified as held for
trading if they are incurred for the purpose
of repurchasing in the near term.

This category includes derivative financial
instruments entered into by the Company
that are not designated as hedging

instruments in hedge relationships as
defined by Ind AS 109.

Financial liabilities designated upon initial
recognition at fair value through profit or loss
are designated as such at the initial date of
recognition, and only if the criteria in Ind AS
109 are satisfied. For liabilities designated as
FVTPL, fair value gains/ losses are recognised
in the statement of profit and loss, except for
those attributable to changes in own credit
risk, which are recognised in OCI. These
gains/ loss are not subsequently transferred
to the statement of profit and loss.

b) Financial liabilities at amortised cost

After initial recognition, financial liabilities
designated at amortised costs are
subsequently measured at amortised cost
using the EIR method. Gains and losses are
recognised in statement of profit and loss
when the liabilities are derecognised as well
as through the EIR amortisation process.

Amortised cost is calculated by taking
into account any discount or premium on
acquisition and fees or costs that are an
integral part of the EIR. The amortisation is
included as finance costs in the statement
of profit and loss.

De-recognition

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

Offsetting of financial instruments

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

a net basis, to realise the assets and settle the
liabilities simultaneously.

Derivative financial instruments

Derivatives are initially recognised at fair value on
the date of executing a derivative contract and
are subsequently remeasured to their fair value
at the end of each reporting period. Derivatives
are carried as financial assets when the fair value
is positive and as financial liabilities when the
fair value is negative. Changes in the fair value
of derivatives that are designated and qualify as
fair value hedges are recognised in the statement
of profit and loss immediately, together with any
changes in the fair value of the hedged asset or
liability that are attributable to the hedged risk.

Embedded derivatives are separated from host
contract and accounted for separately if the
host contract is not a financial asset and certain
criteria are met.

(xii) Leases

The Company as a lessee

The Company enters into an arrangement for lease
of buildings. Such arrangements are generally
for a fixed period but may have extension or
termination options. In accordance with Ind AS
116 - Leases, at inception of the contract, the
Company assesses whether a contract is, or
contains a lease. A lease is defined as ''a contract,
or part of a contract, that conveys the right to
control the use an asset (the underlying asset) for
a period of time in exchange for consideration''.

To assess whether a contract conveys the right
to control the use of an identified asset, the
Company assesses whether:

a) The contract involves the use of an identified
asset - this may be specified explicitly or
implicitly, and should be physically distinct
or represent substantially all of the capacity
of a physically distinct asset. If the supplier
has a substantive substitution right, then the
asset is not identified;

b) The Company has the right to obtain
substantially all of the economic benefits
from use of the asset throughout the period
of use; and

c) The Company assesses whether it has the
right to direct ''how and for what purpose''
the asset is used throughout the period of
use. At inception or on reassessment of a
contract that contains a lease component,
the Company allocates the consideration
in the contract to each lease component
on the basis of their relative stand-alone
prices. However, for the leases of land and
buildings in which it is a lessee, the Company
has elected not to separate non-lease
components and account for the lease
and non-lease components as a single
lease component.

Measurement and recognition of leases as a
lessee

The Company recognizes a right-of-use asset
and a lease liability at the lease commencement
date. The right-of-use asset is initially measured
at cost, which comprises the initial amount of the
lease liability adjusted for any lease payments
made at or before the commencement date,
plus any initial direct costs incurred and an
estimate of costs to dismantle and remove the
underlying asset or to restore the underlying
asset or the site on which it is located, less any
lease incentives received.

The right-of-use asset is subsequently measured
at cost less any accumulated depreciation,
accumulated impairment losses, if any and
adjusted for any re-measurement of the lease
liability. The right-of-use asset is depreciated
using the straight-line method from the
commencement date over the shorter of lease
term or useful life of right-of-use asset. Right-of-
use asset are tested for impairment whenever
there is any indication that their carrying amounts
may not be recoverable. Impairment loss, if any, is
recognised in the Statement of Profit and Loss.

The lease liability is initially measured at the
present value of the lease payments that are not
paid at the commencement date, discounted
using the interest rate implicit in the lease or,
if that rate cannot be readily determined, the
Company''s incremental borrowing rate. Generally,
the Company uses its incremental borrowing rate
as the discount rate.

Lease payments included in the measurement of
the lease liability comprise the following:

a) Fixed payments, including in-substance
fixed payments;

b) Variable lease payments that depend on an
index or a rate, initially measured using the
index or rate as at the commencement date;

c) Amounts expected to be payable under a
residual value guarantee; and

d) The exercise price under a purchase option
that the Company is reasonably certain
to exercise, lease payments in an optional
renewal period if the Company is reasonably
certain to exercise an extension option, and
penalties for early termination of a lease
unless the Company is reasonably certain
not to terminate early.

The lease liability is measured at amortized
cost using the effective interest rate method. It
is remeasured when there is a change in future
lease payments arising from a change in an index
or rate, if there is a change in the Company''s
estimate of the amount expected to be payable
under a residual value guarantee, or if the
Company changes its assessment of whether it
will exercise a purchase, extension or termination
option. When the lease liability is remeasured in
this way, a corresponding adjustment is made to
the carrying amount of the right-of-use asset, or
is recorded in profit or loss if the carrying amount
of the right-of-use asset has been reduced to
zero, as the case may be.

The Company presents right-of-use assets that
do not meet the definition of investment property
and lease liabilities as a separate line item in the
standalone financial statements of the Company.

The Company has elected not to apply the
requirements of Ind AS 116 - Leases to short¬
term leases of all assets that have a lease
term of 12 months or less and leases for which
the underlying asset is of low value. The lease
payments associated with these leases are
recognized as an expense on a straight-line basis
over the lease term.

(xiii)Employee benefits

Contribution to provident and other funds

Retirement benefit in the form of provident
fund is a defined contribution scheme. The
Company has no obligation, other than the
contribution payable to the provident fund. The
Company recognises contribution payable to
the provident fund scheme as an expense, when
an employee renders the related service. If the
contribution payable to the scheme for service
received before the Standalone Balance Sheet
date exceeds the contribution already paid, the
deficit payable to the scheme is recognised as a
liability after deducting the contribution already
paid. If the contribution already paid exceeds the
contribution due for services received before the
balance sheet date, then excess is recognised
as an asset to the extent that the pre-payment
will lead to, for example, a reduction in future
payment or a cash refund.

Gratuity

Gratuity is a defined benefit scheme. The cost
of providing benefits under the defined benefit
plan is determined using the projected unit credit
method. The Company recognises termination
benefit as a liability and an expense when the
Company has a present obligation as a result
of past event, it is probable that an outflow of
resources embodying economic benefits will be
required to settle the obligation and a reliable
estimate can be made of the amount of the
obligation. If the termination benefits fall due
more than twelve months after the balance sheet
date, they are measured at present value of future
cash flows using the discount rate determined by
reference to market yields at the balance sheet
date on government bonds.

Re-measurements, comprising actuarial gains
and losses, the effect of the asset ceiling,
excluding amounts included in net interest on
the net defined benefit liability and the return
on plan assets (excluding amounts included in
net interest on the net defined benefit liability),
are recognised immediately in the balance sheet
with a corresponding debit or credit to retained
earnings through Other Comprehensive Income
(“OCI") in the period in which they occur. Re¬
measurements are not reclassified to profit or
loss in subsequent periods.

Past service costs are recognised in Standalone
Statement of Profit and Loss on the earlier of:

» The date of the plan amendment or
curtailment, and

» The date that the Company recognises related
restructuring cost

Net interest is calculated by applying the discount
rate to the net defined benefit liability or asset.

The Company recognises the following changes in
the net defined benefit obligation as an expense
in the standalone statement of profit and loss:

» Service costs comprising current service
costs, past-service costs, gains and losses on
curtailments and non-routine settlements; and

» Net interest expense or income

Compensated absences

The Company treats accumulated leave expected
to be carried forward beyond twelve months, as
long-term employee benefit which are computed
based on the actuarial valuation using the
projected unit credit method at the period end.
Actuarial gains/losses are immediately taken to
the standalone statement of profit and loss and
are not deferred. The Company presents the
leave as a current liability in the balance sheet
to the extent it does not have an unconditional
right to defer its settlement for twelve months
after the reporting date. Where Company has
the unconditional legal and contractual right to
defer the settlement for a period beyond twelve
months, the balance is presented as a non¬
current liability.

Accumulated leaves, which is expected to be
utilized within the next twelve months, is treated
as short-term employee benefits. The Company
measures the expected cost of such absences
as the additional amount that it expects to pay
as a result of the unused entitlement that has
accumulated at the reporting date.

All other employee benefits payable/available
within twelve months of rendering the service
are classified as short-term employee benefits.
Benefits such as salaries, wages, bonus, etc. are
recognised in the standalone statement of profit

and loss in the period in which the employee
renders the related service.

(xiv) Share-based payments

The Employee Stock Option Scheme (''the
Scheme'') provides for the grant of equity shares
of the Company to its employees. The Scheme
provides that employees are granted an option
to acquire equity shares of the Company that
vests in a graded manner. The options may be
exercised within a specified period. The Company
uses the grant date fair value to account for
its equity settled share based payment plans
granted to employee, with a corresponding
increase in equity over the period that the
employees unconditionally become entitled to
the awards. Compensation cost is measured
using independent valuation by Black-Scholes
model. Compensation cost, if any is amortised
over the vesting period.

The cost is recorded under the head “employee
benefit expense" in the statement of profit
and loss.

(xv) Foreign exchange transactions and

---

Mar 31, 2024

(B) Material accounting policies

(i) Basis of preparation:

These Standalone Financial Statements of the Company have been prepared in accordance with Indian Accounting Standard (“Ind AS”) and comply with requirements of Ind AS notified under Section 133 of the Companies Act, 2013 (“the Act”), read together with the Companies (Indian Accounting Standards) Rules, 2015 as amended from time to time, stipulation contained in Schedule III (Revised) and other pronouncements/ provisions of applicable laws and the guidelines issued by Securities and Exchange Board of India, to the extent applicable.

These Standalone Financial Statements have been prepared using the material accounting policies and measurement basis summarised below. These accounting policies have been used consistently applied throughout all periods presented

in these standalone financial statements, unless stated otherwise

The Standalone Financial Statements have been prepared on a historical cost basis, except for the following assets and liabilities which have been measured at fair value:

i. Derivative financial instruments;

i i. Certain financial assets and liabilities measured

at fair value (refer accounting policy regarding financial instruments);

iii. Defined benefit plans- plan assets measured at fair value; and

iv. Share based payments.

The Company presents assets and liabilities in the balance sheet based on current/non-current classification. An asset is treated as current if it satisfies any of the following conditions:

i. Expected to be realised or intended to sold or consumed in normal operating cycle;

ii. Held primarily for the purpose of trading;

iii. Expected to be realised within twelve months after the reporting period; or

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

All other assets are classified as non-current.

A liability is current if it satisfies any of the following conditions:

i. It is expected to be settled in normal operating cycle;

ii. It is held primarily for the purpose of trading;

iii. It is due to be settled within twelve months after the reporting period; or

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

All other liabilities are classified as non-current.

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

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

The Standalone financial statements of the Company have been presented in Indian Rupees (Rs.), which is also its functional currency and all amounts disclosed in the standalone financial statements and notes have been rounded off to the nearest lacs as per the requirement of Schedule III to the Act, unless otherwise stated.

(ii) Fair value measurements

The Company measures financial instruments at fair value which is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between independent market participants at the measurement date. The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either:

• In the principal market for the asset or liability, or

• In the absence of a principal market, in the most advantageous market for the asset or liability.

All assets and liabilities for which fair value is measured or disclosed in the Standalone Financial Statements are categorised within the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value measurement as a whole:

Level 1 - Quoted (unadjusted) market prices in active markets for identical assets or liabilities;

Level 2 - Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable; and

Level 3 - Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable.

The Company uses valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, maximising the use of relevant observable inputs and minimising the use of unobservable inputs. For assets and liabilities that are recognised in the balance sheet at fair value on a recurring basis, the Company determines whether transfers have occurred between levels in the hierarchy by re-assessing categorisation (based on the lowest level input that is significant to the fair value measurement as a whole) at the end of each reporting period.

For the purpose of fair value disclosures, the Company has determined classes of assets and liabilities on the basis of the nature, characteristics and risks of the asset or liability and the level of the fair value hierarchy as explained above.

(iii) Revenue

Revenue is recognised upon transfer of control of promised product or services to customer in an amount that reflect the consideration which the Company expects to receive in exchange for those product or services at the fair value of the consideration received or receivable, which is generally the transaction price, net of any taxes/duties and discounts.

The Company earns revenue from Educational and training business, sales of text books and integrated marketing and management services.

Revenue from services

Revenue in respect of educational and training programme received from students is recognised in the statement of profit and loss over the service period in proportion to the stage of completion of the services at the reporting date. The stage of completion is assessed by reference to the curriculum. Fee is recorded at invoice value, net of discounts and taxes, if any. The revenue from time and material contracts is recognised at the amount to which the Company has right to invoice.

If the services rendered by the Company exceed the payment, a contract asset is recognised. If the payment exceed the services rendered, a contract liability is recognised. Revenue from training is recognised over the service period of delivery.

In case of EdTech segment, the Company offers to collect payment from its customers either on one time basis at the beginning of the performance obligation or on instalment plan basis during the performance obligation. In case of MarTech segment, the Company receives certain amount of payment upfront while the remaining is collected over the completion of performance obligations.

Performance obligation:

The performance obligation provides the aggregate amount of the transaction price yet to be recognised as at the end of the reporting period and an explanation as to when the Company expects to recognize these amounts in revenue.

Revenue as an agent

The Company derives its revenue from event and managed manpower services. When the Company determines that the nature of its promise, is a performance obligation to provide the specified goods or services itself (i.e. entity is the principal), then it recognises the revenue earned as the gross amount of consideration. However, where the Company promise, is to arrange, for the customer to provide goods/services as an agent then revenue is recognised only to extent of commission/markup/charges earned by it. In such cases the Company does not control the goods and services provided to a customer. The indicators evaluated by the Company to conclude if it is an agent are the following:

(a) That another party is primarily responsible for fulfilling the contract;

(b) The Company does not have any inventory risk;

(c) The Company does not have discretion in establishing prices for the other party''s goods or services and, therefore, the benefit that the Company can receive from those goods or services is limited;

(d) the Company''s consideration is in the form of a commission / service charge or markup; and

(e) the Company is not exposed to credit risk for the amount receivable from a customer in exchange for the other party''s goods or services.

Revenue from sale of text books

Revenue from Sale of Textbooks is recognized at the point of time upon transfer of control of promised goods to the customer in an amount that reflects the consideration the Company expects to receive in exchange for those goods i.e. when it is probable that the entity will receive the economic benefits associated with the transaction and the related revenue can be reliably measured. Revenue is recognized at the fair value of the consideration received or receivable, which is generally the contracted price, net of any taxes/ duties and discounts considering the impact of variable consideration.

Revenue is measured based on the transaction price, which is the consideration, adjusted for volume discounts, service level credits, performance bonuses and price concessions, if any, as specified in the contract with the customer. Revenue also excludes taxes collected from customers.

In case of test preparation services, sale of text books is recognised at the time of receipt of payment on account of education and training program provided by the Company and is recorded net of discounts and taxes, if any.

Revenue is recognized upon transfer of control of promised products or services (“performance obligations”) to customers in an amount that reflects the consideration the Company has received or expects to receive in exchange for these products or services (“transaction price”). When there is uncertainty as to collectability, revenue recognition is postponed until such uncertainty is resolved.

The customer pays the fixed amount based on a payment schedule. If the services rendered by the Company exceed the payment, a contract asset is recognised. If the payment exceed the services rendered, a contract liability is recognised. Revenue from training is recognised over the period of delivery.

Contract Liabilities (Unearned Revenue)

A contract liability is the obligation to transfer goods or services to a customer for which the Company has received consideration (or an amount of consideration is due) from the customer. Amounts billed and received or recoverable prior to the reporting date for services and such services or part of such services are to be performed after the reporting date are recorded as contract liabilities as per the provisions of the Ind AS-115.

Other operating income

Revenue in respect of start-up fees from franchisees is recognised on performing a contractually agreed assignment over a period of time, whether during a single period or over more than one period as per agreed terms of the franchise agreement.

Revenue from commission from Universities in India or abroad is recognised on accrual basis.

Income from advertising is recognised on stage of completion basis as per the terms of the agreement.

Contract Balances Trade receivables

A receivable represents the Company''s right to an amount of consideration that is unconditional (i.e. only the passage of time is required before payment of the consideration is due).

Impairment of Trade Receivable

The Company measures the Expected Credit Loss (“ECL”) associated with its assets based on historical trends, industry practices and the general business environment in which it operates. The impairment methodology applied depends on whether there has been a significant increase in credit risk. ECL impairment loss allowance (or reversal) recognised during the period is recognised as income/ expense in the Standalone Statement of Profit and Loss under the head ‘other expenses''.

A contract liability is the obligation to transfer goods or services to a customer for which the Company has received consideration (or an amount of consideration is due) from the customer. Amounts billed and received or recoverable prior to the reporting date for services and such services or part of such services are to be performed after the reporting date are recorded as contract liabilities as per the provisions of the Ind AS-115 and shown in other current liabilities.

Rental income

Rental income from investment property is recognised as part of revenue from operations in the statement of profit or loss on a straight-line basis over the term of the lease except where the rentals are structured to increase in line with expected general inflation.

Interest income

Interest income on time deposits and inter corporate loans is recognised using the effective interest method.

The ‘effective interest rate'' is the rate that exactly discounts estimated future cash payments or receipts through the expected life of the financial instrument to the gross carrying amount of the financial asset.

Dividend

Dividend income is recognised in profit and loss on the date on which the Company''s right to receive payment is established.

Other income

Other income other than above like rewards and recoveries are recognised on accrual basis.

(iv) Inventories

Inventories comprising of traded goods are measured at the lower of cost and net realisable value. The cost of inventories is computed on weighted average basis formula.

The Cost comprises all costs of purchases and other costs incurred in bringing the inventory to their present location and condition. Net realisable value is the estimated selling price in the ordinary course of business less estimated costs necessary to make the sale. The comparison of cost and net realisable value is made on an item-by-item basis.

(v) Property, plant and equipment

Measurement at recognition:

Property, plant and equipment are stated at cost, net of accumulated depreciation and accumulated impairment losses, if any.

Cost comprises the purchase price, borrowing costs if capitalisation criteria are met and any directly attributable cost of bringing the asset to its working condition for the intended use. Any trade discounts and rebates are deducted in arriving at the purchase price. The cost of an item of property, plant and equipment shall be recognised as an asset if, and only if:

a) it is probable that future economic benefits associated with the item will flow to the entity; and

b) the cost of the item can be measured reliably.

Property, plant and equipment under construction are disclosed as capital work-in-progress. Cost of construction that relate directly to specific property, plant and equipment and that are attributable to construction activity in general are included in capital work-in-progress.

Subsequent expenditure related to an item of property, plant and equipment is added to its book value only if it increased the future benefits from the existing asset beyond its previously assessed standard of performance. All other expenses on existing assets, including day-today repair and maintenance expenditure and cost of replacing parts, are charged to the Standalone Statement of Profit and Loss for the period during which such expenses are incurred.

Depreciation

Depreciation is calculated on cost of items of property, plant and equipment less their estimated residual value over their useful life using straight line method and is recognised in the standalone statement of profit and loss.

The estimated useful lives of items of property, plant and equipment for the current and comparative periods are as under and the same are equal to lives specified as per schedule II of the Act.

Based on technical evaluation and consequent advice, the management believes that its estimates of useful lives as given above best represent the period over which management expects to use these assets.

Depreciation on addition to property, plant and equipment is provided on pro-rata basis from the date the assets are ready for intended use. Depreciation on sale/discard from property, plant and equipment is provided for up to the date of sale, deduction or discard of property, plant and equipment as the case may be.

Depreciation method, useful lives and residual values are reviewed at each financial year-end, and changes, if any, are accounted for prospectively.

The residual values, useful lives and method of depreciation of property, plant and equipment are reviewed at each financial year end and adjusted prospectively, if appropriate.

Reclassification to investment property

When the use of a property changes from owner-occupied to investment property, the property is reclassified as investment property at its carrying amount on the date of reclassification.

Capital Advances

Advances paid towards acquisition of property, plant and equipment outstanding at each reporting date is classified as capital advances.

Derecognition:

An item of property, plant and equipment and any significant part initially recognised is de-recognised 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 or amount of security deposit adjusted and the carrying amount of the asset) is included in the Standalone Statement of Profit and Loss when the asset is de-recognised.

(vi) Investment property

Investment properties are measured initially at cost, including transaction costs. Subsequent to initial recognition, investment properties are stated at cost less accumulated depreciation and accumulated impairment loss, if any.

The Company depreciates building component of investment property over 60 years from the date of original purchase on straight line basis in accordance with Schedule II to the Act.

Though the Company measures investment property using cost-based measurement, the fair value of investment property is disclosed in the notes. Fair value is determined by an independent valuer who holds a recognised and relevant professional qualification and has recent experience in the relevant location and category of the investment property being valued. Investment properties are derecognised either when they have been disposed of or when they are permanently withdrawn from use and no future economic benefit is expected from their disposal. The difference between the net disposal proceeds and the carrying amount of the asset is recognised in profit or loss in the period of derecognition. In determining the amount of consideration from the derecognition of investment property the Company considers the effects of variable consideration, existence of a significant financing component, non-cash consideration, and consideration payable to the buyer (if any).

Transfers are made to (or from) investment property only when there is a change in use.

(vii) Intangible assets

Intangible assets acquired separately are measured on initial recognition at cost. The cost of intangible assets acquired in a business combination is their fair value at the date of acquisition. Following initial recognition, intangible assets are carried at cost less any accumulated amortisation and accumulated impairment losses, if any.

Intangible assets with finite lives are amortised over the useful economic life and assessed for impairment whenever there is an indication that the intangible

asset may be impaired. The amortisation period and the amortisation method for an intangible asset with a finite useful life are reviewed at least at the end of each reporting period. Changes in the expected useful life or the expected pattern of consumption of future economic benefits embodied in the asset are considered to modify the amortisation period or method, as appropriate, and are treated as changes in accounting estimates.

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

An intangible asset is derecognised upon disposal (i.e., at the date the recipient obtains control) or when no future economic benefits are expected from its use or disposal. Any gain or loss arising upon derecognition of the asset (calculated as the difference between the net disposal proceeds and the carrying amount of the asset) is included in the standalone Statement of Profit and Loss. when the asset is derecognised.

The residual values, useful lives and method of depreciation of intangible assets are reviewed at each financial year end and adjusted prospectively, if appropriate.

Internally generated intangibles, excluding capitalised development costs, are not capitalised and the related expenditure is reflected in profit or loss in the period in which the expenditure is incurred. Development expenditure is capitalised as part of the cost of the resulting intangible asset only if the expenditure can be measured reliably, the product or process is technically and commercially feasible, future

economic benefits are probable, and the Company intends to and has sufficient resources to complete development and to use or sell the asset. Otherwise, it is recognised in the standalone Statement of Profit and Loss as incurred. Subsequent to initial recognition, the asset is measured at cost less accumulated amortisation and any accumulated impairment losses.

(viii) Business Combination and Goodwill

Business combinations are accounted for using the acquisition method. The cost of an acquisition is measured as the aggregate of the consideration transferred measured at acquisition date fair value and the amount of any non-controlling interests in the acquiree. For each business combination the Company elects whether to measure the non-controlling interests in the acquiree at fair value or at the proportionate share of the acquiree''s identifiable net assets. Acquisition-related costs are expensed as incurred.

At the acquisition date, the identifiable assets acquired, and the liabilities assumed are recognised at their acquisition date fair values. For this purpose, the liabilities assumed include contingent liabilities representing present obligation and they are measured at their acquisition fair values irrespective of the fact that outflow of resources embodying economic benefits is not probable.

However, deferred tax assets or liabilities, and the assets or liabilities related to employee benefit arrangements are recognised and measured in accordance with Ind AS 12 ‘Income Taxes'' and Ind AS 19 ‘Employee Benefits'' respectively. When a liability assumed is recognised at the acquisition date, but the related costs are not deducted in determining taxable profits until a later period, a deductible temporary difference arises which results in a deferred tax asset. A deferred tax asset also arises when the fair value of an identifiable asset acquired is less than its tax base.

When the Company acquires a business, it assesses the financial assets and liabilities assumed for appropriate classification and designation in accordance with the contractual terms, economic circumstances and pertinent conditions as at the acquisition date.

If the business combination is achieved in stages, any previously held equity interest is re-measured at its acquisition date fair value and any resulting gain or loss is recognised in profit or loss or OCI, as appropriate.

Any contingent consideration to be transferred by the acquirer is recognised at fair value at the acquisition date. Contingent consideration classified as an asset or liability that is a financial instrument and within the scope of Ind-AS 109 Financial Instruments, is measured at fair value with changes in fair value recognised in profit or loss. If the contingent consideration is not within the scope of Ind-AS 109, it is measured in accordance with the appropriate Ind-AS. Contingent consideration that is classified as equity is not re- measured at subsequent reporting dates and subsequent its settlement is accounted for within equity.

Goodwill is initially measured at cost, being the excess of the aggregate of the consideration transferred and the amount recognised for non-controlling interests, and any previous interest held, over the net identifiable assets acquired and liabilities assumed. If the fair value of the net assets acquired is in excess of the aggregate consideration transferred, the Company re-assesses whether it has correctly identified all of the assets acquired and all of the liabilities assumed and reviews the procedures used to measure the amounts to be recognised at the acquisition date. If the reassessment still results in an excess of the fair value of net assets acquired over the aggregate consideration transferred, then the gain is recognised in OCI and accumulated in equity as capital reserve.

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

A cash generating unit to which goodwill has been allocated is tested for impairment annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash generating unit is less than its carrying amount, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro rata based on the carrying amount of each asset in the unit.

Any impairment loss for goodwill is recognised in statement of profit or loss. An impairment loss recognised for goodwill is not reversed in subsequent periods.

Where goodwill has been allocated to a cash generating unit and part of the operation within that unit is disposed off, the goodwill associated with the disposed operation is included in the carrying amount of the operation when determining the gain or loss on disposal. Goodwill disposed in these circumstances is measured based on the relative values of the disposed operation and the portion of the cash-generating unit retained.

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

(ix) Income taxes

Tax expense is the aggregate amount included in the determination of profit or loss for the period in respect of current tax and deferred tax.

Current income tax

Current income tax is measured at the amount expected to be paid to the tax authorities in accordance with the Income-tax Act, 1961 and rules thereunder. Current income tax assets and liabilities are measured at the amount expected to be recovered from or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted, at the reporting date. Current income tax relating to items recognised outside profit or loss is recognised outside profit or loss (either in OCI or in equity).

Current tax items are recognised in correlation to the underlying transaction either in OCI or directly in equity. Management periodically evaluates positions taken in the tax returns with respect to situations in which applicable tax regulations are subject to interpretation and establishes provisions where appropriate.

Deferred tax

Deferred tax is provided using the liability method on temporary differences between the tax bases of

assets and Liabilities and their book bases. Deferred tax Liabilities are recognised for all temporary differences, the carry forward of unused tax credits and any unused tax losses. Deferred tax assets are recognised to the extent that it is probable that taxable profit will be available against which the deductible temporary differences, and the carry forward of unused tax credits and unused tax losses can be utilised. Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the reporting date.

Deferred tax relating to items recognised outside profit or loss is recognised outside profit or loss. Deferred tax items are recognised in correlation to the underlying transaction either in OCI or directly in equity.

The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilised. Unrecognised deferred tax assets are re-assessed at each reporting date and are recognised to the extent that it has become probable that future taxable profits will allow the deferred tax asset to be recovered.

Deferred tax assets and deferred tax liabilities are offset if a legally enforceable right exists to set off current tax assets against current tax liabilities and the deferred taxes relate to the same taxable entity and the same taxation authority.

Minimum Alternate Tax (“MAT”) credit is recognised as an asset only when and to the extent there is convincing evidence that the relevant members of the Company will pay normal income tax during the specified period. Such asset is reviewed at each reporting period end and the adjusted based on circumstances then prevailing.

(x) Impairment of non-financial assets

The Company assesses, at each reporting date, whether there is an indication that an asset may be impaired. If any indication exists, or when annual impairment testing for an asset is required, the Company estimates the asset''s recoverable amount. An asset''s recoverable amount is the higher of an asset''s or cash-generating unit''s (“CGU”) fair value less costs of disposal and its value in use.

Recoverable amount is determined for an individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets or groups of assets.

When the carrying amount of an asset or CGU exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount.

In assessing value in use, the estimated future cash flows are discounted to their present value using a pre- tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. In determining fair value less costs of disposal, recent market transactions are taken into account.

If no such transactions can be identified, an appropriate valuation model is used. These calculations are corroborated by valuation multiples, quoted share prices for publicly traded Company''s or other available fair value indicators.

The Company bases its impairment calculation on detailed budgets and forecast calculations, which are prepared separately for each of the Company''s CGUs to which the individual assets are allocated. These budgets and forecast calculations generally cover a period of five years. For longer periods, a long-term growth rate is calculated and applied to project future cash flows after the fifth year. To estimate cash flow projections beyond periods covered by the most recent budgets/forecasts, the Company extrapolates cash flow projections in the budget using a steady or declining growth rate for subsequent years, unless an increasing rate can be justified. In any case, this growth rate does not exceed the long-term average growth rate for the products, industries, or country or countries in which the entity operates, or for the market in which the asset is used.

Impairment losses, including impairment on inventories, are recognised in the standalone statement of profit and loss.

An assessment is made at each reporting date to determine whether there is an indication that previously recognised impairment losses no longer exist or have decreased. If such indication exists, the Company estimates the asset''s or CGU''s recoverable amount. A previously recognised impairment loss is reversed only if there has been a change in the assumptions used to determine the asset''s recoverable amount since the last impairment loss was recognised. The reversal is

Limited so that the carrying amount of the asset does not exceed its recoverable amount, nor exceed the carrying amount that would have been determined, net of depreciation, had no impairment loss been recognised for the asset in prior years. Such reversal is recognised in the standalone statement of profit and loss unless the asset is carried at a revalued amount, in which case, the reversaL is treated as a revaLuation increase.

(xi) Financial instruments

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

Financial assets

Initial recognition and measurement

All financial assets are recognised initially at fair value pLus, in the case of financiaL assets not recorded at fair value through profit or loss (“FVTPL”), transaction costs that are attributabLe to the acquisition of the financiaL asset.

Subsequent measurement

For purposes of subsequent measurement, financial assets are cLassified as foLLows:

a) Financial assets at amortised cost

A ‘financial asset'' is measured at the amortised cost where the asset is held within a business model whose objective is to hold assets for collecting contractuaL cash fLows; and contractuaL terms of the asset give rise to cash flows on specified dates that are solely payments of principal and interest.

After initial measurement, such financial assets are subsequentLy measured at amortised cost using the EIR method. Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integraL part of the EIR. The interest income from these financial assets is included in finance income in the standaLone statement of profit and Loss. The losses arising from impairment are recognised in the standaLone statement of profit and Loss. This category generaLLy appLies to trade and other receivabLes.

b) Financial assets at fair value through other comprehensive income

Assets that are held for collection of contractual cashfLows and for seLLing the financiaL assets,

where the cash fLow represent soLeLy payments of principaL and interest, are measured at fair vaLue through other comprehensive income (“FVOCI”). The Company has not designated any financiaL asset in this category.

Financial asset included within the OCI category are measured initiaLLy as weLL as at each reporting date at fair vaLue. Fair vaLue movements are recognized in OCI. Interest income is recognized in statement of profit and Loss for debt instruments. On derecognition of the asset, cumuLative gain or Loss previousLy recognized in OCI is recLassified from OCI to statement of profit and loss.

c) Financial assets at fair value through profit or loss

Fair Value Through Profit or Loss (“FVTPL”) is a residuaL category for financiaL asset. Any financiaL asset, which does not meet the criteria for categorisation as at amortized cost or as FVTOCI, is classified as at FVTPL.

In addition, the Company may elect to designate a financial asset which otherwise meets amortized cost or FVTOCI criteria, as at FVTPL. However, such eLection is aLLowed onLy if doing so reduces or eLiminates a measurement or recognition inconsistency (referred to as ‘accounting mismatch'').

FinanciaL assets incLuded within the FVTPL category are measured at fair vaLue with aLL changes recognised in the StandaLone Statement of Profit and Loss. The Company has not designated any financial asset in this category.

d) Equity instruments

Equity investments in Subsidiaries are measured at cost less impairments, if any. All equity investments in scope of Ind AS 109 are measured at fair vaLue. Equity instruments which are heLd for trading and contingent consideration recognised by an acquirer in a business combination to which Ind AS 103 ‘Business Combinations'' applies are Ind AS cLassified as at FVTPL. Equity instruments incLuded within the FVTPL category are measured at fair vaLue with aLL changes recognised in the Standalone Statement of Profit and Loss.

For all other equity instruments, the Company may make an irrevocabLe eLection to present in other comprehensive income subsequent changes

in the fair values. The Company makes such election on an instrument-by-instrument basis. The classification is made on initial recognition and is irrevocable.

If the Company decides to classify an equity instrument as at FVTOCI, then all fair value changes on the instrument, excluding dividends, are recognised in the OCI. There is no recycling of the amounts from OCI to profit or loss, even on sale of investment. However, the Company may transfer the cumulative gain or loss within equity.

De-recognition

A financial asset is derecognised when the contractual rights to receive cash flows from the asset have expired or the Company has transferred its rights to receive the contractual cash flows from the asset in a transaction in which substantially all the risks and rewards of ownership of the asset are transferred.

Financial liabilities

Initial recognition and measurement

Financial liabilities are classified as measured at amortised cost or fair value through profit and loss.

All financial liabilities are recognised initially at fair value and, in the case of loans and borrowings and payables, net of directly attributable transaction costs.

The Company''s financial liabilities include trade and other payables, loans and borrowings including bank overdrafts and derivative financial instruments.

Subsequent measurement

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

a) Financial liabilities at FVTPL

Financial liabilities at FVTPL include financial liabilities held for trading and financial liabilities designated upon initial recognition as at fair value through profit or loss. Financial liabilities are classified as held for trading if they are incurred for the purpose of repurchasing in the near term.

This category includes derivative financial instruments entered into by the Company that

are not designated as hedging instruments in hedge relationships as defined by Ind AS 109.

Financial liabilities designated upon initial recognition at fair value through profit or loss are designated as such at the initial date of recognition, and only if the criteria in Ind AS 109 are satisfied. For liabilities designated as FVTPL, fair value gains/ losses are recognised in the statement of profit and loss, except for those attributable to changes in own credit risk, which are recognised in OCI. These gains/ loss are not subsequently transferred to the statement of profit and loss.

b) Financial liabilities at amortised cost

After initial recognition, financial liabilities designated at amortised costs are subsequently measured at amortised cost using the EIR method. Gains and losses are recognised in statement of profit and loss when the liabilities are derecognised as well as through the EIR amortisation process.

Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The amortisation is included as finance costs in the statement of profit and loss.

De-recognition

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

Offsetting of financial instruments

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

to realise the assets and settle the liabilities simultaneously.

Derivative financial instruments

Derivatives are initially recognised at fair value on the date of executing a derivative contract and are subsequently remeasured to their fair value at the end of each reporting period. Derivatives are carried as financial assets when the fair value is positive and as financial liabilities when the fair value is negative. Changes in the fair value of derivatives that are designated and qualify as fair value hedges are recognised in the statement of profit and loss immediately, together with any changes in the fair value of the hedged asset or liability that are attributable to the hedged risk.

Embedded derivatives are separated from host contract and accounted for separately if the host contract is not a financial asset and certain criteria are met.

(xii) Leases

The Company as a lessee

The Company enters into an arrangement for lease of buildings. Such arrangements are generally for a fixed period but may have extension or termination options. In accordance with Ind AS 116 - Leases, at inception of the contract, the Company assesses whether a contract is, or contains a lease. A lease is defined as ‘a contract, or part of a contract, that conveys the right to control the use an asset (the underlying asset) for a period of time in exchange for consideration''.

To assess whether a contract conveys the right to control the use of an identified asset, the Company assesses whether:

a) The contract involves the use of an identified asset - this may be specified explicitly or implicitly, and should be physically distinct or represent substantially all of the capacity of a physically distinct asset. If the supplier has a substantive substitution right, then the asset is not identified;

b) The Company has the right to obtain substantially all of the economic benefits from use of the asset throughout the period of use; and

c) The Company assesses whether it has the right to direct ‘how and for what purpose'' the asset is

used throughout the period of use. At inception or on reassessment of a contract that contains a lease component, the Company allocates the consideration in the contract to each lease component on the basis of their relative stand-alone prices. However, for the leases of land and buildings in which it is a lessee, the Company has elected not to separate non-lease components and account for the lease and non-lease components as a single lease component.

Measurement and recognition of leases as a lessee

The Company recognizes a right-of-use asset and a lease liability at the lease commencement date. The right- of-use asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date, plus any initial direct costs incurred and an estimate of costs to dismantle and remove the underlying asset or to restore the underlying asset or the site on which it is located, less any lease incentives received.

The right-of-use asset is subsequently measured at cost less any accumulated depreciation, accumulated impairment losses, if any and adjusted for any re-measurement of the lease liability. The right-of-use asset is depreciated using the straight-line method from the commencement date over the shorter of lease term or useful life of right-of-use asset. Right-of-use asset are tested for impairment whenever there is any indication that their carrying amounts may not be recoverable. Impairment loss, if any, is recognised in the Statement of Profit and Loss.

The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the Company''s incremental borrowing rate. Generally, the Company uses its incremental borrowing rate as the discount rate.

Lease payments included in the measurement of the lease liability comprise the following:

a) Fixed payments, including in-substance fixed payments;

b) Variable lease payments that depend on an index or a rate, initially measured using the index or rate as at the commencement date;

c) Amounts expected to be payable under a residual value guarantee; and

d) The exercise price under a purchase option that the Company is reasonably certain to exercise, lease payments in an optional renewal period if the Company is reasonably certain to exercise an extension option, and penalties for early termination of a lease unless the Company is reasonably certain not to terminate early.

The lease liability is measured at amortized cost using the effective interest rate method. It is remeasured when there is a change in future lease payments arising from a change in an index or rate, if there is a change in the Company''s estimate of the amount expected to be payable under a residual value guarantee, or if the Company changes its assessment of whether it will exercise a purchase, extension or termination option. When the lease liability is remeasured in this way, a corresponding adjustment is made to the carrying amount of the right-of-use asset, or is recorded in profit or loss if the carrying amount of the right-of-use asset has been reduced to zero, as the case may be.

The Company presents right-of-use assets that do not meet the definition of investment property and lease liabilities as a separate line item in the standalone financial statements of the Company.

The Company has elected not to apply the requirements of Ind AS 116 - Leases to short-term leases of all assets that have a lease term of 12 months or less and leases for which the underlying asset is of low value. The lease payments associated with these leases are recognized as an expense on a straight-line basis over the lease term.

(xiii) Employee benefits

Contribution to provident and other funds

Retirement benefit in the form of provident fund is a defined contribution scheme. The Company has no obligation, other than the contribution payable to the provident fund. The Company recognises contribution payable to the provident fund scheme as an expense,

when an employee renders the related service. If the contribution payable to the scheme for service received before the Standalone Balance Sheet date exceeds the contribution already paid, the deficit payable to the scheme is recognised as a liability after deducting the contribution already paid. If the contribution already paid exceeds the contribution due for services received before the balance sheet date, then excess is recognised as an asset to the extent that the pre-payment will lead to, for example, a reduction in future payment or a cash refund.

Gratuity

Gratuity is a defined benefit scheme. The cost of providing benefits under the defined benefit plan is determined using the projected unit credit method. The Company recognises termination benefit as a liability and an expense when the Company has a present obligation as a result of past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. If the termination benefits fall due more than twelve months after the balance sheet date, they are measured at present value of future cash flows using the discount rate determined by reference to market yields at the balance sheet date on government bonds.

Re-measurements, comprising actuarial gains and losses, the effect of the asset ceiling, excluding amounts included in net interest on the net defined benefit liability and the return on plan assets (excluding amounts included in net interest on the net defined benefit liability), are recognised immediately in the balance sheet with a corresponding debit or credit to retained earnings through Other Comprehensive Income (“OCI”) in the period in which they occur. Re-measurements are not reclassified to profit or loss in subsequent periods.

Past service costs are recognised in Standalone Statement of Profit and Loss on the earlier of:

• The date of the plan amendment or curtailment, and

• The date that the Company recognises related restructuring cost

Net interest is calculated by applying the discount rate to the net defined benefit liability or asset.

The Company recognises the following changes in the net defined benefit obligation as an expense in the standalone statement of profit and loss:

• Service costs comprising current service costs, past-service costs, gains and Losses on curtailments and non- routine settlements; and

• Net interest expense or income Compensated absences

The Company treats accumulated leave expected to be carried forward beyond twelve months, as long-term employee benefit which are computed based on the actuarial valuation using the projected unit credit method at the period end. Actuarial gains/losses are immediately taken to the standalone statement of profit and loss and are not deferred. The Company presents the leave as a current liability in the balance sheet to the extent it does not have an unconditional right to defer its settlement for twelve months after the reporting date. Where Company has the unconditional legal and contractual right to defer the settlement for a period beyond twelve months, the balance is presented as a non-current liability.

Accumulated leaves, which is expected to be utilized within the next twelve months, is treated as short-term employee benefits. The Company measures the expected cost of such absences as the additional amount that it expects to pay as a result of the unused entitlement that has accumulated at the reporting date.

All other employee benefits payable/available within twelve months of rendering the service are classified as short-term employee benefits. Benefits such as salaries, wages, bonus, etc. are recognised in the standalone statement of profit and loss in the period in which the employee renders the related service.

(xiv) Share-based payments

The Employee Stock Option Scheme (‘the Scheme'') provides for the grant of equity shares of the Company to its employees. The Scheme provides that employees are granted an option to acquire equity shares of the Company that vests in a graded manner. The options may be exercised within a specified period. The Company uses the grant date fair value to account for its equity settled share based payment plans granted to employee, with a corresponding increase in equity over the period that the employees unconditionally become entitled to the awards. Compensation cost is measured using independent valuation by Black-Scholes model.

Compensation cost, if any is amortised over the vesting period.

The cost is recorded under the head “employee benefit expense” in the statement of profit and loss.

(xv) Foreign exchange transactions and translations

Initial recognition

Foreign currency transactions are recorded in the reporting currency, by applying the foreign currency amount of exchange rate between the reporting currency and foreign currency at the date of transaction.

Conversion

Foreign currency monetary assets and liabilities outstanding as at balance sheet date are restated/ translated using the exchange rate prevailing at the reporting date. Non-monetary assets and liabilities which are measured in terms of historical cost denomination in foreign currency, are reported using the exchange rate at the date of transaction except for non-monetary item measured at fair value which are translated using the exchange rates at the date when fair value is determined.

Exchange difference arising on the settlement of monetary items or on restatement of the Company''s monetary items at rates different from those at which they initially recorded during the year or reported in previous financials statement (other than those relating to fixed assets and other long term monetary assets) are recognized as income or expenses in the year in which they arise.

(xvi) Cash and cash equivalents

Cash and cash equivalent in the Balance Sheet comprise cash at banks and on hand, cheques on hand and short-term deposits with an original maturity of three months or less, which are subject to an insignificant risk of changes in value. For the purpose of the statement of cash flows, cash and cash equivalents consist of cash and short-term deposits, as defined above.

(xvii) Segment reporting

Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker.

In accordance with Ind AS 108 - Operating Segments, the operating segments used to present segment information are identified on the basis of internal reports used by the Company''s Management to allocate resources to the segments and assess their performance.

Segment profit is used to measure performance as management believes that such information is the most relevant in evaluating the results of certain segments relative to other entities that operate within these industries. Inter-segment pricing is determined on an arm''s length basis.

The operating segments have been identified on the basis of the nature of products/services. Further:

1. Segment revenue includes sales and other income directly identifiable with / allocable to the segment.

2. Expenses that are directly identifiable with / allocable to segments are considered for determining the segment result. Expenses which relate to the Company as a whole and not allocable to segments are included under unallowable expenditure.

3. Income which relates to the Company as a whole and not allocable to segments is included in unallowable income.

4. Segment assets and liabilities include those directly identifiable with the respective segments. Unallowable assets and liabilities represent the assets and liabilities that relate to the Company as a whole and not allocable to any segment.

The Board of Director(s) are collectively the Company''s ‘Chief Operating Decision Maker'' or ‘CODM'' within the meaning of Ind AS 108.

The Company has opted to provide segment information in its Consolidated financial statements in accordance with Ind AS 108 - Operating Segments.

---

Mar 31, 2018

Notes to the Standalone Financial Statements for the year ended March 31, 2018

Reporting Entity

CL Educate Limited (''the Company'') is a company domiciled in India, with its registered office situated at A-41, Espire Building, Lower Ground Floor, Mohan Co-operative Industrial Area, Main Mathura Road, New Delhi - 110 044. The Company was incorporated in India on April 25,1996 to conduct various educational and consulting programmes. The Company is providing education and test preparation training programmes which include tuitions to school students and coaching to aspirants for a variety of entrance examinations both at the school and graduate / post graduate levels. The company''s equity shares are listed with Bombay Stock Exchange Limited (BSE) and National Stock Exchange (NSE) in India

1. Basis of preparation.

(i) Statement of compliance:

These standalone financial statements have been prepared in accordance with Indian Accounting Standards (Ind AS) as per the Companies (Indian Accounting Standards) Rules, 2015 notified under Section 133 of Companies Act, 2013, (the Act'') and other relevant provisions of the Act. The Company''s standalone financial statements up to and for the year ended March 31, 2017 were prepared in accordance with the Companies (Accounting Standards) Rules, 2006, notified under Section 133 of the Act and other relevant provisions of the Act as per IGAAP ("Previous GAAP").

As these are the Company''s first standalone financial statements prepared in accordance with Indian Accounting Standards (Ind AS), Ind AS 101, First-time Adoption of Indian Accounting Standards has been applied. An explanation of how the transition to Ind AS has affected the previously reported financial position, financial performance and cash flows of the Company is provided in Note 58.

The financial statement provides comparative information in respect of previous year. In addition, the company presents balance sheet as at beginning of the previous year (April 1, 2016), which is the transition date of Ind AS. These standalone financial statements were authorised for issue by the Company''s Board of Directors on May 23, 2018. The significant accounting policies adopted in the preparation of these financial statements are included in note 2. These policies have been consistently applied to all the years presented, unless otherwise stated.

(ii) Current and non-current classification

All assets and liabilities have been classified as current or non-current as per the Company''s normal operating cycle and other criteria set out in the Schedule III to the Act. Based on the nature of services, the operating cycle of the Company cannot be ascertained as it typically ranges from 1 month to 2 years given the wide range of various tuitions and test preparation coaching programmes being offered by the Company. In absence of any ascertainable operating cycle, the same has been taken as 12 months for the purpose of current and non-current classification of assets and liabilities except in case of trade receivables, unearned revenue, trade payables related to franchisee fees and prepaid franchisee fees which in view of the management are directly linked to revenue from coaching and hence have been treated as current for the purpose of classification. (iii) Functional and presentation currency

These standalone financial statements are presented in Indian Rupees (Rs.), which is also the Company''s functional currency. All amounts have been rounded-off to the nearest lacs, unless otherwise indicated.

(iv) Basis of measurement

The standalone financial statements have been prepared on the historical cost basis except for the following items:

Items	Measurement basis
Certain financial assets and liabilities	Fair value
Net defined benefit (asset)/ liability	Fair value of plan assets less present value of defined benefit obligations
Contingent consideration in business combination	Fair value
Share based payments	Fair value
Assets held for sale	Lower of carrying amount and fair value less cost to sell.

v. Use of estimates and judgements

In preparing these standalone financial statements, management has made judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates.

Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised prospectively.

Judgements

Information about judgements made in applying accounting policies that have the most significant effects on the amounts recognised in the standalone financial statements is included in the following notes:

Note no 44: leases: whether an arrangement contains a lease;

Note no 44: lease classification.

Note no 56: classification of financial assets: assessment of business model within which the assets are held and assessment of whether the contractual terms of the financial asset are solely payments of principal and interest on the principal amount outstanding.; Note no 21: assets held for sale: availability of the asset for immediate sale, management''s commitment for the sale and probability of sale to conclude if their carrying amount will be recovered principally through a sale transaction rather than through continuing use. Assumptions and estimation uncertainties Information about assumptions and estimation uncertainties that have a significant risk of resulting in a material adjustment in the year ending March 31, 2018 is included in the following notes:

Note no 45: measurement of defined benefit obligations and plan assets: key actuarial assumptions; Note no 3: measurement of useful lives and residual values to property, plant and equipment;

Note no 4: measurement of useful lives of intangible assets;

Note no 56: fair value measurement of financial instruments;

Note no 43: recognition and measurement of provisions and contingencies: key assumptions about the likelihood and magnitude of outflow of resources; Note no 33: recognition of deferred tax assets: availability of future taxable profit against which tax losses carried forward can be used.

Note no 3 and 6: impairment test of non-financial assets: key assumptions underlying recoverable amounts including the recoverability of expenditure on internally-generated intangible assets; Note no 56: impairment of financial assets. Note no 5: impairment of goodwill. Note 7: acquisition of subsidiary and associates: fair value of the consideration transferred (including contingent consideration) and fair value of the assets acquired and liabilities assumed, measured on a provisional basis;

vi. Measurement of fair value

A number of accounting policies and disclosures require measurement of fair value for both financial and non-financial assets and liabilities.

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an ordinary transaction between market participants at the measurement date. The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either-

In the principal market for the asset or liability, or In the absence of a principal market, in the most advantageous market for the asset or liability The principal or the most advantageous market must be accessible to/ by the Company.

All assets and liabilities for which fair value is measured or disclosed in the standalone financial statements are categorised within the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value measurement as a whole-Level 1 — Quoted (unadjusted) prices in active markets for identical assets or liabilities

Level 2 — Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable

Level 3 — Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable

For the purpose of fair value disclosures, the Company has determined classes of assets and liabilities on the basis of the nature, characteristics and risks of the asset or liability and the level of the fair value hierarchy as explained above. The Company measures financial instruments, such as, investments (other than investment in subsidiaries), at fair value at each reporting date. The same are disclosed in Note 56.

2. Significant accounting policies

(i) Revenue

Revenue is recognised when it is probable that the entity will receive the economic benefits associated with the transaction and the related revenue can be reliably measured. Revenue is recognised at the fair value of the consideration received or receivable, which is generally the transaction price, net of any taxes/duties and discounts. Educational and training business of the Company includes revenue from services and sales of textbooks. Revenue from services

Revenue in respect of educational and training programme received from students is recognised in profit and loss in proportion to the stage of completion of the services at the reporting date. The stage of completion is assessed by reference to the curriculum. Fee is recorded at invoice value, net of discounts and taxes, if any.

Revenue in respect of vocational training is recognised over the period of the training duration, after taking into account the uncertainty involved in conditions to be fulfilled under the terms of the contract. Revenue from sale of text books In case of online sale of text books is recognised when the significant risk and rewards of ownership are passed onto the customers, which is generally on dispatch/delivery of goods to the customer.

In case of test preparation services sale of text books is recognised at the time of receipt of payment on account of education and training program provided by the Company and is recorded net of discounts and taxes, if any. Other operating income

Revenue in respect of start-up fees from franchisees is recognised on performing a contractually agreed assignment over a period of time, whether during a single period or over more than one period as per agreed terms of the franchise agreement.

Other income

Revenue from advertising income is recognised on stage of completion basis as per the terms of the agreement.

Revenue from infrastructure fees is recognised on straight line basis over the period of contract. Rental income from investment property is recognised as part of revenue from operations in profit or loss on a straight-line basis over the term of the lease except where the rentals are structured to increase in line with expected general inflation. Lease incentives granted are recognised as an integral part of the total rental income, over the term of the lease. Interest income

Interest income on time deposits and inter corporate loans is recognised using the effective interest method. The ''effective interest rate'' is the rate that exactly discounts estimated future cash payments or receipts through the expected life of the financial instrument to the gross carrying amount of the financial asset. Dividend

Dividend income is recognised in profit and loss on the date on which the company''s right to receive payment is established. Unbilled revenue

Unbilled revenue, included in other current financial assets, represents amounts recognised based on services performed in advance of billing in accordance with service terms.

Unearned revenue

Amounts billed and received or recoverable prior to the reporting date for services and such services or part of such services are to be performed after the reporting date are recorded as unearned revenue in other current liabilities. (ii) Property, plant and equipment

Recognition and measurement

Items of property, plant and equipment are measured at cost, net of recoverable taxes (wherever applicable), which includes capitalised borrowing costs less accumulated depreciation and accumulated impairment losses, if any. Cost of an item of property, plant and equipment comprises its purchase price, including import duties and non-refundable purchase taxes, if any, 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.

If significant parts of an item of property, plant and equipment have different useful lives, then they are accounted for as separate items (major components) of property, plant and equipment. Any gain or loss on disposal of an item of property, plant and equipment is recognised in the statement of profit and loss.

Transition to Ind AS

On transition to Ind AS, the Company has elected to continue with the carrying value of all of its property, plant and equipment recognised as at April 1, 2016, measured as per the Previous GAAP, and use that carrying value as the deemed cost of such property, plant and equipment.

Subsequent expenditure

Subsequent expenditure are included in the asset''s carrying amount or recognised as a separate asset, as appropriate, only if it is probable that future economic benefits associated with the expenditure will flow to the Company and the cost of the item can be measured reliably. The carrying amount of any component accounted for as a separate asset is derecognised when replaced.

All other repairs and maintenance are charged to the statement of profit and loss during the reporting year in which they are incurred.

Depreciation methods, estimated useful lives and residual values

Depreciation is calculated on cost of items of property, plant and equipment less their estimated residual value over their useful life using straight line method, and is recognised in the statement of profit and loss.

The estimated useful lives of items of property, plant and equipment for the current and comparative periods are as under and the same are equal to lives specified as per schedule II of the Act.

Particulars	Useful lives (in years)
Tangible assets:
Leasehold Land	90 (period of lease)
Building	60
Furniture and fixtures	8-10
Plant & Machinery	15
Office equipment	5
Vehicle	8-10
Computer equipment	3
Computer servers and networks	6
Leasehold improvements	Lesser of 3 years or period of lease

Based on technical evaluation and consequent advice, the management believes that its estimates of useful lives as given above best represent the period over which management expects to use these assets. Depreciation on addition to property, plant and equipment is provided on pro-rata basis from the date the assets are ready for intended use. Depreciation on sale/discard from property, plant and equipment is provided for up to the date of sale, deduction or discard of property, plant and equipment as the case may be.

Depreciation method, useful lives and residual values are reviewed at each financial year-end, and changes, if any, are accounted for prospectively. Reclassification to investment property When the use of a property changes from owner-occupied to investment property, the property is reclassified as investment property at its carrying amount on the date of reclassification.

(iii) Goodwill and other intangible assets Goodwill

For measurement of goodwill that arises on a business combination (see Note 5). Subsequent measurement is at cost less any accumulated impairment losses. Other intangible assets

An intangible asset is recognised when it is probable that the future economic benefits attributable to the asset will flow to the company and where its cost can be reliably measured.

Intangible assets are initially measured at cost. Such intangible assets are subsequently measured at cost less accumulated amortisation and any accumulated impairment losses. Cost comprises the purchase price and any cost attributable to bringing the assets to its working condition for its intended use.

Internally generated intangible assets.

Expenditure on research activities is recognised in the statement of profit and loss as incurred.

Development expenditure is capitalised as part of the cost of the resulting intangible asset only if the expenditure can be measured reliably, the product or process is technically and commercially feasible, future economic benefits are probable, and the Company intends to and has sufficient resources to complete development and to use or sell the asset. Otherwise, it is recognised in the statement of profit and loss as incurred. Subsequent to initial recognition, the asset is measured at cost less accumulated amortisation and any accumulated impairment losses.

Others

Other intangible assets including those acquired by the Company in a business combination are initially measured at cost. Such intangible assets are subsequently measured at cost less accumulated amortisation and any accumulated impairment losses.

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

Transition to Ind AS

On transition to Ind AS, the Company has elected to continue with the carrying value of all of its intangible assets recognised as at April 1, 2016, measured as per the Previous GAAP, and use that carrying value as the deemed cost of such intangible assets.

Amortisation

Goodwill is not amortised and is tested for impairment annually.

Amortisation is calculated to write off the cost of intangible assets over their estimated useful lives using the straight-line method, and is included in depreciation and amortisation in the statement of profit and loss. The useful lives of intangible assets are as follows:

Intangible assets:	Useful lives (in years)
Brand	10
Software	5
Website	5
Content development	5
Non-competefees	3-4
Intellectual property rights	5-10
CAT online module	1-3

Amortisation method, useful lives and residual values are reviewed at each financial year-end, and changes, if any, are accounted for prospectively.

Losses arising from the retirement of, and gain or losses arising from disposal of an intangible asset are determined as the difference between the net disposal proceeds and the carrying amount of asset and recognised as income or expense in the statement of profit and loss. (iv) Business combinations

As part of its transition to Ind AS, the Company has elected

to apply the relevant Ind AS, viz. Ind AS 103, Business Combinations, to only those business combinations that occurred on or after the transition date. In accordance with Ind AS 103, the Company accounts for these business combinations using the acquisition method when control is transferred to the Company. The consideration transferred for the business combination is generally measured at fair value as at the date the control is acquired (acquisition date), as are the net identifiable assets acquired. Any goodwill that arises is tested annually for impairment. Any gain on a bargain purchase is recognised in other comprehensive income ("OCI") and accumulated in equity as capital reserve if there exists clear evidence of the underlying reasons for classifying the business combination as resulting in a bargain purchase; otherwise the gain is recognised directly in equity as capital reserve. Transaction costs are expensed as incurred except to the extent of issue of debt or equity securities.

Any contingent consideration is measured at fair value at the date of acquisition. If an obligation to pay contingent consideration that meets the definition of a financial instrument is classified as equity, then it is not re-measured subsequently and settlement is accounted for within equity. Other contingent consideration is re-measured at fair value at each reporting date and changes in the fair value of the contingent consideration are recognised in profit or loss. (v) Impairment of non-financial assets

The Company''s non-financial assets, other than inventories and deferred tax assets are reviewed at each reporting date to determine whether there is any indication of impairment. If any such indication exists, then the asset''s or CGU''s recoverable amount is estimated. Goodwill is tested annually for impairment.

For impairment testing, assets that do not generate independent cash inflows are grouped together into cash-generating units (CGUs). Each CGU represents the smallest group of assets that generates cash inflows that are largely independent of the cash inflows of other assets or CGUs.

Goodwill arising from a business combination is allocated to CGUs or groups of CGUs that are expected to benefit from the synergies of the combination. The recoverable amount of a CGU (or an individual asset) is the higher of its value in use and its fair value less costs to sell. Value in use is based on the estimated future cash flows, discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the CGU (or the asset).

An impairment loss is recognised if the carrying amount of an asset or CGU exceeds its estimated recoverable amount. Impairment losses are recognised in the statement of profit and loss. Impairment loss recognised in respect of a CGU is allocated first to reduce the carrying amount of any goodwill allocated to the CGU, and then to reduce the carrying amounts of the other assets of the CGU (or group of CGUs) on a pro rata basis. After impairment, depreciation/amortisation is provided on the revised carrying amount of the asset over its remaining useful life. (vi) Investment property

Investment property is property held either to earn rental income or for capital appreciation or for both, but not for sale in the ordinary course of business, use in the production or supply of goods or services or for administrative purposes. Upon initial recognition, an investment property is measured at cost. Subsequent to initial recognition, investment property is measured at cost less accumulated depreciation and accumulated impairment losses, if any. Transition to Ind AS

On transition to Ind AS, the Company has elected to continue with the carrying value of all of its investment property recognised as at April 1, 2016, measured as per the Previous GAAP and use that carrying value as the deemed cost of such investment property. The fair value of investment property is disclosed in the notes. Fair value is determined by an independent valuer who holds a recognised and relevant professional qualification and has recent experience in the relevant location and category of the investment property being valued.

Depreciation on building component of investment property is calculated on a straight-line basis using the rate arrived at based on the useful life estimated by the management, which are equal to useful lives specified as per Schedule II to the Act.

Particulars	Useful lives (in years)
Building	60

(vii) Borrowing costs

Borrowing costs are interest and other costs incurred in connection with the borrowing of funds. Borrowing costs directly attributable to acquisition or construction of an asset which necessarily take a substantial period of time to get ready for their intended use are capitalised as part of the cost of that asset. Other borrowing costs are recognised as an expense in the period in which they are incurred.

(viii) Investment in subsidiaries and associates

Investment is subsidiaries and associates are carried at cost, less any impairment in the value of investment, in these standalone financial statements. (ix) Financial instruments

i. Recognition and initial measurement Trade receivables and debt securities issued are initially recognised when they are originated. All other financial assets and financial liabilities are initially recognised when the Company becomes a party to the contractual provisions of the instrument.

A financial asset or financial liability is initially measured at fair value plus, transaction costs that are directly attributable to its acquisition or issue, except for an item recognised at fair value through profit and loss. Transaction cost of financial assets carried at fair value through profit and loss is expensed in the statement of profit and loss. ii. Classification and subsequent measurement Financial assets

On initial recognition, a financial asset is classified as measured at amortised cost;

Fair value through other comprehensive income (OCI), or

Fair value through profit and loss (FVTPL) The classification depends on the entity''s business model for managing the financial assets and the contractual terms of the cash flows.

Financial assets are not reclassified subsequent to their initial recognition, except if and in the period the Company changes its business model for managing financial assets. A financial asset is measured at amortised cost if it meets both of the following conditions and is not designated as at FVTPL: the asset is held within a business model whose objective is to hold assets to collect contractual cash flows; and the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

A debt investment is measured at FVOCI if it meets both of the following conditions and is not designated as at FVTPL: the asset is held within a business model whose objective is achieved by both collecting contractual cash flows and selling financial assets; and the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

On initial recognition of an equity investment that is not held for trading, the Company may irrevocably elect to present subsequent changes in the investment''s fair value in OCI (designated as FVOCI - equity investment). This election is made on an investment by investment basis. All financial assets not classified to be measured at amortised cost or FVOCI as described above are measured at FVTPL. This includes all derivative financial assets. On initial recognition, the Company may irrevocably designate a financial asset that otherwise meets the requirements to be measured at amortised cost or at FVOCI or at FVTPL if doing so eliminates or significantly reduces an accounting mismatch that would otherwise arise. Financial assets: Business model assessment The Company makes an assessment of the objective of the business model in which a financial asset is held at a portfolio level because this best reflects the way the business is managed and information is provided to management. The information considered includes: the stated policies and objectives for the portfolio and the operation of those policies in practice. These include whether management''s strategy focuses on earning contractual interest income, maintaining a particular interest rate profile, matching the duration of the financial assets to the duration of any related liabilities or expected cash outflows or realising cash flows through the sale of the assets; how the performance of the portfolio is evaluated and reported to the Company''s management; the risks that affect the performance of the business model (and the financial assets held within that business model) and how those risks are managed; how managers of the business are compensated - e.g. whether compensation is based on the fair value of the assets managed or the contractual cash flows collected; and the frequency, volume and timing of sales of financial assets in prior periods, the reasons for such sales and expectations about future sales activity. Transfers of financial assets to third parties in transactions that do not qualify for derecognition are not considered sales for this purpose, consistent with the Company''s continuing recognition of the assets Financial assets that are held for trading or are managed and whose performance is evaluated on a fair value basis are measured at FVTPL.

Financial assets: Assessment whether contractual cash flows are solely payments of principal and interest For the purposes of this assessment, ''principal'' is defined as the fair value of the financial asset on initial recognition. ''Interest'' is defined as consideration for the time value of money and for the credit risk associated with the principal amount outstanding during a particular period of time and for other basic Lending risks and costs (e.g. Liquidity risk and administrative costs), as well as a profit margin. In assessing whether the Contractual cash flows are solely payments of Principal and interest, the Company considers the contractual terms of the instrument. This includes assessing whether the financial asset contains a contractual term that could change the timing or amount of Contractual cash flows such that it would not meet this condition. In making this assessment, the Company considers: contingent events that would change the amount or timing of cash flows; terms that may adjust the contractual coupon rate,

Including variable interest rate features; prepayment and extension features; and terms that Limit the Company''s claim to cash flows from specified assets (e.g. non- recourse features). A prepayment feature is consistent with the solely payments of principal and interest criterion if the prepayment amount substantially represents unpaid amounts of principal and interest on the principal amount outstanding, which may include reasonable additional compensation for early termination of the contract. Additionally, for a financial asset acquired at a significant discount or premium to its contractual par amount, a feature that permits or requires prepayment at an amount that substantially represents the contractual par amount plus accrued (but unpaid) contractual interest (which may also include reasonable additional compensation for early termination) is treated as consistent with this criterion if the fair value of the prepayment feature is insignificant at initial recognition.

Financial assets: Subsequent measurement and gains and Losses

Financial assets at amortised cost: These assets are subsequently measured at amortised cost using the effective interest method. The amortised cost is reduced by impairment Losses, if any. Interest income and impairment are recognised in the statement of profit and Loss. Any gain or Loss o derecognition is recognised in statement of profit and Loss.

Financial assets at FVTPL: These assets are subsequently measured at fair value. Net gains and Losses, including any interest income, are recognised in the statement of profit and Loss.

Debts investments at FVOCI: These assets are subsequently measured at fair value. Interest income under the effective interest method, foreign exchange gains and Losses and impairment are recognised in profit or Loss. Other net gains and Losses are recognised in OCI. On Derecognition, gains and Losses accumulated in OCI are reclassified to profit or Loss.

Equity investments at FVOCI: These assets are subsequently measured at fair value. Dividends are recognised as income in profit or Loss unless the dividend cleanly represents a recovery of part of the cost of the investment. Other net gains and Losses are recognised in OCI and are not reclassified to profit or Loss. Financial liabilities: classification, subsequent measurement & gain and Loss.

Financial Liabilities are cLassified as measured at amortised cost or FVTPL. A financial Liability is classified as at FVTPL if it is classified as held for trading, or it is a derivative or it is designated as such on initial recognition. Financial Liabilities at FVTPL are measured at fair value and net gains and Losses, including any interest expense, are recognised in the statement of profit and Loss. Other financial Liabilities are subsequently measured at amortised cost using the effective interest method. Interest expense and foreign exchange gains and Losses are recognised in the statement of profit and Loss. Any gain or Loss on derecognition is also recognised in the statement of profit and Loss.

iii. Offsetting

Financial assets and monetary Liabilities are offset and the net amount presented in the balance sheet when, and only when, the Company currently has a legally enforceable right to set off the amounts and it intends either to settle them on a net basis or to realise the assets and settle the Liabilities simultaneously.

iv. Derecognition Financial assets

The Company derecognises a financial asset when the contractual rights to the cash flows from the financial asset expire, or it transfers the rights to receive the contractual cash flows in a transaction in which substantially all of the risks and rewards of ownership of the financial asset are transferred or in which the Company neither transfers nor retains substantially all of the risks and rewards of ownership and does not retain control of the financial asset.

If the Company enters into transactions whereby it transfers assets recognised on its balance sheet, but retains either all or substantially all of the risks and rewards of the transferred assets, the transferred assets are not derecognised. Financial liabilities

The Company derecognises a financial Liability when its contractual obligations are discharged or cancelled, or expire.

The Company also derecognises a financial Liability when its terms are modified and the cash flows under the modified terms are substantially different. In this case, a new financial Liability based on the modified terms is recognised at fair value. The difference between the carrying amount of the financial Liability extinguished and the new financial Liability with modified terms is recognised in the statement of profit and Loss, v Impairment of financial instruments:

The Company recognises Loss allowances for expected credit Losses on:-

Financial assets measured at amortised cost; and Financial assets measured at FVOCI- debt investments

At each reporting date, the Company assesses whether financial assets carried at amortised cost and debt securities at FOCI are credit impaired. A financial asset is ''credit-impaired'' when one or more events that have a detrimental impact on the estimated future cash flows of the financial asset have occurred. Evidence that a financial asset is credit- impaired incLudes the following Observable data: significant Financial difficultly of the borrower or issuer; a breach of contract such as a default or being past due for agreed credit period; the restructuring of a Loan or advance by the Company on terms that the Company would not consider otherwise; it is probable that the borrower will enter bankruptcy or other financial reorganisation; or the disappearance of an active market for a security because of financial difficulties. Expected credit loss:

Loss allowances for trade receivables are always measured at an amount equal to Lifetime expected credit Losses. Lifetime expected credit Losses are the expected credit Losses that result from all possible default events over the expected Life of a financial instrument. 12-month expected credit Losses are the portion of expected credit Losses that result from default events that are passible within 12 months after the reporting date (or a shorter period if the expected Life of the instrument is Less than 12 months).

In all cases, the maximum period considered when estimating expected credit Losses is the maximum contractual period over which the Company is exposed to credit risk.

When determining whether the credit risk of a financial asset has increased significantly since Initial recognition and when estimating expected credit Losses, the Company considers reasonable and supportable information that is relevant and available without undue cost or effort. This includes both quantitative and qualitative information and analysis, based on the Company''s historical experience and informed credit assessment and including forward Looking information.

The Company assumes that the credit risk on a financial asset has increased significantly if it is more than agreed credit period.

The Company considers a financial asset to be in default when: the borrower is Unlikely to pay its credit obligations to the Company in full, without recourse by the Company to actions such as realising security (if any is held); or the financial asset is past due and not recovered within agreed credit period.

Measurement of expected credit losses Expected credit Losses are a probabiLity-weighted estimate of credit Losses. Credit Losses are measured as the present value of all cash shortfalls (i.e. the difference between the cash flows due to the Company in accordance with the contract and the cash flows that the Company expects to receive).

Loss allowances for Financial assets measured at amortised cost are deducted from the gross carrying amount of the assets disclosed in the Balance Sheet. Write-off

The gross carrying amount of a Financial asset is written off (either partiality or in full) to the extent that there is no realistic prospect of recovery. This is generally the case when the Company determines that the debtor does not have assets or sources of income that could generate sufficient cash flows to repay the amounts subject to the write-off. However, Financial assets that are written off could still be subject to enforcement activities in order to comply with the Company''s procedures for recovery of amounts due. (x) Non-current assets held for sale Non-current assets or disposal groups comprising assets and Liabilities are classified as held for sale if it is highly probable that the carrying value will be recovered primarily through sale rather than through continuing use. Such assets or disposal groupare generally measured at the Lower of their carrying amount and fair value Less costs to sell. Losses on initiaL cLassification as held for sale and subsequent gains and Losses on re-measurement are recognised in the statement of profit and Loss. Once classified as heLd-for-saLe the related assets are no Longer amortised or depreciated, and any equity-accounted investee is no Longer equity accounted. The gain or Loss arising from de-recognition of an item of property, plant and equipment, classified as held for sale, shall be included in profit or Loss when the item is derecognised; which is determined as the difference between the net disposal proceeds, if any, and the carrying amount of the item.

(xi) Leases:

Determining whether an arrangement contains a Lease. The determination of whether an arrangement is, or contains, a Lease is based on the substance of an arrangement at inception date: whether fulfilment of the arrangement is dependent on the use of a specific asset or assets and the arrangement conveys a right to use the asset, even if that right is not explicitly specified in an arrangement.

At inception or on reassessment of the arrangement that contains a lease, the payments and other consideration required by such an arrangement are separated into those for the lease and those for other elements on the basis of their relative fair values.

Where the Company is lessee Finance lease

Finance leases, which effectively transfer to the Company substantially all the risks and benefits incidental to ownership of the leased item, are capitalized at the inception of the lease term at the lower of the fair value of the leased property and present value of minimum lease payments. Lease payments are apportioned between the finance charges and reduction of the lease liability so as to achieve a constant rate of interest on the remaining balance of the liability. Finance charges are recognised as finance costs in the statement of profit and loss. Lease management fees, legal charges and other initial direct costs of lease are capitalised.

A leased asset is depreciated on a straight-line basis over the useful life of the asset as determined by the management or the useful life envisaged in Schedule II to the Act, whichever is lower. However, if there is no reasonable certainty that the Company will obtain the ownership by the end of the lease term, the capitalised asset is depreciated on a straight-line basis over the shorter of the estimated useful life of the asset, the lease term and the useful life envisaged in Schedule II to the Act. Operating lease

Leases, where the lessor effectively retains substantially all the risks and benefits of ownership of the leased item, are classified as operating leases. Payments made under operating leases are generally recognised in the statement of profit and loss on a straight-line basis over the term of the lease unless such payments are structured to increase in line with expected general inflation to compensate for the lessor''s expected inflationary cost increases. Lease incentives received are recognised as an integral part of the total lease expense over the term of the lease.

Where the Company is the lessor Finance lease

Leases in which the Company transfers substantially all the risks and benefits of ownership of the asset are classified as finance leases. Assets given under finance lease are recognised as a receivable at an amount equal to the net investment in the lease. After initial recognition, the Company apportions lease rentals between the principal repayment and interest income so as to achieve

a constant periodic rate of return on the net investment outstanding in respect of the finance lease. The interest income is recognised in the statement of profit and loss. Initial direct costs are included in the initial measurement of the finance lease receivable and reduces the amount of income recognised over the lease term. Operating lease

Leases in which the Company does not transfer substantially all the risks and benefits of ownership of the asset are classified as operating leases. Assets subject to operating leases are included in property, plant and equipment. Lease income on an operating leases is recognised in the statement of profit and loss on a straight-line basis over the lease term unless such payments are structured to increase in line with expected general inflation.

(xii) Inventories

Inventories comprising of traded goods are measured at the lower of cost and net realisable value. The cost of inventories is based on the first in, first out formula. The Cost comprises all costs of purchases and other costs incurred in bringing the inventory to their present location and condition. Net realisable value is the estimated selling price in the ordinary course of business less estimated costs necessary to make the sale. The comparison of cost and net realisable value is made on an item by item basis.

(xiii) Employee Benefits

Short term employee benefits:

Short term employee benefit obligation are measured on an undiscounted basis and are expenses off as the related services is provided. Benefits such as salaries, wages, and bonus etc. are recognised in the statement of profit and loss in the year in which the employee renders the related service. The liabilities are presented as current employee benefit obligation in the balance sheet. Long term employee benefits Defined contribution plan: Provident fund All employees of the Company are entitled to receive benefits under the Provident Fund, which is a defined contribution plan. Both the employee and the employer make monthly contributions to the plan at a predetermined rate as per the provisions of The Employees Provident Fund and Miscellaneous Provisions Act, 1952. These contributions are made to the fund administered and managed by the Government of India. The Company has no further obligations under the plan beyond its monthly contributions. Obligation for contribution to defined contribution plan are recognised as an employee benefit expenses in statement of profit and loss in the period during which the related services are rendered by the employees. Defined Benefit Plan: Gratuity

A defined benefit plan is a post-employment benefit plan other than a defined contribution plan.

The Company provides for retirement benefits in the form of Gratuity, which provides for Lump sum payments to vested employees on retirement, death while in service or on termination of employment in an amount equivalent to 15 days basic salary for each completed year of service. Vesting occurs upon completion of five years of service. Benefits payable to eligible employees of the company with respect to gratuity is accounted for on the basis of an actuarial valuation as at the balance sheet date. The present value of such obligation is determined by the projected unit credit method and adjusted for past service cost and fair value of plan assets as at the balance sheet date through which the obligations are to be settled. The resultant actuarial gain or loss on change in present value of the defined benefit obligation or change in return of the plan assets is recognised as an income or expense in the other comprehensive income. The Company''s obligation in respect of defined benefit plans is calculated by estimating the amount of future benefit that employees have earned in the current and prior periods, discounting that amount and deducting the fair value of any plan assets. The Company''s determines the net interest expense (income) on the net defined benefit liability (asset) for the period by applying the discount rate used to measure the defined benefit obligation at the beginning of the annual period to the then-net defined benefit liability (asset), taking into account any changes in the net defined benefit liability (asset) during the period as a result of contributions and benefit payments. Net interest expense and other expenses related to defined benefit plans are recognised in the statement of profit and loss. When the benefits of a plan are changed or when a plan is curtailed, the resulting change in benefit that relates to past service (''past service cost'' or'' past service gain'') or the gain or loss on curtailment is recognised immediately in the statement of profit and loss. The Company recognises gains and losses on the settlement of a defined benefit plan when the settlement occurs.

The Plan assets of the Company are managed by Life Insurance Corporation of India through a trust managed by the Company in terms of an insurance policy taken on fund obligations with respect to its gratuity plan. Other long-term benefits: Compensated absences Benefits under the Company''s compensated absences scheme constitute other employee benefits. The liability in respect of compensated absences is provided on the basis of an actuarial valuation using the Projected Unit Credit Method, done by an independent actuary as at the balance sheet date. Actuarial gain and losses are recognised immediately in the statement of profit and loss. Share based payments

The Employee Stock Option Scheme (''the Scheme'') provides for the grant of equity shares of the Company to its employees. The Scheme provides that employees are granted an option to acquire equity shares of the Company that vests in a graded manner. The options may be exercised within a specified period. The Company uses the grant date fair value to account for its equity settled share based payment plans granted to employee, with a corresponding increase in equity over the periodthat the employees unconditionally become entitled to the awards. Compensation cost is measured using independent valuation by Black-Scholes model. Compensation cost, if any is amortised over the vesting period.

(xiv) Foreign exchange transactions and translations Initial recognition

Foreign currency transactions are recorded in the reporting currency, by applying the foreign currency amount of exchange rate between the reporting currency and foreign currency at the date of transaction. Conversion

Foreign currency monetary assets and liabilities outstanding as at balance sheet date are restated/ translated using the exchange rate prevailing at the reporting date. Non-monetary assets and liabilities which are measured in terms of historical cost denomination in foreign currency, are reported using the exchange rate at the date of transaction except for non-monetary item measured at fair value which are translated using the exchange rates at the date when fair value is determined. Exchange difference arising on the settlement of monetary items or on restatement of the Company''s monetary items at rates different from those at which they initially recorded during the year or reported in previous financials statement (other than those relating to fixed assets and other long term monetary assets) are recognised as income or expenses in the year in which they arise. Foreign operations:

The assets and liabilities of foreign operations are translated into INR the functional currency of the Company, at the exchange rates at the reporting date. The income and expenses of foreign operations are translated into INR at the exchange rates at the dates of the transaction or an average rate if the average rate approximates the actual rate at the date of the transaction.

(xv) Income tax

Income tax comprises current and deferred tax. It is recognised in the statement of profit and loss except to the extent that it relates to a business combination or to an item recognised directly in equity or in other comprehensive income.

Current tax

Current tax comprises the expected tax payable or receivable on the taxable income or loss for the year and any adjustment to the tax payable or receivable in respect of previous years. The amount of current tax reflects the best estimate of the tax amount expected to be paid or received after considering the uncertainty, if any, related to income taxes. It is measured using tax rates (and tax Laws) enacted or substantively enacted by the reporting date. Current tax assets and current tax Liabilities are offset only if there is a legally enforceable right to set off the recognised amounts, and it is intended to realise the asset and settle the liability on a net basis or simultaneously. Deferred tax

Deferred tax is recognised in respect of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the corresponding amounts used for taxation purposes. Deferred tax is also recognised in respect of carried forward tax losses and tax credits. Deferred tax is not recognised for:

temporary differences arising on the initial recognition of assets or liabilities in a transaction that is not a business combination and that affects neither accounting nor taxable profit or loss at the time of the transaction; taxable temporary differences arising on the initial recognition of goodwill.

Deferred tax assets are recognised to the extent that it is probable that future taxable profits will be available against which they can be used. The existence of unused tax losses is strong evidence that future taxable profit may not be available. Therefore, in case of a history of recent losses, the Company recognises a deferred tax asset only to the extent that it has sufficient taxable temporary differences or there is convincing other evidence that sufficient taxable profit will be available against which such deferred tax asset can be realised. Deferred tax assets - unrecognised or recognised, are reviewed at each reporting date and are recognised/ reduced to the extent that it is probable/ no longer probable respectively that the related tax benefit will be realised. Deferred tax is measured at the tax rates that are expected to apply to the period when the asset is realized or the liability is settled, based on the laws that have been enacted or substantively enacted by the reporting date. The measurement of deferred tax 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. Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset current tax liabilities and assets, and they relate to income taxes levied by the same tax authority on the same taxable entity, or on different tax entities, but they intend to settle current tax liabilities and assets on a net basis or their tax assets and liabilities will be real. Minimum alternate tax

Minimum Alternative Tax (''MAT'') credit entitlement under the provisions of the Income-tax Act, 1961 is recognised as a deferred tax asset when it is probable that future economic benefit associated with it in the form of adjustment of future income tax liability, will flow to the Company and the asset can be measured reliably. MAT credit entitlement is set off to the extent allowed in the year in which the Company becomes liable to pay income taxes at the enacted tax rates. MAT credit entitlement is reviewed at each reporting date and is recognised to the extent that is probable that future taxable profits will be available against which they can be used. Significant management judgement is required to determine the probability of recognition of MAT credit entitlement.

(xvi) Contingent Liability, Contingent Asset and Provisions Contingent liability

Contingent liabilities are possible obligations that arise from past events and whose existence will only be confirmed by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the Company. Where it is not probable that an outflow of economic benefits will be required, or the amount cannot be estimated reliably, the obligation is disclosed as a contingent liability, unless the probability of outflow of economic benefits is remote. Contingent assets

Contingent assets are possible assets that arises from past events and whose existence 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. Provisions

The Company creates a provision when there is present obligation as a result of a past event that probably requires an outflow of resources and a reliable estimate can be made of the amount of obligation.

If the effect of the time value of money is material, provisions are determined by discounting the expected future cash flows (representing the best estimate of the expenditure required to settle the present obligation at the balance sheet date) at a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the liability. The unwinding of the discount is recognised as finance cost.

(xvii) Cash and cash equivalents

Cash and cash equivalents includes cash on hand, other short-term, highly liquid investments with original maturities of three months or less that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value, and bank overdrafts. Bank overdrafts are shown within borrowings in current financial liabilities in the balance sheet.

(xviii) Earnings per share

Basic earnings per share are calculated by dividing the net profit or loss for the year attributable to equity shareholders by the weighted average number of equity shares outstanding during the period. The weighted average numbers of equity shares outstanding during the period are adjusted for events such as bonus issue, share split or consolidation of shares.

For calculating diluted earnings per share, the net profit or loss for the year attributable to equity shareholders and the weighted average number of shares outstanding during the period are adjusted for the effects of all dilutive potential equity shares. The dilutive potential equity shares are deemed converted into equity shares as at the beginning of the period, unless they have been issued at a later date. (xix) Segment reporting

Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker.

In accordance with Ind AS 108 - Operating Segments, the operating segments used to present segment information are identified on the basis of internal reports used by the Company''s Management to allocate resources to the segments and assess their performance. Segment profit is used to measure performance as management believes that such information is the most relevant in evaluating the results of certain segments relative to other entities that operate within these industries. Inter-segment pricing is determined on an arm''s length basis.

The operating segments have been identified on the basis of the nature of products/services. Further:

1. Segment revenue includes sales and other income directly identifiable with / allocable to the segment.

2. Expenses that are directly identifiable with / allocable to segments are considered for determining the segment result. Expenses which relate to the Company as a whole and not allocable to segments are included under unallocable expenditure.

3. Income which relates to the Company as a whole and not allocable to segments is included in unallocable income.

4. Segment assets and liabilities include those directly identifiable with the respective segments. Unallocable assets and liabilities represent the assets and liabilities that relate to the Company as a whole and not allocable to any segment.

The Board of Director(s) are collectively the Company''s ''Chief Operating Decision Maker'' or ''CODM'' within the meaning of Ind AS 108. Refer Note 54 for segment information. (xx) Dividends paid

Dividend to shareholders is recognised as a liability and deducted from equity, in the year in which the dividends are approved by the shareholders. However, interim dividends, if any, declared by the Board of directors, which does not need shareholder''s approval, are recognised as a liability and deducted from retained earnings, in the year in which the dividends are so declared. (xxi) Recent accounting pronouncements

Appendix B to Ind AS 21, Foreign currency transactions and advance consideration: On March 28, 2018, Ministry of Corporate Affairs ("MCA") has notified the Companies (Indian Accounting Standards) Amendment Rules, 2018 containing Appendix B to Ind AS 21, Foreign currency transactions and advance consideration which clarifies the date of the transaction for the purpose of determining the exchange rate to use on initial recognition of the related asset, expense or income, when an entity has received or paid advance consideration in a foreign currency. The amendment will come into force from April 1, 2018. The Company is evaluating the requirements of the amendment and the effect on the financial statements is being evaluated.

Ind AS 115- Revenue from Contract with Customers: On March 28, 2018, Ministry of Corporate Affairs ("MCA") has notified the Ind AS 115, Revenue from Contract with Customers. The core principle of the new standard is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Further the new standard requires enhanced disclosures about the nature, amount, timing and uncertainty of revenue and cash flows arising from the entity''s contracts with customers. The standard permits two possible methods of transition:

• Retrospective approach - Under this approach the standard will be applied retrospectively to each prior reporting period presented in accordance with Ind AS 8 - Accounting Policies, Changes in Accounting Estimates and Errors

• Retrospectively with cumulative effect of initially

applying the standard recognized at the date of initial application (Cumulative catch - up approach). The effective date for adoption of Ind AS 115 is financial periods beginning on or after April 1, 2018.

The Company will adopt the standard on April 1, 2018 by using the cumulative catch-up transition method and accordingly comparatives for the year ending or ended March 31, 2018 will not be retrospectively adjusted. The Company is evaluating the requirements of the amendment and the effect on the financial statements is being evaluated.

---

Mar 31, 2017

1. Background

CL Educate Limited (‘the Company’) was incorporated in India on April 25, 1996 to conduct various educational and consulting programmes. The Company is providing in education and training programme which include coaching for higher education entrance examinations.

The Company''s shares have been listed with Bombay Stock Exchange Limited (BSE) and National Stock Exchange of India Limited (NSE) consequent to a public offer of shares during the year by the Company along with the offer for sale by promoters and investor shareholders.

Summary of significant accounting policies

(i) Basis for preparation of Financial Statements:

The financial statements have been prepared to comply in all material respects with the Accounting Standards notified under Section 133 of the Companies Act, 2013 (‘the Act"), read with Rule 7 of the Companies (Accounts) Rules, 2014. The financial statements have been prepared under the historical cost convention on an accrual basis. The accounting policies have been consistently applied by the Company and are consistent with those used in the previous year.

All assets and liabilities have been classified as current or non-current as per the Company''s normal operating cycle and other criteria set out in the Schedule III to the Act. Based on the nature of services, the operating cycle of the Company cannot be ascertained as it may range from 1 month to 3 years due to wide range of various test preparation coaching programmes being offered by the Company. In absence of any ascertainable operating cycle, the same has been taken as 12 months for the purpose of current and non-current classification of assets and liabilities except in case of trade receivables, unearned revenue, trade payables related to franchisee fees and prepaid franchisee fees which in view of the management are directly linked to revenue from coaching and hence have been treated as current for the purpose of disclosure in financial statements.

(ii) Use of estimates

The preparation of financial statements in conformity with Generally Accepted Accounting Principles requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and contingent liabilities at the reported date and the reported amounts of revenues and expenses during the reporting period. Although these estimates are based on the management''s best knowledge of current events and actions, actual results could differ from these estimates. Any revision in accounting estimate is recognized prospectively in current and future periods.

(iii) Revenue recognition

Revenue is recognized to the extent that it is probable that the economic benefit will flow to the Company and revenue can be reliably measured.

Educational and training business of the Company includes revenue from services and sales of text books.

Revenue from services

Revenue in respect of educational and training fees received from students is recognized on time basis over the period of the course. Fee is recorded at invoice value, net of discounts and taxes, if any.

Revenue in respect of vocational training is recognized over the period of the training period, after taking into account the uncertainty involved in conditions to be fulfilled under the terms of the contract.

Revenue from sale of text books

Sale of text books for full course is recognized at the time of receipt of first payment on account of test preparation services provided by the Company and is recorded net of discounts and taxes, if any.

Other operating income

- Revenue in respect of one-time license fee received from the franchisees is recognized on execution of the contract.

- Revenue from licensing of content given for a long term period and dependent on percentage of revenue earned by the licensee is recognized as and when the right to receive payment is established.

Other Income

Revenue from advertising income is recognized on percentage completion basis as per the terms of agreement.

- Revenue from infrastructure fees is recognized on the basis of time period over the period of contract.

Interest

Revenue from interest on time deposits and inter-corporate loans is recognized on the time proportion method taking into consideration the amount outstanding and the applicable interest rates.

Dividend

Dividend income is recognized when the right to receive the same is established.

Unbilled revenue

Unbilled revenue, included in other current assets, represents amounts recognized based on services performed in advance of billing in accordance with service terms.

Unearned revenue

Amounts billed and received or recoverable prior to the reporting date for services to be performed after the reporting date are recorded as unearned revenue in other current liabilities.

iv. Grant

Government grants available to the Company are recognized when both the following conditions are satisfied:

(a) where there is reasonable assurance that the Company will comply with the conditions attached to them; and

(b) where such benefits have been earned by the Company and it is reasonably certain that the ultimate collection will be made.

Grants related to specific fixed assets are shown as a deduction from the gross value of the asset concerned in arriving at its book value. The grant is thus recognized in the Statement of Profit and Loss over the useful life of a depreciable asset by way of a reduced depreciation charge. Where the grant equals the whole, or virtually the whole, of the cost of the asset, the asset is shown in the Balance Sheet at a nominal value.

Grants for various government projects carried out by the Company are disclosed in other operating income as grant income.

v. Fixed assets

Tangible assets

Tangible fixed assets are stated at cost of acquisition net of recoverable taxes (wherever applicable), less accumulated depreciation and impairment losses, if any. Cost comprises the purchase price and any cost attributable to bringing the assets to its working condition for its intended use. Subsequent expenditure related to an item of fixed asset is added to its book value only if it increases the future benefits from the existing asset beyond its previously assessed standard of performance. All other expenses on existing fixed assets, including day to day repair and maintenance and cost of replacing parts are charged to the Statement of Profit and Loss for the year during which such expenses are incurred.

Fixed assets retired from active use and held for disposal are stated at lower of book value and net realizable value as estimated by the Company and are shown separately in the financial statements under other current assets. Loss determined, if any, is recognized immediately in the Statement of Profit and Loss, whereas profit and sale of such assets is recognized only upon completion of sale thereof.

Intangible assets

An intangible asset is recognized when it is probable that the future economic benefits attributable to the asset will flow to the enterprise and where its cost can be reliably measured. Intangible assets are stated at cost of acquisition less accumulated amortization and impairment losses, if any. Cost comprises the purchase price and any cost attributable to bringing the assets to its working condition for its intended use.

Losses arising from the retirement of, and gain or losses arising from disposal of an intangible asset are determined as the difference between the net disposal proceeds and the carrying amount of asset and recognized as income or expense in the Statement of Profit and Loss.

vi. Depreciation and amortization

Depreciation has been calculated on Straight Line Method at the useful lives, which are equal to useful lives specified as per schedule II to the Act. Amortization has been calculated on straight line method at the useful lives, based on management estimates and in accordance with Accounting Standard-26 "Intangible Asset".

Depreciation and amortization on addition to fixed assets is provided on pro-rata basis from the date the assets are ready for intended use. Depreciation and amortization on sale/discard from fixed assets is provided for up to the date of sale, deduction or discard of fixed assets as the case may be.

(vii) Impairment of assets

The carrying amounts of assets are reviewed at each Balance Sheet date if there is any indication of impairment based on internal/external factors. An impairment loss is recognized wherever the carrying amount of an asset exceeds its recoverable amount. The recoverable amount is the greater of the asset''s net selling price and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value at the weighted average cost of capital.

After impairment, depreciation/amortization is provided on the revised carrying amount of the asset over its remaining useful life.

(viii) Borrowing cost

Borrowing costs directly attributable to acquisition or construction or production of assets which takes substantial period of time to get ready for its intended use are included as cost of such assets to the extent they relate to the period till such assets are ready to be put to use. Other borrowing costs are recognized as an expense in the year in which they are incurred.

(iv) Leases:

Where the Company is lessee

Finance leases, which effectively transfer to the Company substantially all the risks and benefits incidental to ownership of the leased item, are capitalized at the inception of the lease term at the lower of the fair value of the leased property and present value of minimum lease payments. Lease payments are apportioned between the finance charges and reduction of the lease liability so as to achieve a constant rate of interest on the remaining balance of the liability. Finance charges are recognized as finance costs in the Statement of Profit and Loss. Lease management fees, legal charges and other initial direct costs of lease are capitalized.

A leased asset is depreciated on a straight-line basis over the useful life of the asset as determined by the management or the useful life envisaged in Schedule II to the Act, whichever is lower. However, if there is no reasonable certainty that the Company will obtain the ownership by the end of the lease term, the capitalized asset is depreciated on a straight-line basis over the shorter of the estimated useful life of the asset, the lease term and the useful life envisaged in Schedule II to the Act.

Leases, where the lessor effectively retains substantially all the risks and benefits of ownership of the leased item, are classified as operating leases. Operating lease payments are recognized as an expense in the Statement of Profit and Loss on a straight-line basis over the lease term.

Where the Company is the lessor

Leases in which the Company transfers substantially all the risks and benefits of ownership of the asset are classified as finance leases. Assets given under finance lease are recognized as a receivable at an amount equal to the net investment in the lease. After initial recognition, the Company apportions lease rentals between the principal repayment and interest income so as to achieve a constant periodic rate of return on the net investment outstanding in respect of the finance lease. The interest income is recognized in the Statement of Profit and Loss. Initial direct costs such as legal costs, brokerage costs, etc. are recognized immediately in the Statement of Profit and Loss.

Leases in which the Company does not transfer substantially all the risks and benefits of ownership of the asset are classified as operating leases. Assets subject to operating leases are included in fixed assets. Lease income on an operating lease is recognized in the Statement of Profit and Loss on a straight-line basis over the lease term. Costs, including depreciation, are recognized as an expense in the Statement of Profit and Loss. Initial direct costs such as legal costs, brokerage costs, etc. are recognized immediately in the Statement of Profit and Loss.

(x) Investment property

An investment in land or buildings, which is not intended to be occupied substantially for use by, or in the operations of, the Company, is classified as investment property. Investment properties are stated at cost, net of accumulated depreciation and accumulated impairment losses, if any.

The cost comprises purchase price and directly attributable cost of bringing the investment property to its working condition for the intended use. Any trade discounts and rebates are deducted in arriving at the purchase price. Depreciation on building component of investment property is calculated on a straight-line basis using the rate arrived at based on the useful life estimated by the management, which are equal to useful lives specified as per Schedule II to the Act.

On disposal of an investment property, the difference between its carrying amount and net disposal proceeds is charged or credited to the Statement of Profit and Loss.

(xi) Investments other than investments property

Accounting treatment

Investments which are readily realizable and intended to be held for not more than one year from the date on which such investments are made are classified as current investments. All other investments are classified as long-term investments.

On initial recognition, all investments are measured at cost. The cost comprises purchase price and directly attributable acquisition charges such as brokerage, fees and duties. If an investment is acquired, or partly acquired, by issue of shares or other securities, the acquisition cost is the fair value of the securities issued. If an investment is acquired in exchange for another asset, the acquisition is determined by reference to the fair value of the asset given up or by reference to the fair value of the investment acquired, whichever is more clearly evident.

Current investments are carried in the financial statements at lower of cost and fair value determined on an individual investment basis. Long-term investments are carried at cost. However, provision for diminution in value is made to recognize a decline other than temporary in the value of long term investments on individual investment basis.

On disposal of an investment, the difference between its carrying amount and net disposal proceeds is charged or credited to the Statement of Profit and Loss.

Classification in the financial statements as per requirements of Schedule III

Investments that are realizable within the period of twelve months from the balance sheet date are classified as current investment. All other investments are classified as non-current investments.

(xii) Inventories

Inventories comprising traded goods are valued at the lower of cost and net realizable value. Cost comprises all costs of purchases and other costs incurred in bringing the inventory to their present location and condition. Cost is determined on first in first out basis. Net realizable value is the estimated selling price in the ordinary course of business, less estimated costs of completion and estimated costs necessary to make the sale. The comparison of cost and net realizable value is made on individual item basis.

(Xiii) Employee Benefits

Short term employee benefits:

All employee benefits payable wholly within twelve months of rendering the service are classified as short term employee benefits. Benefits such as salaries, wages, and bonus etc are recognized in the Statement of Profit and Loss in the year in which the employee renders the related service.

Long term employee benefits:

(i) Defined contribution plan: Provident fund

All employees of the Company are entitled to receive benefits under the Provident Fund, which is a defined contribution plan. Both the employee and the employer make monthly contributions to the plan at a predetermined rate as per the provisions of The Employees Provident Fund and Miscellaneous Provisions Act, 1952. These contributions are made to the fund administered and managed by the Government of India. The Company has no further obligations under the plan beyond its monthly contributions.

(ii) Defined Benefit Plan: Gratuity

The Company provides for retirement benefits in the form of Gratuity. Benefits payable to eligible employees of the company with respect to gratuity, a defined benefit plan is accounted for on the basis of an actuarial valuation as at the balance sheet date. In accordance with the Payment of Gratuity Act, 1972, the plan provides for lump sum payments to vested employees on retirement, death while in service or on termination of employment in an amount equivalent to 15 days basic salary for each completed year of service. Vesting occurs upon completion of five years of service. The present value of such obligation is determined by the projected unit credit method and adjusted for past service cost and fair value of plan assets as at the balance sheet date through which the obligations are to be settled. The resultant actuarial gain or loss on change in present value of the defined benefit obligation or change in return of the plan assets is recognized as an income or expense in the Statement of Profit and Loss. The expected return on plan assets is based on the assumed rate of return of such assets. The Company contributes to a trust set up by the Company which further contributes to a policy taken from the Life Insurance Corporation of India.

(iii) Other long-term benefits: Leave encashment Benefits under the Company''s leave encashment scheme constitute other employee benefits. The liability in respect of leave encashment is provided on the basis of an actuarial valuation done by an independent actuary as at the balance sheet date. Actuarial gain and losses are recognized immediately in the Statement of Profit and Loss.

(iv) Employee stock option scheme

The Employee Stock Option Scheme (‘the Scheme'') provides for the grant of equity shares of the Company to its employees. The Scheme provides that employees are granted an option to acquire equity shares of the Company that vests in a graded manner. The options may be exercised within a specified period. The Company follows the fair value method to account for its stock-based employee compensation plans. Compensation cost is measured using independent valuation by a firm of Chartered Accountants using Black-Scholes model and in accordance with the guidance note issued by the Institute of Chartered Accountants of India. Compensation cost, if any is amortized over the vesting period.

(xiv) Foreign exchange transactions

Transactions in foreign currency are recorded at the exchange rate prevailing at the date of the transaction. Exchange differences arising on foreign currency transactions settled during the year are recognized in the Statement of Profit and Loss.

Monetary assets and liabilities denominated in foreign currencies as at the balance sheet date, not covered by forward exchange contracts, are translated at year end rates. The resultant exchange differences are recognized in the Statement of Profit and Loss. Non monetary assets and liabilities are recorded at the rates prevailing on the date of the transaction.

Translation of integral and non integral foreign operations The Company classifies its foreign operations as either "integral foreign operations" or "non integral foreign operations".

The financial statements of an integral foreign operation are translated as if the transactions of the foreign operations have been those of the Company itself. The assets and liabilities (except share capital which is taken at historical cost) both monetary and non monetary, of the non integral foreign operation are translated at the closing rate. Income and expense items of the non integral foreign operation are translated at average rates at the date of transaction. All resulting exchange differences are accumulated in a foreign currency translation reserve until the disposal of the net investment, at which time the accumulated amount is recognized as income or as expense.

When there is a change in the classification of a foreign operation, the translation procedures applicable to the revised classifications are applied from the date of the change in the classification.

(xv) Taxation

Tax expense for the year comprising current tax, deferred tax charge or benefit and MAT credit entitlement is included in determining the net profit for the year.

Current tax

Current income tax is measured at the amount expected to be paid to the tax authorities in accordance with the Indian Income Tax Act, 1961.

Deferred tax

Deferred tax charge or credit reflects the tax effects of timing differences between accounting income and taxable income for the year. The deferred tax charge or credit and the corresponding deferred tax liabilities or assets are recognized using the tax rates that have been enacted or substantively enacted by the balance sheet date. Deferred tax assets are recognized only to the extent there is reasonable certainty that the assets can be realized in future; however, where there is unabsorbed depreciation or carry forward of losses, deferred tax assets are recognized only if there is a virtual certainty backed by convincing evidence of realization of such assets. Deferred tax assets are reviewed at each Balance Sheet date and are written-down or written-up to reflect the amount that is reasonably / virtually certain (as the case may be) to be realized.

The break-up of the major components of the deferred tax assets and liabilities as at Balance Sheet date has been arrived at after setting off deferred tax assets and liabilities where the entity has a legally enforceable right to set-off assets against liabilities and where such assets and liabilities relate to taxes on income levied by the same governing taxation laws.

Minimum alternate tax

Minimum alternate tax (MAT) under the Income Tax Act, 1961, payable for the year is charged to the Statement of Profit and Loss as current tax. The company recognizes MAT credit available as an asset only to the extent that there is convincing evidence that the Company will pay normal income tax during the specified period, i.e., the period for which MAT credit is allowed to be carried forward. In the period in which the Company recognizes MAT credit as an asset in accordance with the Guidance Note on Accounting for Credit Available in respect of Minimum Alternative Tax under the "Income-tax Act, 1961", the said asset is created by way of credit to the Statement of Profit and Loss and shown as "MAT Credit Entitlement." The Company reviews the "MAT credit entitlement" asset at each reporting date and writes down the asset to the extent the Company does not have convincing evidence that it will pay normal tax during the specified period.

(xvi) Provisions, contingent liabilities and contingent assets

Provision

The Company creates a provision when there is present obligation as a result of a past event that probably requires an outflow of resources and a reliable estimate can be made of the amount of obligation.

Contingent liabilities

A disclosure for a contingent liability is made when there is a possible obligation or a present obligation that probably will not require an outflow of resources or where a reliable estimate of the obligation cannot be made.

Contingent assets

Contingent assets are neither recorded nor disclosed in the financial statements.

(xvii) Cash and cash equivalents

Cash and cash equivalents include cash in hand, demand deposits with banks, other short term highly liquid investments with original maturities of three months or less.

(xviii) Exceptional items

Items of income or expense from ordinary activities which are of such size, nature or incidence that, their disclosure is relevant to explain the performance of the enterprise for the period are disclosed separately in the Statement of Profit and Loss.

(xix) Earnings per share

Basic earnings per share are calculated by dividing the net profit or loss for the year attributable to equity shareholders by the weighted average number of equity shares outstanding during the period. The weighted average numbers of equity shares outstanding during the period are adjusted for events such as bonus issue, share split or consolidation of shares.

For calculating diluted earnings per share, the net profit or loss for the year attributable to equity shareholders and the weighted average number of shares outstanding during the period are adjusted for the effects of all dilutive potential equity shares. The dilutive potential equity shares are deemed converted into equity shares as at the beginning of the period, unless they have been issued at a later date.

(xx) Segment Reporting

The Company identifies primary segments based on the dominant source, nature of risks and returns and the internal organization and management structure. The operating segments are the segments for which separate financial information is available and for which operating profit/loss amounts are evaluated regularly by the executive Management in deciding how to allocate resources and in assessing performance.

‘The accounting policies adopted for segment reporting are in line with the accounting policies of the Company. Segment revenue, segment expenses, segment assets and segment liabilities have been identified to segments on the basis of their relationship to the operating activities of the segment.

Inter-segment revenue is accounted on the basis of transactions which are primarily determined based on market / fair value factors.

Revenue, expenses, assets and liabilities which relate to the Company as a whole and are not allocable to segments on reasonable basis have been included under "unallocated revenue / expenses / assets / liabilities".

(xxi) Share issue expenses

Share issue expenses are adjusted against the securities premium account as permissible under Section 52 of the Act, to the extent balance is available for utilization in the securities premium account. The balance of share issue expenses in excess of securities premium account, if any, are charged to Statement of Profit and Loss.

(xxii) Material Events

Material events occurring after the balance sheet date are taken into cognizance.

---

Mar 31, 2016

1. Background

CL Educate Limited (''the Company'') was incorporated in India on April 25, 1996 to conduct various educational and consulting programmes. 64.88% (previous year 67.47%) of the shares are being held by the promoters/directors of the Company and their relatives and the balance 35.12% (previous year 32.53%) of the shares are being held by other individuals and companies.

2. Summary of significant accounting policies

(i) Basis for preparation of Financial Statements:

The financial statements have been prepared to comply in all material respects with the Accounting Standards notified under Section 133 of the Companies Act, 2013 (''the Act”), read with Rule 7 of the Companies (Accounts) Rules, 2014. The financial statements have been prepared under the historical cost convention on an accrual basis. The accounting policies have been consistently applied by the Company and are consistent with those used in the previous year.

All assets and liabilities have been classified as current or non-current as per the Company''s normal operating cycle and other criteria set out in the Schedule III to the Act. Based on the nature of services, the operating cycle of the Company cannot be ascertained as it may range from 1 month to 3 years due to wide range of various test preparation coaching programmes being offered by the Company. In absence of any ascertainable operating cycle, the same has been taken as 12 months for the purpose of current and non-current classification of assets and liabilities except in case of trade receivables, unearned revenue, trade payables related to franchisee fees and prepaid franchisee fees which in view of the management are directly linked to revenue from coaching and hence have been treated as current for the purpose of disclosure in financial statements.

(ii) Use of estimates

The preparation of financial statements in conformity with Generally Accepted Accounting Principles requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and contingent liabilities at the reported date and the reported amounts of revenues and expenses during the reporting period. Although these estimates are based on the management''s best knowledge of current events and actions, actual results could differ from these estimates. Any revision in accounting estimate is recognized prospectively in current and future periods.

(iii) Revenue recognition

Revenue is recognized to the extent that it is probable that the economic benefit will flow to the Company and revenue can be reliably measured.

Educational and training business of the Company includes revenue from services and sales of text books.

Revenue in respect of educational and training fees received from students is recognized on time basis over the period of the course. Fee is recorded at invoice value, net of discounts and taxes, if any.

Revenue in respect of vocational training is recognized over the period of the training period, after taking into account the uncertainty involved in conditions to be fulfilled under the terms of the contract.

Revenue from sale of text books

Sale of text books for full course is recognized at the time of receipt of first payment on account of test preparation services provided by the Company and is recorded net of discounts and taxes, if any.

Other operating income

- Revenue in respect of one-time license fee received from the franchisees is recognized on execution of the contract.

- Revenue from licensing of content given for a long term period and dependent on percentage of revenue earned by the licensee is recognized as and when the right to receive payment is established.

Other Income

- Revenue from advertising income is recognized on percentage completion basis as per the terms of agreement.

- Revenue from infrastructure fees is recognized on the basis of time period over the period of contract.

Interest

Revenue from interest on time deposits and inter-corporate loans is recognized on the time proportion method taking into consideration the amount outstanding and the applicable interest rates.

Dividend

Dividend income is recognized when the right to receive the same is established.

Unbilled revenue

Unbilled revenue, included in other current assets, represents amounts recognized based on services performed in advance of billing in accordance with service terms.

Unearned revenue

Amounts billed and received or recoverable prior to the reporting date for services to be performed after the reporting date are recorded as unearned revenue in other current liabilities.

iv. Grant

Government grants available to the Company are recognized when both the following conditions are satisfied:

(a) where there is reasonable assurance that the Company will comply with the conditions attached to them; and

(b) where such benefits have been earned by the Company and it is reasonably certain that the ultimate collection will be made.

Grants related to specific fixed assets are shown as a deduction from the gross value of the asset concerned in arriving at its book value. The grant is thus recognized in the Statement of Profit and Loss over the useful life of a depreciable asset by way of a reduced depreciation charge. Where the grant equals the whole, or virtually the whole, of the cost of the asset, the asset is shown in the Balance Sheet at a nominal value.

Grants for various government projects carried out by the Company are disclosed in other operating income as grant income.

(v) Fixed assets Tangible assets

Tangible fixed assets are stated at cost of acquisition net of recoverable taxes (wherever applicable), less accumulated depreciation and impairment losses, if any. Cost comprises the purchase price and any cost attributable to bringing the assets to its working condition for its intended use.

Subsequent expenditure related to an item of fixed asset is added to its book value only if it increases the future benefits from the existing asset beyond its previously assessed standard of performance. All other expenses on existing fixed assets, including day to day repair and maintenance and cost of replacing parts are charged to the Statement of Profit and Loss for the year during which such expenses are incurred.

Fixed assets retired from active use and held for disposal are stated at lower of book value and net realizable value as estimated by the Company and are shown separately in the financial statements under other current assets. Loss determined, if any, is recognized immediately in the Statement of Profit and Loss, whereas profit and sale of such assets is recognized only upon completion of sale thereof.

Intangible assets

An intangible asset is recognized when it is probable that the future economic benefits attributable to the asset will flow to the enterprise and where its cost can be reliably measured. Intangible assets are stated at cost of acquisition less accumulated amortization and impairment losses, if any. Cost comprises the purchase price and any cost attributable to bringing the assets to its working condition for its intended use.

Losses arising from the retirement of, and gain or losses arising from disposal of an intangible asset are determined as the difference between the net disposal proceeds and the carrying amount of asset and recognized as income or expense in the Statement of Profit and Loss.

(vi) Depreciation and amortization

Depreciation has been calculated on Straight Line Method at the useful lives, which are equal to useful lives specified as per schedule II to the Act. Amortization has been calculated on straight line method at the useful lives, based on management estimates and in accordance with Accounting Standard-26 “Intangible Asset”.

Depreciation and amortization on addition to fixed assets is provided on pro-rata basis from the date the assets are ready for intended use. Depreciation and amortization on sale/discard from fixed assets is provided for up to the date of sale, deduction or discard of fixed assets as the case may be.

(vii) Impairment of assets

The carrying amounts of assets are reviewed at each Balance Sheet date if there is any indication of impairment based on internal/external factors. An impairment loss is recognized wherever the carrying amount of an asset exceeds its recoverable amount. The recoverable amount is the greater of the asset''s net selling price and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value at the weighted average cost of capital.

After impairment, depreciation/amortization is provided on the revised carrying amount of the asset over its remaining useful life.

(viii) Borrowing cost

Borrowing costs directly attributable to acquisition or construction or production of assets which takes substantial period of time to get ready for its intended use are included as cost of such assets to the extent they relate to the period till such assets are ready to be put to use. Other borrowing costs are recognized as an expense in the year in which they are incurred.

(ix) Leases:

Where the Company is lessee

Finance leases, which effectively transfer to the Company substantially all the risks and benefits incidental to ownership of the leased item, are capitalized at the inception of the lease term at the lower of the fair value of the leased property and present value of minimum lease payments. Lease payments are apportioned between the finance charges and reduction of the lease liability so as to achieve a constant rate of interest on the remaining balance of the liability. Finance charges are recognized as finance costs in the Statement of Profit and Loss. Lease management fees, legal charges and other initial direct costs of lease are capitalized.

A leased asset is depreciated on a straight-line basis over the useful life of the asset as determined by the management or the useful life envisaged in Schedule II to the Act, whichever is lower. However, if there is no reasonable certainty that the Company will obtain the ownership by the end of the lease term, the capitalized asset is depreciated on a straight-line basis over the shorter of the estimated useful life of the asset, the lease term and the useful life envisaged in Schedule II to the Act.

Leases, where the less or effectively retains substantially all the risks and benefits of ownership of the leased item, are classified as operating leases. Operating lease payments are recognized as an expense in the Statement of Profit and Loss on a straight-line basis over the lease term.

Where the Company is the less or

Leases in which the Company transfers substantially all the risks and benefits of ownership of the asset are classified as finance leases. Assets given under finance lease are recognized as a receivable at an amount equal to the net investment in the lease. After initial recognition, the Company apportions lease rentals between the principal repayment and interest income so as to achieve a constant periodic rate of return on the net investment outstanding in respect of the finance lease. The interest income is recognized in the Statement of Profit and Loss. Initial direct costs such as legal costs, brokerage costs, etc. are recognized immediately in the Statement of Profit and Loss.

Leases in which the Company does not transfer substantially all the risks and benefits of ownership of the asset are classified as operating leases. Assets subject to operating leases are included in fixed assets. Lease income on an operating lease is recognized in the Statement of Profit and Loss on a straight-line basis over the lease term. Costs, including depreciation, are recognized as an expense in the Statement of Profit and Loss. Initial direct costs such as legal costs, brokerage costs, etc. are recognized immediately in the Statement of Profit and Loss.

(x) Investment property

An investment in land or buildings, which is not intended to be occupied substantially for use by, or in the operations of, the Company, is classified as investment property. Investment properties are stated at cost, net of accumulated depreciation and accumulated impairment losses, if any.

The cost comprises purchase price and directly attributable cost of bringing the investment property to its working condition for the intended use. Any trade discounts and rebates are deducted in arriving at the purchase price.

Depreciation on building component of investment property is calculated on a straight-line basis using the rate arrived at based on the useful life estimated by the management, which are equal to the useful lives specified as per Schedule II to the Act.

On disposal of an investment property, the difference between its carrying amount and net disposal proceeds is charged or credited to the Statement of Profit and Loss.

(xi) Investments other than investments property Accounting treatment

Investments which are readily realizable and intended to be held for not more than one year from the date on which such investments are made are classified as current investments. All other investments are classified as long-term investments.

On initial recognition, all investments are measured at cost. The cost comprises purchase price and directly attributable acquisition charges such as brokerage, fees and duties. If an investment is acquired, or partly acquired, by issue of shares or other securities, the acquisition cost is the fair value of the securities issued. If an investment is acquired in exchange for another asset, the acquisition is determined by reference to the fair value of the asset given up or by reference to the fair value of the investment acquired, whichever is more clearly evident.

Current investments are carried in the financial statements at lower of cost and fair value determined on an individual investment basis. Long-term investments are carried at cost. However, provision for diminution in value is made to recognize a decline other than temporary in the value of long term investments on individual investment basis.

On disposal of an investment, the difference between its carrying amount and net disposal proceeds is charged or credited to the Statement of Profit and Loss.

Classification in the financial statements as per requirements of Schedule III

Investments that are realizable within the period of twelve months from the balance sheet date are classified as current investment. All other investments are classified as non-current investments.

(xii) Inventories

Inventories comprising traded goods are valued at the lower of cost and net realizable value. Cost comprises all costs of purchases and other costs incurred in bringing the inventory to their present location and condition. Cost is determined on first in first out basis. Net realizable value is the estimated selling price in the ordinary course of business, less estimated costs of completion and estimated costs necessary to make the sale. The comparison of cost and net realizable value is made on individual item basis.

(xiii) Employee Benefits Short term employee benefits:

All employee benefits payable wholly within twelve months of rendering the service are classified as short term employee benefits. Benefits such as salaries, wages, and bonus etc are recognized in the Statement of Profit and Loss in the year in which the employee renders the related service.

Long term employee benefits:

i. Defined contribution plan: Provident fund

All employees of the Company are entitled to receive benefits under the Provident Fund, which is a defined contribution plan. Both the employee and the employer make monthly contributions to the plan at a predetermined rate as per the provisions of The Employees Provident Fund and Miscellaneous Provisions Act, 1952. These contributions are made to the fund administered and managed by the Government of India. The Company has no further obligations under the plan beyond its monthly contributions.

ii. Defined Benefit Plan: Gratuity

The Company provides for retirement benefits in the form of Gratuity. Benefits payable to eligible employees of the company with respect to gratuity, a defined benefit plan is accounted for on the basis of an actuarial valuation as at the balance sheet date. In accordance with the Payment of Gratuity Act, 1972, the plan provides for lump sum payments to vested employees on retirement, death while in service or on termination of employment in an amount equivalent to 15 days basic salary for each completed year of service. Vesting occurs upon completion of five years of service. The present value of such obligation is determined by the projected unit credit method and adjusted for past service cost and fair value of plan assets as at the balance sheet date through which the obligations are to be settled. The resultant actuarial gain or loss on change in present value of the defined benefit obligation or change in return of the plan assets is recognized as an income or expense in the Statement of Profit and Loss. The expected return on plan assets is based on the assumed rate of return of such assets. The Company contributes to a trust set up by the Company which further contributes to a policy taken from the Life Insurance Corporation of India.

iii. Other long-term benefits: Leave encashment

Benefits under the Company''s leave encashment scheme constitute other employee benefits.

The liability in respect of leave encashment is provided on the basis of an actuarial valuation done by an independent actuary as at the balance sheet date. Actuarial gain and losses are recognized immediately in the Statement of Profit and Loss.

iv. Employee stock option scheme

The Employee Stock Option Scheme (''the Scheme'') provides for the grant of equity shares of the Company to its employees. The Scheme provides that employees are granted an option to acquire equity shares of the Company that vests in a graded manner. The options may be exercised within a specified period. The Company follows the fair value method to account for its stock-based employee compensation plans. Compensation cost is measured using independent valuation by a firm of Chartered Accountants using Black-Scholes model and in accordance with the guidance note issued by the Institute of Chartered Accountants of India. Compensation cost, if any is amortized over the vesting period.

(xiv) Foreign exchange transactions

Transactions in foreign currency are recorded at the exchange rate prevailing at the date of the transaction. Exchange differences arising on foreign currency transactions settled during the year are recognized in the Statement of Profit and Loss.

Monetary assets and liabilities denominated in foreign currencies as at the balance sheet date, not covered by forward exchange contracts, are translated at year end rates. The resultant exchange differences are recognized in the Statement of Profit and Loss. Non monetary assets and liabilities are recorded at the rates prevailing on the date of the transaction.

Translation of integral and non integral foreign operations

The Company classifies its foreign operations as either “integral foreign operations” or “non integral foreign operations”.

The financial statements of an integral foreign operation are translated as if the transactions of the foreign operations have been those of the Company itself. The assets and liabilities (except share capital which is taken at historical cost) both monetary and non monetary, of the non integral foreign operation are translated at the closing rate. Income and expense items of the non integral foreign operation are translated at average rates at the date of transaction. All resulting exchange differences are accumulated in a foreign currency translation reserve until the disposal of the net investment, at which time the accumulated amount is recognized as income or as expense.

When there is a change in the classification of a foreign operation, the translation procedures applicable to the revised classifications are applied from the date of the change in the classification.

(xv) Taxation

Tax expense for the year comprising current tax, deferred tax charge or benefit and MAT credit entitlement is included in determining the net profit for the year.

Current tax

Current income tax is measured at the amount expected to be paid to the tax authorities in accordance with the Indian Income Tax Act, 1961.

Deferred tax

Deferred tax charge or credit reflects the tax effects of timing differences between accounting income and taxable income for the year. The deferred tax charge or credit and the corresponding deferred tax liabilities or assets are recognized using the tax rates that have been enacted or substantively enacted by the balance sheet date. Deferred tax assets are recognized only to the extent there is reasonable certainty that the assets can be realized in future; however, where there is unabsorbed depreciation or carry forward of losses, deferred tax assets are recognized only if there is a virtual certainty backed by convincing evidence of realization of such assets. Deferred tax assets are reviewed at each Balance Sheet date and are written-down or written-up to reflect the amount that is reasonably / virtually certain (as the case may be) to be realized.

The break-up of the major components of the deferred tax assets and liabilities as at Balance Sheet date has been arrived at after setting off deferred tax assets and liabilities where the entity has a legally enforceable right to set-off assets against liabilities and where such assets and liabilities relate to taxes on income levied by the same governing taxation laws.

Minimum alternate tax

Minimum alternate tax (MAT) under the Income Tax Act, 1961, payable for the year is charged to the Statement of Profit and Loss as current tax. The company recognizes MAT credit available as an asset only to the extent that there is convincing evidence that the Company will pay normal income tax during the specified period, i.e., the period for which MAT credit is allowed to be carried forward. In the period in which the Company recognizes MAT credit as an asset in accordance with the Guidance Note on Accounting for Credit Available in respect of Minimum Alternative Tax under the “Income-tax Act, 1961”, the said asset is created by way of credit to the Statement of Profit and Loss and shown as “MAT Credit Entitlement.” The Company reviews the “MAT credit entitlement” asset at each reporting date and writes down the asset to the extent the Company does not have convincing evidence that it will pay normal tax during the specified period.

(xvi) Provisions, contingent liabilities and contingent assets

Provision

The Company creates a provision when there is present obligation as a result of a past event that probably requires an outflow of resources and a reliable estimate can be made of the amount of obligation.

Contingent liabilities

A disclosure for a contingent liability is made when there is a possible obligation or a present obligation that probably will not require an outflow of resources or where a reliable estimate of the obligation cannot be made.

Contingent assets

Contingent assets are neither recorded nor disclosed in the financial statements.

(xvii) Cash and cash equivalents

Cash and cash equivalents include cash in hand, demand deposits with banks, other short term highly liquid investments with original maturities of three months or less.

(xviii) Exceptional items

Items of income or expense from ordinary activities which are of such size, nature or incidence that, their disclosure is relevant to explain the performance of the enterprise for the period are disclosed separately in the Statement of Profit and Loss.

(xix) Earnings per share

Basic earnings per share are calculated by dividing the net profit or loss for the year attributable to equity shareholders by the weighted average number of equity shares outstanding during the period. The weighted average numbers of equity shares outstanding during the period are adjusted for events such as bonus issue, share split or consolidation of shares.

For calculating diluted earnings per share, the net profit or loss for the year attributable to equity shareholders and the weighted average number of shares outstanding during the period are adjusted for the effects of all dilutive potential equity shares. The dilutive potential equity shares are deemed converted into equity shares as at the beginning of the period, unless they have been issued at a later date.

(xx) Segment Reporting

The Company identifies primary segments based on the dominant source, nature of risks and returns and the internal organization and management structure. The operating segments are the segments for which separate financial information is available and for which operating profit/loss amounts are evaluated regularly by the executive Management in deciding how to allocate resources and in assessing performance.

''The accounting policies adopted for segment reporting are in line with the accounting policies of the Company. Segment revenue, segment expenses, segment assets and segment liabilities have been identified to segments on the basis of their relationship to the operating activities of the segment.

Inter-segment revenue is accounted on the basis of transactions which are primarily determined based on market / fair value factors.

Revenue, expenses, assets and liabilities which relate to the Company as a whole and are not allocable to segments on reasonable basis have been included under “unallocated revenue / expenses / assets / liabilities”.

(xxi) Share issue expenses

Share issue expenses are adjusted against the securities premium account as permissible under Section 52 of the Act, to the extent balance is available for utilization in the securities premium account. The balance of share issue expenses in excess of securities premium account, if any, are charged to Statement of Profit and Loss.

(xxii) Material Events

Material events occurring after the balance sheet date are taken into cognizance

3. Share capital

a) The Company has one class of shares i.e. Equity Shares [previous year three classes of shares i.e. Equity shares (Class-I), Compulsorily convertible 0.01% non-cumulative preference shares (CCPS)(Class -II) and Optionally convertible 0.01% non-cumulative preference shares (OCPS)(Class- III)], having a par value of Rs, 10 per share.

Footnote i.

During the previous year, pursuant to a Share Subscription and Amendment Agreement dated August 12, 2014 between the Company, individual promoters and a shareholder GPE (India) Limited, Mauritius, the Company had issued 467,293 equity shares of Rs, 10 each at a price of Rs, 590 per share to GPE (India) Limited, Mauritius in two tranches of 230,000 equity shares and 237,293 equity shares on September 05, 2014 and September 16, 2014 respectively.

During the previous year, pursuant to the Share Subscription Agreement dated September 05, 2014 between the Company, individual promoters and a shareholder Housing Development Finance Corporation Limited (HDFC Limited), the Company had issued 594,233 equity shares of Rs, 10 each at a price of Rs, 590 per share to HDFC Limited on September 05, 2014.

Footnote ii.

For the year ended March 31, 2016

The Company on September 7, 2015 entered into an agreement with the promoters of Accendere Knowledge Management Services Private Limited (hereinafter referred as "AKMS")) to acquire 51% of share capital of AKMS held by them for a consideration of Rs, 134,639,700. The Company has issued 185,830 equity shares of Rs, 10 each at a price of Rs, 590 per share and balance consideration amounting Rs, 25,000,000 to be paid in cash in three tranches as per the share purchase agreement dated September 7, 201 (Refer footnote i of note 13)

The Board of Directors of the Company at its meeting held on August 3, 2015 approved further investment in equity shares of Career Launcher Education and Infrastructure Services (“CLEIS”), by making an offer to purchase 199,553 equity shares of CLEIS held by Bilakes Consulting Private Limited (hereinafter refered as "Bilakes") at a consideration of Rs, 56,066,660. The Company has issued 79,774 equity shares of Rs, 10 each at a price of Rs, 590 per share to Bilakes and balance consideration amounting Rs, 9,000,000 is to be paid in cash. Consequent to such investment, the Company now holds 100% share in CLEIS.

For the year ended March 31, 2015

During the previous year, the Board of Directors of the Company at its meeting held on August 11, 2014 had proposed a scheme wherein eligible domestic shareholders of CLEIS, a subsidiary company were given a “share swap option” to swap shares of CLEIS with shares of CL Educate Limited at an agreed share swap ratio. This share swap option was proposed with an objective to consolidate Company''s shareholding in CLEIS.

Pursuant to such share swap option, the Board of Directors of the Company at its meeting held on September 05, 2014 had approved to allot 1 equity share of the Company of Rs, 10 each for 2.10 equity shares of CLEIS held by the eligible CLEIS investors subject to adjustment and rounding up. Such swap ratio had been determined in accordance with the Relative Valuation Report obtained by the Company from a Category-1 Merchant Banker.

Pursuant to the resolutions passed by the Board of Directors at its meetings held on August 11 and September 05, 2014 and pursuant to the shareholders'' approval to the scheme at the Annual General Meeting of the Company held on September 05, 2014, the Company had issued 904,139 equity shares of Rs, 10 each at an effective price of Rs, 590 to CLEIS investors in lieu of 1,898,684 shares of CLEIS. Consequent to share swap, the Company''s holding in CLEIS increased to 97.99% shares in CLEIS as against 57.55% shares prior to the share swap.

Footnote iii

For the year ended March 31, 2015

The Company had acquired third and last tranche of shares in GKP by payment of cash consideration and balance consideration mounting’s, 13,856,863 is settled by issue of 23,486 equity shares at the price of Rs, 590 per share. (Refer footnote i of note 13)

Footnote iv

For the year ended March 31, 2015

During the financial year 2012-13, the Company had issued 411,045, 0.01% Non-Cumulative Compulsorily Convertible Preference Shares (CCPS) of Rs, 10 each at a price of Rs, 200 per share termed as Class II and 88,955, 0.01% Non-Cumulative Optionally Convertible Preference Shares (OCPS) of Rs, 10 each issued at a price of Rs, 200 per share termed as Class III to GPE (India) Limited and Gaja Trustee Company Private Limited respectively.

Each holder of CCPS had to get his shares converted in to equity shares as per the terms of conversion stipulated in the addendum number 3 to the Share Subscription and Shareholders Agreement dated November 02, 2012 within 5 years from the closing date i.e. November 09, 2012.

Each holder of OCPS had either to get his shares converted into equity shares or redeemed in cash as per the terms of conversion stipulated in the addendum number 3 to the Share Subscription and Shareholders Agreement dated November 02, 2012 at any time.

The Board of Directors at its meeting dated July 22, 2014 had approved of the conversion of such CCPS and OCPS into equity shares of Rs, 10 each at a price of Rs, 425 per share. The details of the equity shares issued are as given below:

c) Terms/rights attached to equity shares Voting

Each holder of equity shares is entitled to one vote per share held.

Dividends

The Company declares and pays dividends in Indian rupees. The dividend proposed by the Board of Directors is subject to approval of the shareholders in ensuing Annual General Meeting except in the case where interim dividend is distributed. The Company has not distributed any dividend in the current year and previous year.

Liquidation

In the event of liquidation of the Company, the holders of equity shares shall be entitled toreceive all of the remaining assets of the Company, after distribution of all preferential amounts, if any. Such distribution amounts will be in proportion to the number of equity shares held by the shareholders.

d) The Company does not have any holding Company.

e) Shares held by the shareholders holding more than 5% shares in the Company

As per records of the Company, including its register of shareholders/members, the above shareholding represents both legal and beneficial ownerships of shares.

In addition, the Company has issued 36,504 equity shares of Rs, 10 each fully paid up (as on March 31, 20157,675 of Rs, 10 each fully paid up)during the period of five years immediately preceding the reporting date on exercise of options granted under the employee stock option plans wherein part consideration was received in form of employee services.

g) No class of shares have been bought back by the Company during the period of five years immediately preceding the reporting date.

Shares reserved for issue under options

h) Employees stock option schemes (ESOP) (refer note 34)

The Company has one stock option plan. Employee stock options are convertible into equity shares in accordance with the employees'' stock option plan.

Pursuant to the resolution passed by the Board of Directors at its meeting on March 6, 2008 and the Special Resolution passed by the members in the EGM held on March 31, 2008, the Company introduced “Career Launcher Employee Stock Options Plan 2008” which provides for the issue of 250,000 equity shares to employees of the Company and its subsidiaries. All the above options granted are planned to be settled in equity at the time of exercise and have maximum vesting period of 3 years from the date of respective grants. As at March 31, 2016 and March 31, 2015 the Company had 48,518 and 34,768 number of shares reserved for issue under the scheme respectively.

Pursuant to the resolution passed by the Board of Directors at its meeting held on January 28, 2014 and special resolution passed by the members in the Extraordinary general meeting held on May 29, 2014, the Company renewed "Career Launcher Employee Stock Options Plan 2008”for a further period of one year i.e. from April 01, 2014 up to March 31, 2015 by Board and from May 30, 2014 up to May 29, 2015 by shareholders respectively. Subsequently, the Company has approved and adopted the amended "Career Launcher Employee Stock Options Plan 2008” in its Annual General Meeting held on September 5, 2014 and the same is valid for a period of 3 years.

ii. Secured term loans from bank-other term loans

The Company had entered into a finance facility agreement with limit amounting Rs, 510,000,000 (previous year Rs, 465,000,000) with Kotak Mahindra Bank, under which various term loans and overdrafts have been availed at different times during the current and previous year.

The term loans so availed comprise four loans Rs, 12,000,000, Rs, 35,000,000, Rs, 50,000,000and Rs, 44,000,000. Year end balances of these loans are Rs, Nil, Rs, Nil, Rs, 9,140,256 Rs, 35,008,625 (previous year Rs, 3,126,045, Rs, 14,274,445, Rs, 34,777,536 Rs, 44,000,000) respectively.

Interest rate:

These loans carry interest at bank''s base rate 3.75% (previous year bank''s base rate 4.25%) per annum ranging from 13.25% to 14.25% (previous year 14.00% to 14.25%).

Repayment schedule:

The loan of Rs, 12,000,000 was repayable in 36 equal monthly installments of Rs, 410,132 (inclusive of interest) for which November 10, 2015 was the last installment date.

The loan of Rs, 35,000,000 was repayable in 24 equal monthly installments of Rs, 1,684,587 (inclusive of interest) for which December 25, 2015 was the last installment date.

The loan of Rs, 50,000,000 was repayable in 24 equal monthly installments of Rs, 2,406,554 (inclusive of interest) for which July 25, 2016 is the last installment date.

The loan of Rs, 44,000,000 is repayable in 48 equal monthly installments of Rs, 1,207,890 (inclusive of interest) for which March 01, 2019 is the last installment date.

Primary security

These loans together with short term borrowings are secured by way of first and exclusive charge on all present and future current and moveable assets including moveable fixed assets of the Company.

Collateral security

Lien over fixed deposits of Rs, 110,000,000

The loans are further secured by equitable mortgage on following properties of the Company:

- Plot No. 15-A , Block II , Knowledge Park, Greater Noida

- Plot No. 9A, Sector 27-A, Faridabad

- Office space No. 1 and 2, Third Floor, FC Road, Shivaji Nagar, Pune

- Unit No. 207, Second Floor, District Centre, Laxmi Nagar, Delhi

- Office Space No. 201, Second Floor, Business Point, Andheri West, Mumbai.

The loans are further secured by personal guarantees of the promoter and directors (Satyanarayan R., Gautam Puri and Nikhil Mahajan) of the Company.

These loans are part of overall limit sanctioned by the bank to the Company, which comprise term loans as detailed above, overdraft facility up to Rs, 440,000,000 (Previous year Rs, 340,000,000) (disclosed in short term borrowings in the financial statements), cash management facility of Rs, 2,500,000 (Previous Year Rs, 2,500,000)and overdraft against credit card receivables of Rs, 15,000,000 (availed). Securities mentioned above are securities provided by the Company for such overall limit.

iii. Term Loan- from others

This unsecured loan represents term loan taken from Shri Ram City Union Finance Limited.

Interest rate:

These loans carry interest at 16.00% per annum.

Repayment schedule:

The loan of Rs, 30,000,000 is repayable in 36 equal monthly installments of Rs, 1,054,711 (inclusive of interest) for which January 5, 2019 is the last installment date.

Collateral security:

- The loan is secured by personal guarantees of the promoter and directors (Satyanarayan R., Gautam Puri and Nikhil Mahajan) of the Company.

- Registered mortgage of agricultural land in Amritsar capitalized in the books of subsidiary named Career Launcher Infrastructure Private Limited.

- 125,000 shares held by Bilakes Consulting Private Limited of the Company.

Aggregate amount of loans guaranteed by directors of the Company Rs, 403,142,220 (previous year Rs, 332,711,246) [Includes amount ofRs, 28,329,202(previous year Rs, 51,738,842) disclosed under other current liabilities as current maturities of long term borrowing (Refer note 10)] and short term borrowings amounting Rs, 330,530,375 (previous year Rs, 236,553,220) (Refer note 8).

6. Deferred tax liabilities

In accordance with Accounting Standard 22 on ''Accounting for Taxes on Income'' the reversal in net Deferred Tax Liability of Rs, 3,315,350 for the current year has been recognized as benefit in the Statement of Profit and Loss. The tax effect of significant timing differences as at March 31, 2016 that reverse in one or more subsequent years gave rise to the following net Deferred Tax Liabilities as at March 31, 2016.

Footnotes (i)

Overdraft from Kotak Mahindra Bank

Cash credit represents overdrafts from Kotak Mahindra Bank which are repayable on demand.

1. It carries interest rate of bank''s base rate plus 3.75 % ranging from 14.25% to 13.75% (previous year 14.00% to 14.25%) calculated on monthly basis on the actual amount utilized.

2. Security details: Refer footnote ii and iii of note

*Tangible assets are subject to first pari passu charge to secure the Company''s borrowings referred in notes as secured term loan from banks and bank overdrafts in the current year and previous year. (See note 5).

Footnote:

i. Building includes 5 shares of Rs, 50 each being the cost of shares in Tardeo Air conditioned Market Building Cooperative Society Limited, Mumbai.

ii. Land measuring 20,007 square meters’ has been acquired by the Company under a lease agreement with Greater Noida Industrial Development Authority for a lease period of 90 years commencing from July 20, 2004. The premium paid on the land and other expenses incidental to the acquisition are amortized over the period of the lease.

iii. Pursuant to the board resolution dated October 31, 2012, the Company had classified freehold land amounting Rs, 51,864,647 located at Faridabad, as fixed assets held for sale under other current assets. (Refer note 20).

*Tangible assets are subject to first pari passu charge to secure the Company''s borrowings referred in notes as secured term loan from banks and bank overdrafts in the current and previous year. (See note 5) #''Pursuant to the transitional provisions of Schedule II in respect of fixed assets where the remaining useful life was "Nil" as on April 1, 2014, their carrying amount aggregating Rs, 7,102,533 and deferred tax thereon has been adjusted against the opening reserves.

Footnote:

i. Building includes 5 shares of Rs, 50 each being the cost of shares in Tardeo Air conditioned Market Building Cooperative Society Limited, Mumbai.

ii. Land measuring 20,007 square meters’ has been acquired by the Company under a lease agreement with Greater Noida Industrial Development Authority for a lease period of 90 years commencing from July 20, 2004. The premium paid on the land and other expenses incidental to the acquisition are amortized over the period of the lease.

iii. Pursuant to the board resolution dated October 31, 2012, the Company had classified freehold land amounting Rs, 51,864,647 located at Faridabad, as fixed assets held for sale under other current assets. (Refer note 20). Further, fixed assets aggregating Rs, 800,000 have been classified as held for sale in current year.

The Company has given an undertaking to HDFC Limited against the loan of Rs, 280,000,000 taken by Career Launcher Infrastructure Private Limited (CLIP), a subsidiary company of its subsidiary named Career Launcher Education Infrastructure and Services Limited (CLEIS), that it will continue to hold at least 51% of equity shares of CLEIS throughout the tenure of said loan.

There are no other significant restrictions on the right of ownership, reliability of investments or the remittance of income and proceeds of disposal.

Footnotes:

For the year ended March 31, 2016

i. The Company on September 7, 2015 entered into an agreement with the promoters of AKMS to acquire 51% of share capital of AKMS held by them for a consideration of Rs, 134,639,700. The Company has issued 185,830 equity shares of Rs, 10 each at a price of Rs, 590 per share and balance consideration amounting Rs, 25,000,000 to be paid in cash in three tranches as per the share purchase agreement dated September 7, 2015 (refer footnote ii of note 3).

For the year ended March 31, 2015

The Company had issued 23,486 number of shares to former promoters of GKP on September 5, 2014 and adjusted the same against the share application money received in previous years amounting Rs, 13,856,863.

Footnote: i

"Current deposits include:

- Deposits of Rs, 1,333,620 (Previous year Rs, 1,837,750) for issue of guarantees in favor of Northern Eastern Council Secretariat, Shilong,

- Deposits of Rs, Nil (Previous year Rs, 750,600) in favor of for the purpose of paper purchase,

- Deposits of Rs, Nil (Previous year Rs, 339,605) for issue of guarantees in favor of The Directorate of Employment Training, Gandhi Nagar-TDD," Deposits of Rs, Nil (Previous year Rs, 45,000,000) submitted in bank against overdraft facility

"Non-current deposits include:

- Deposits of Rs, 75,000 (Previous year Rs, 99,518) for issue of guarantees in favor of value added tax authorities,

- Deposits of Rs, 1,684,764 (Previous year Rs, 2,003,429) for issue of guarantees in favor of Development Support Agency of Gujarat- TDD Project,

- Deposits of Rs, 200,000 (Previous year Rs, 239,033) for issue of guarantees in favor of The Directorate of Employment Training, Gandhi Nagar-TDD,

- Deposits aggregating to Rs, 110,000,000 (Previous year Rs,110,000,000) pledged with banks for overall loan facility (Refer footnote ii of note 6).

- Deposits of Rs, 70,269 (Previous year Rs, 70,269) submitted in bank against consumer court case appeal"

During the year, the Company had given unsecured loan to their group companies/parties for meeting their working capital requirement.

Footnote:

i. During the current year and previous year, CLEIS a subsidiary company has recorded income and expenses towards ESOP in accordance with guidance note issued by ICAI in respect of shares of the Company to be issued to a director of CLEIS. All amounts related to issue of such shares on exercise of ESOP shall be reimbursed by CLEIS to the Company. Accordingly, no income/expense has been recorded by the Company and ESOP reserves have been credited with a corresponding receivable from CLEIS.

Footnotes:

i. Following are the potential equity shares considered to be dilutive in nature, hence these have been adjusted to arrive at the dilutive earnings per share:

a. The Company has Employee Stock Option Plan outstanding as on balance sheet date and shares which are outstanding and will be issued at a price lower consideration than its fair value. Such equity shares generate lesser proceeds and have no effect on the net profit attributable to equity shares outstanding. Therefore, value of such differential (fair value per share less exercise price per share) in respect of ESOP outstanding are considered dilutive and equalized number of ESOP outstanding derived by dividing such differential value with fair value per share is added to the number of equity shares outstanding in the computation of diluted earnings per share.

b. During the previous year, the Company had issued equity shares of CL Educate Limited to GPE (India) Limited and Gaja Trustee Company Private Limited for Class- III shares-OCPS as per terms mentioned in Share Subscription and Amendment Agreement dated August 12, 2014. Therefore, such shares have been treated as dilutive till the date of conversion.

Amount above includes:

a. Demand for service tax aggregating Rs, 160,784,835 (previous year Rs, 160,784,835)for the period July 1, 2003 to September 30, 2010 is disputed by the Company. Penalty of Rs, 71,022,306 (previous year Rs, 71,022,306 has also been imposed under Section 78 of the Finance Act, 1994. The Company has preferred an appeal with CESTAT against these orders of the Commissioner of Service tax. The Company has paid Rs, 21,302,000 (previous year Rs, 21,302,000) against the said demand.

b. Demand for service tax aggregating Rs, 29,189,006 (previous year Rs, 29,189,006) for the period October 2010 to June 2012 is disputed by the Company and against which the Company has filed an appeal before Commissioner (Appeals) of Service tax.

c. Demand for service tax aggregating Rs, 3,118,307 (previous year Rs, 3,118,307)for the period 200405 to 2007-08 due to incorrect a ailment of service tax cenvat credit is disputed by the Company . Penalty, aggregating Rs, 3,100,000 (previous year Rs, 3,100,000) has also been levied under Section 15 read with Rule 15 of Cenvat Credit Rules, 2004. During the year, the Company has received an order passed by Commissioner (Appeals) of Service tax. The Company has preferred an appeal with CESTAT against the order of the Commissioner (Appeals) of Service tax.

d. The Company had received a demand for service tax in earlier years aggregating Rs, 40,097,178 (previous year Rs, 40,097,178) for the period 2008-09 to 2011-12 due to incorrect a ailment of service tax cenvat credit. The Company has disputed the demand and has filed a reply with Commissioner (Appeals) of Service tax and preferred an appeal before CESTAT against the order of Commissioner (Appeals) of Service tax.

e. Other cases

The Company had been allotted a land located at Faridabad (Haryana) in an auction by Hon''ble High Court of Jharkhand. When the Company applied for transfer of ownership in the records of Haryana Urban Development Authority (HUDA), the transfer permission was granted with levy of extension fee of Rs, 6,700,000 on account of various dues not paid by the erstwhile owner. The Company has disputed the demand and has preferred an appeal with the Administrator, HUDA. During the year, no dues certificate has been issued by the HUDA, Faridabad to erstwhile owner and the land has been transferred in the name of the Company. Since the matter is settled and accordingly there is no liability on part of the Company.

Rashtriya advertising & Prabhatam Advertising Pvt Ltd, a service provider has filed a claim against the Company for recovery of an amount of Rs, 1,456,079 with interest as balance of amounts due. The Company has disputed the demand and the case is under trial in the court of law. During the year, the parties have amicably settled all disputes against each other towards full and final settlement. The plantiff has withdrawn the suit and parties has left with no claim against each other in respectof the present matter in dispute. Since the matter is settled in mediation, Plantiff is entitled to get refund of court fee under section 16 of Court Fee Act.

Triangle Education, a franchisee of the Company in Jaipur, had arbitrarily terminated the agreement and started a competing business using the brand of CL Educate. The Company has filed a statement of claim before the sole Arbitrator amounting Rs, 19,000,000 (previous year Rs, 19,000,000) against triangle education. Triangle Education also filed a counter claim against the Company amounting Rs, 3,205,961 (previous year Rs, 3,205,961).

A student, has filled a case against the Company for refund of fees amounting Rs, 619,594 (previous year Rs, 619,954) on the ground that he paid fees to Brilliant Tutorials considering the fact that the Company has a tie-up with Brilliant Tutorial which was subsequently called off by the Company.

Based on the interpretations of the provisions of the relevant statutes involved, the Company is of the view that the demands referred above are likely to be deleted or substantially reduced and penalty waived off by appellate authorities at higher levels and accordingly no further provision is required.

---

Mar 31, 2015

1. Background

CL Educate Limited (‘the Company’) was incorporated in India on April 25, 1996 to conduct various educational and consulting programmes. 67.47% (previous year 68.58%) of the shares are being held by the promoters/directors of the Company and their relatives and the balance 32.53% (previous year 31.42%) of the shares are being held by other individuals and companies.

2. Summary of significant accounting policies

(i) Basis for preparation of Financial Statements:

The financial statements have been prepared to comply in all material respects with the Accounting Standards notified under Section 133 of the Companies Act, 2013 (‘the Act”), read with Rule 7 of the Companies (Accounts) Rules, 2014. The financial statements have been prepared under the historical cost convention on an accrual basis. The accounting policies have been consistently applied by the Company and are consistent with those used in the previous year.

All assets and liabilities have been classified as current or non-current as per the Company’s normal operating cycle and other criteria set out in the Schedule III to the Act. Based on the nature of services, the operating cycle of the Company cannot be ascertained as it may range from 1 month to 3 years due to wide range of various test preparation coaching programmes being offered by the Company. In absence of any ascertainable operating cycle the same has been taken as 12 months for the purpose of current and non-current classification of assets and liabilities except in case of trade receivables, unearned revenue, trade payables related to franchisee fees and prepaid franchisee fees which in view of the management are directly linked to revenue from coaching and hence have been treated as current for the purpose of disclosure in financial statements.

(ii) Use of estimates

The preparation of financial statements in conformity with Generally Accepted Accounting Principles requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and contingent liabilities at the reported date and the reported amounts of revenues and expenses during the reporting period. Although these estimates are based on the management’s best knowledge of current events and actions, actual results could differ from these estimates. Any revision in accounting estimate is recognised prospectively in current and future periods.

(iii) Revenue recognition

Revenue is recognised to the extent that it is probable that the economic benefit will flow to the Company and revenue can be reliably measured.

Educational and training business of the Company includes revenue from services and sales of text books.

Revenue from services

Revenue in respect of educational and training fees received from students is recognised on time basis over the period of the course. Fee is recorded at invoice value, net of discounts and taxes, if any.

Revenue in respect of vocational training is recognised over the period of the training period. After, taking into account the uncertainty involved in conditions to be fulfilled under the terms of the contract.

Sale of text books for full course is recognised at the time of receipt of first payment on account of test preparation services provided by the Company and is recorded net of discounts and taxes, if any.

Other operating income

Revenue in respect of one-time license fee received from the franchisees is recognised on execution of the contract.

Revenue from licensing of content given for a long term period and dependent on percentage of revenue earned by the licensee is recognised as and when the right to receive payment is established.

Revenue from consultancy services and seminar and alliance income is recognised as and when services are actually rendered.

Revenue from advertising income is recognised on percentage completion basis as per the terms of agreement. Revenue from infrastructure fees is recognised on the basis of time period over the period of contract.

Revenue from royalty is recognised on an accrual basis in accordance with the terms of the relevant agreement. Revenue from campus placement is recognised upon provision of services as per the terms of agreement.

Interest

Revenue from interest on time deposits and inter-corporate loans is recognised on the time proportion method taking into consideration the amount outstanding and the applicable interest rates.

Dividend

Dividend income is recognised when the right to receive the same is established.

Unbilled revenue

Unbilled revenue, included in other current assets, represents amounts recognised based on services performed in advance of billing in accordance with service terms.

Unearned revenue

Amounts billed and received or recoverable prior to the reporting date for services to be performed after the reporting date are recorded as unearned revenue in other current liabilities.

iv. Grant

Government grants available to the Company are recognised when both the following conditions are satisfied:

(a) where there is reasonable assurance that the Company will comply with the conditions attached to them; and

(b) where such benefits have been earned by the Company and it is reasonably certain that the ultimate collection will be made.

Grants related to specific fixed assets are shown as a deduction from the gross value of the asset concerned in arriving at its book value. The grant is thus recognised in the Statement of Profit and Loss over the useful life of a depreciable asset by way of a reduced depreciation charge. Where the grant equals the whole, or virtually the whole, of the cost of the asset, the asset is shown in the Balance Sheet at a nominal value. Grants for various government projects carried

nominal value. Grants for various government projects carried out by the Company are disclosed in other operating income as grant income.

(v) Fixed assets Tangible assets

Tangible fixed assets are stated at cost of acquisition net of recoverable taxes (wherever applicable), less accumulated depreciation and impairment losses, if any. Cost comprises the purchase price and any cost attributable to bringing the assets to its working condition for its intended use.

Subsequent expenditure related to an item of fixed asset is added to its book value only if it increases the future benefits from the existing asset beyond its previously assessed standard of performance. All other expenses on existing fixed assets, including day to day repair and maintenance and cost of replacing parts are charged to the Statement of Profit and Loss for the period during which such expenses are incurred.

Fixed assets retired from active use and held for disposal are stated at lower of book value and net realisable value as estimated by the Company and are shown separately in the financial statements under other current assets. Loss determined, if any, is recognised immediately in the Statement of Profit and Loss, whereas profit and sale of such assets is recognised only upon completion of sale thereof.

Intangible assets

An intangible asset is recognized when it is probable that the future economic benefits attributable to the asset will flow to the enterprise and where its cost can be reliably measured. Intangible assets are stated at cost of acquisition less accumulated amortisation and impairment losses, if any. Cost comprises the purchase price and any cost attributable to bringing the assets to its working condition for its intended use.

Losses arising from the retirement of, and gain or losses arising from disposal of an intangible asset are determined as the difference between the net disposal proceeds and the carrying amount of asset and recognised as income or expense in the Statement of Profit and Loss.

(vi) Depreciation and amortisation

Depreciation has been calculated on Straight Line Method at the useful lives, which are equal to useful lives specified as per schedule II to the Act. Amortisation has been calculated on straight line method at the useful lives, based on management estimates and in accordance with AS-26.

Depreciation and amortisation on addition to fixed assets is provided on pro-rata basis from the date the assets are ready for intended use. Depreciation and amortisation on sale/discard from fixed assets is provided for up to the date of sale, deduction or discard of fixed assets as the case may be.

Schedule II to the Companies Act 2013 has become applicable to the Company with effect from April 1, 2014. Accordingly, the Company has determined the useful life of its assets as per Schedule II. Revised useful lives and earlier useful lives are as under:

In accordance with the transitional provisions of Schedule II, in respect of assets where the remaining useful life is ‘Nil’, their carrying amount aggregating '' 7,102,533 and deferred tax thereon has been adjusted after retaining the residual value as on April 1, 2014 as determined by the management has been adjusted against the opening balance of retained earnings as on that date.

As a consequence, had the company not adopted Schedule II to the Companies Act, 2013, depreciation for the year would have been lower by Rs, 1,474,962, profit for the year would have been higher by Rs,1,474,962 and the written down value of assets as at March 31, 2015 would have been Rs, 467,843,452 as against reported written down value of

(vii) Impairment of assets

The carrying amounts of assets are reviewed at each Balance Sheet date if there is any indication of impairment based on internal/external factors. An impairment loss is recognised wherever the carrying amount of an asset exceeds its recoverable amount. The recoverable amount is the greater of the asset’s net selling price and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value at the weighted average cost of capital.

After impairment, depreciation/amortisation is provided on the revised carrying amount of the asset over its remaining useful life.

(viii) Borrowing cost

Borrowing costs directly attributable to acquisition or construction or production of assets which takes substantial period of time to get ready for its intended use are included as cost of such assets to the extent they relate to the period till such assets are ready to be put to use. Other borrowing costs are recognised as an expense in the period in which they are incurred.

(ix) Leases:

Where the Company is lessee

Finance leases, which effectively transfer to the Company substantially all the risks and benefits incidental to ownership of the leased item, are capitalized at the inception of the lease term at the lower of the fair value of the leased property and present value of minimum lease payments. Lease payments are apportioned between the finance charges and reduction of the lease liability so as to achieve a constant rate of interest on the remaining balance of the liability. Finance charges are recognised as finance costs in the Statement of Profit and Loss. Lease management fees, legal charges and other initial direct costs of lease are capitalised.

A leased asset is depreciated on a straight-line basis over the useful life of the asset as determined by the management or the useful life envisaged in Schedule II to the Act, whichever is lower. However, if there is no reasonable certainty that the Company will obtain the ownership by the end of the lease term, the capitalised asset is depreciated on a straight-line basis over the shorter of the estimated useful life of the asset, the lease term and the useful life envisaged in Schedule II to the Act.

Leases, where the less or effectively retains substantially all the risks and benefits of ownership of the leased item, are classified as operating leases. Operating lease payments are recognised as an expense in the Statement of Profit and Loss on a straight-line basis over the lease term.

Where the Company is the less or

Leases in which the Company transfers substantially all the risks and benefits of ownership of the asset are classified as finance leases. Assets given under finance lease are recognised as a receivable at an amount equal to the net investment in the lease. After initial recognition, the Company apportions lease rentals between the principal repayment and interest income so as to achieve a constant periodic rate of return on the net investment outstanding in respect of the finance lease. The interest income is recognised in the Statement of Profit and Loss. Initial direct costs such as legal costs, brokerage costs, etc. are recognised immediately in the Statement of Profit and Loss.

Leases in which the Company does not transfer substantially all the risks and benefits of ownership of the asset are classified as operating leases. Assets subject to operating leases are included in fixed assets. Lease income on an operating lease is recognised in the Statement of Profit and Loss on a straight-line basis over the lease term. Costs, including depreciation, are recognised as an expense in the Statement of Profit and Loss. Initial direct costs such as legal costs, brokerage costs, etc. are recognised immediately in the Statement of Profit and Loss.

(x) Investment property

An investment in land or buildings, which is not intended to be occupied substantially for use by, or in the operations of, the Company, is classified as investment property. Investment properties are stated at cost, net of accumulated depreciation and accumulated impairment losses, if any.

The cost comprises purchase price and directly attributable cost of bringing the investment property to its working condition for the intended use. Any trade discounts and rebates are deducted in arriving at the purchase price.

Depreciation on building component of investment property is calculated on a straight-line basis using the rate arrived at based on the useful life estimated by the management, or that prescribed under the Schedule II to the Act.

On disposal of an investment, the difference between its carrying amount and net disposal proceeds is charged or credited to the Statement of Profit and Loss.

(xi) Investments other than investments property

Accounting treatment

Investments which are readily realisable and intended to be held for not more than one year from the date on which such investments are made are classified as current investments. All other investments are classified as long-term investments.

On initial recognition, all investments are measured at cost. The cost comprises purchase price and directly attributable acquisition charges such as brokerage, fees and duties. If an investment is acquired, or partly acquired, by issue of shares or other securities, the acquisition cost is the fair value of the securities issued. If an investment is acquired in exchange for another asset, the acquisition is determined by reference to the fair value of the asset given up or by reference to the fair value of the investment acquired, whichever is more clearly evident.

Current investments are carried in the financial statements at lower of cost and fair value determined on an individual investment basis. Long-term investments are carried at cost. However, provision for diminution in value is made to recognise a decline other than temporary in the value of long term investments on individual investment basis.

On disposal of an investment, the difference between its carrying amount and net disposal proceeds is charged or credited to the Statement of Profit and Loss.

Classification in the financial statements as per requirements of Schedule III

Investments that are realisable within the period of twelve months from the balance sheet date are classified as current investment. All other investments are classified as non-current investments.

(xii) Inventories

Inventories comprising traded goods are valued at the lower of cost and net realisable value. Cost comprises all costs of purchases and other costs incurred in bringing the inventory to their present location and condition. Cost is determined on first in first out basis. Net realisable value is the estimated selling price in the ordinary course of business, less estimated costs of completion and estimated costs necessary to make the sale. The comparison of cost and net realisable value is made on individual item basis.

(xiii) Employee Benefits

Short term employee benefits:

All employee benefits payable wholly within twelve months of rendering the service are classified as short term employee benefits. Benefits such as salaries, wages, and bonus etc are recognised in the Statement of Profit and Loss in the period in which the employee renders the related service.

Long term employee benefits:

i. Defined contribution plan: Provident fund

All employees of the Company are entitled to receive benefits under the Provident Fund, which is a defined contribution plan. Both the employee and the employer make monthly contributions to the plan at a predetermined rate as per the provisions of The Employees Provident Fund and Miscellaneous Provisions Act, 1952. These contributions are made to the fund administered and managed by the Government of India.

Defined contribution plan: Employee state insurance

Employees whose wages/salary are within the prescribed limit in accordance with the Employee State Insurance Act, 1948, are covered under this scheme. These contributions are made to the fund administered and managed by the Government of India.

The Company''s contributions to these schemes are expensed off in the Statement of Profit and Loss. The Company has no further obligations under these plans beyond its monthly contributions.

ii. Defined Benefit Plan: Gratuity

The Company provides for retirement benefits in the form of Gratuity. Benefits payable to eligible employees of the company with respect to gratuity, a defined benefit plan is accounted for on the basis of an actuarial valuation as at the balance sheet date. In accordance with the Payment of Gratuity Act, 1972, the plan provides for lump sum payments to vested employees on retirement, death while in service or on termination of employment in an amount equivalent to 15 days basic salary for each completed year of service. Vesting occurs upon completion of five years of service. The present value of such obligation is determined by the projected unit credit method and adjusted for past service cost and fair value of plan assets as at the balance sheet date through which the obligations are to be settled. The resultant actuarial gain or loss on change in present value of the defined benefit obligation or change in return of the plan assets is recognised as an income or expense in the Statement of Profit and Loss. The expected return on plan assets is based on the assumed rate of return of such assets. The Company contributes to a trust set up by the Company which further contributes to a policy taken from the Life Insurance Corporation of India.

iii. Other long-term benefits: Leave encashment

Benefits under the Company’s leave encashment scheme constitute other employee benefits. The liability in respect of leave encashment is provided on the basis of an actuarial valuation done by an independent actuary at the end of the year. Actuarial gain and losses are recognised immediately in the Statement of Profit and Loss.

Employee stock option scheme

The Employee Stock Option Scheme (‘the Scheme’) provides for the grant of equity shares of the Company to its employees. The Scheme provides that employees are granted an option to acquire equity shares of the Company that vests in a graded manner. The options may be exercised within a specified period. The Company follows the fair value method to account for its stock-based employee compensation plans. Compensation cost is measured using independent valuation by a firm of Chartered Accountants using Black-Schools model and in accordance with the guidance note issued by the Institute of Chartered Accountants of India. Compensation cost, if any is amortised over the vesting period.

(xiv) Foreign exchange transactions

Transactions in foreign currency are recorded at the exchange rate prevailing at the date of the transaction. Exchange differences arising on foreign currency transactions settled during the year are recognized in the Statement of Profit and Loss.

Monetary assets and liabilities denominated in foreign currencies as at the balance sheet date, not covered by forward exchange contracts, are translated at year end rates. The resultant exchange differences are recognized in the Statement of Profit and Loss. Non monetary assets and liabilities are recorded at the rates prevailing on the date of the transaction.

Translation of integral and non integral foreign operations

The Company classifies its foreign operations as either “integral foreign operations” or “non integral foreign operations”.

The financial statements of an integral foreign operation are translated as if the transactions of the foreign operations have been those of the Company itself. The assets and liabilities (except share capital which is taken at historical cost) both monetary and non monetary, of the non integral foreign operation are translated at the closing rate. Income and expense items of the non integral foreign operation are translated at average rates at the date of transaction. All resulting exchange differences are accumulated in a foreign currency translation reserve until the disposal of the net investment, at which time the accumulated amount is recognized as income or as expense.

When there is a change in the classification of a foreign operation, the translation procedures applicable to the revised classifications are applied from the date of the change in the classification.

(xv) Taxation

Tax expense for the year comprising current tax, deferred tax charge or benefit and MAT credit entitlement is included in determining the net profit for the year.

Current tax

Current income tax is measured at the amount expected to be paid to the tax authorities in accordance with the Indian Income Tax Act, 1961.

Deferred tax

Deferred tax charge or credit reflects the tax effects of timing differences between accounting income and taxable income for the period. The deferred tax charge or credit and the corresponding deferred tax liabilities or assets are recognised using the tax rates that have been enacted or substantively enacted by the balance sheet date. Deferred tax assets are recognised only to the extent there is reasonable certainty that the assets can be realized in future; however, where there is unabsorbed depreciation or carry forward of losses, deferred tax assets are recognised only if there is a virtual certainty backed by convincing evidence of realisation of such assets. Deferred tax assets are reviewed at each Balance Sheet date and are written-down or written-up to reflect the amount that is reasonably / virtually certain (as the case may be) to be realised.

The break-up of the major components of the deferred tax assets and liabilities as at Balance Sheet date has been arrived at after setting off deferred tax assets and liabilities where the entity has a legally enforceable right to set off assets against liabilities and where such assets and liabilities relate to taxes on income levied by the same governing taxation laws.

Minimum alternate tax

Minimum alternate tax (MAT) under the Income Tax Act, 1961, payable for the year is charged to the Statement of Profit and Loss as current tax. The company recognizes MAT credit available as an asset only to the extent that there is convincing evidence that the Company will pay normal income tax during the specified period, i.e., the period for which MAT credit is allowed to be carried forward. In the year in which the Company recognizes MAT credit as an asset in accordance with the Guidance Note on accounting for credit available in respect of Minimum Alternative Tax under the Income-tax Act, 1961, the said asset is created by way of credit to the Statement of Profit and Loss and shown as “MAT Credit Entitlement.” The Company reviews the “MAT credit entitlement” asset at each reporting date and writes down the asset to the extent the Company does not have convincing evidence that it will pay normal tax during the specified period.

(xvi) Provisions, contingent liabilities and contingent assets

Provision

The Company creates a provision when there is present obligation as a result of a past event that probably requires an outflow of resources and a reliable estimate can be made of the amount of obligation.

Contingent liabilities

A disclosure for a contingent liability is made when there is a possible obligation or a present obligation that probably will not require an outflow of resources or where a reliable estimate of the obligation cannot be made.

Contingent assets

Contingent assets are neither recorded nor disclosed in the financial statements.

(xvii) Cash and cash equivalents

Cash and cash equivalents include cash in hand, demand deposits with banks, other short term highly liquid investments with original maturities of three months or less.

(xviii) Exceptional items

Items of income or expense from ordinary activities which are of such size, nature or incidence that, their disclosure is relevant to explain the performance of the enterprise for the period, are disclosed separately in the Statement of Profit and Loss.

(xix) Earnings per share

Basic earnings per share are calculated by dividing the net profit or loss for the year attributable to equity shareholders by the weighted average number of equity shares outstanding during the year. The weighted average numbers of equity shares outstanding during the year are adjusted for events such as bonus issue, share split or consolidation of shares.

For calculating diluted earnings per share, the net profit or loss for the year attributable to equity shareholders and the weighted average number of shares outstanding during the year are adjusted for the effects of all dilutive potential equity shares. The dilutive potential equity shares are deemed converted into equity shares as at the beginning of the year, unless they have been issued at a later date.

(xx) Segment Reporting

The Company identifies primary segments based on the dominant source, nature of risks and returns and the internal organisation and management structure. The operating segments are the segments for which separate financial information is available and for which operating profit/loss amounts are evaluated regularly by the executive Management in deciding how to allocate resources and in assessing performance.

''The accounting policies adopted for segment reporting are in line with the accounting policies of the Company. Segment revenue, segment expenses, segment assets and segment liabilities have been identified to segments on the basis of their relationship to the operating activities of the segment.

Inter-segment revenue is accounted on the basis of transactions which are primarily determined based on market / fair value factors.

Revenue, expenses, assets and liabilities which relate to the Company as a whole and are not allocable to segments on reasonable basis have been included under “unallocated revenue / expenses / assets / liabilities”.

(xxi) Share issue expenses

Share issue expenses are adjusted against the securities premium account as permissible under Section 52 of the Act, to the extent balance is available for utilization in the securities premium account. The balance of share issue expenses in excess of securities premium account, if any, are charged to Statement of Profit and Loss.

(xxii) Material Events

Material events occurring after the balance sheet date are taken into cognizance.

Footnote i.

During the year, pursuant to a Share Subscription and Amendment Agreement dated August 12, 2014 between the Company, individual promoters and a shareholder GPE (India) Limited, Mauritius, the Company has issued 467,293 equity shares of Rs, 10 each at a price of Rs, 590 per share to GPE (India) Limited, Mauritius in two tranches of 230,000 equity shares and 237,293 equity shares on September 05, 2014 and September 16, 2014 respectively.

During the year, pursuant to the Share Subscription Agreement dated September 05, 2014 between the Company, individual promoters and a shareholder Housing Development Finance Corporation Limited (HDFC Limited), the Company has issued 594,233 equity shares of Rs, 10 each at a price of Rs, 590 per share to HDFC Limited on September 05, 2014.

Footnote ii.

The Board of Directors of the Company at its meeting held on August 11, 2014 proposed a scheme wherein eligible domestic shareholders of a subsidiary company Career Launcher Education and Infrastructure Services (“CLEIS Investor”) holding equity shares of CLEIS were given a “share swap option” to swap shares of CLEIS with shares of CL Educate Limited at an agreed share swap ratio. This share swap option was proposed with an objective to consolidate company’s shareholding in CLEIS.

Pursuant to such share option swap, the Board of Directors of the Company at its meeting held on September 05, 2014 approved to allot 1 equity share of the Company of Rs, 10 each for 2.10 equity shares of CLEIS held by the eligible CLEIS investors subject to adjustment and rounding up. Such swap ratio has been determined in accordance with the Relative Valuation Report obtained by the Company from a Category-1 Merchant Banker.

Pursuant to the resolutions passed by the Board of directors at its meetings held on August 11 and September 05, 2014 and pursuant to the shareholders’ approval to the scheme at the Annual General Meeting of the Company held on September 05, 2014, the Company issued 904,139 equity shares of Rs, 10 each at an effective price of Rs, 590 to CLEIS investors in lieu of 1,898,684 shares of CLEIS. Consequent to share swap, the Company now holds 97.99% shares in CLEIS as against 57.55% shares prior to the share swap.

Footnote iii

The Company has acquired third and last tranche of shares in GKP by payment of cash consideration and balance consideration amounting Rs, 13,856,863 is settled by issue of 23,486 equity shares at the price of Rs, 590 per share . (Refer footnote i of note 15)

Footnote iv

During the financial year 2012-13, the Company had issued 411,045, 0.01% Non-Cumulative Compulsorily Convertible Preference Shares (CCPS) of Rs, 10 each at a price of Rs, 200 per share termed as Class II and 88,955, 0.01% Non-Cumulative Optionally Convertible Preference Shares (OCPS) of Rs, 10 each issued at a price of Rs, 200 per share termed as Class III to GPE (India) Limited and Gaja Trustee Company Private Limited respectively.

Each holder of CCPS had to get his shares converted in to equity shares as per the terms of conversion stipulated in the addendum number 3 to the Share Subscription and Shareholders Agreement dated November 02, 2012 within 5 years from the closing date i.e. November 09, 2012. (The price of conversion is detailed below. Refer footnote D)

Each holder of OCPS had either to get his shares converted in to equity shares or redeemed in cash as per the terms of conversion stipulated in the addendum number 3 to the Share Subscription and Shareholders Agreement dated November 02, 2012 at any time. (The price of conversion is detailed below. Refer footnote D).

The Board of Directors at its meeting dated July 22, 2014 approved of the conversion of such CCPS and OCPS into equity shares of Rs, 10 each at a price of Rs, 425 per share. The details of the equity shares issued are as given below:

c) Terms/rights attached to equity shares For the year ended March 31, 2015 Voting

Each holder of equity shares is entitled to one vote per share held.

Dividends

The Company declares and pays dividends in Indian rupees. The dividend proposed by the Board of Directors is subject to approval of the shareholders in ensuing Annual General Meeting except in the case where interim dividend is distributed. The Company has not distributed any dividend in the current year and previous year.

Liquidation

In the event of liquidation of the Company, the holders of equity shares shall be entitled to receive all of the remaining assets of the Company, after distribution of all preferential amounts, if any. Such distribution amounts will be in proportion to the number of equity shares held by the shareholders.

For the year ended March 31, 2014 A. Voting

1) Class-I shares-Equity shares: Each holder of this class of shares is entitled to one vote per share held.

2) Class-II shares-CCPS: This class of shares do not carry any voting rights.

3) Class-III shares-OCPS: This class of shares do not carry any voting rights.

B. Dividends

1) Class-I shares-Equity shares: The Company declares and pays dividends in Indian rupees. The dividend proposed by the Board of Directors is subject to approval of the shareholders in ensuing Annual General Meeting except in the case where interim dividend is distributed.

2) Class-II shares-CCPS: The Company declares and pays dividends in Indian rupees. CCPS had preferential right of dividend over equity shares in event of declaration of dividend. These shares carry dividend rate of 0.01%. The dividend is payable only when the Company declares dividend during a particular financial year.

3) Class-III shares-OCPS: The Company declares and pays dividends in Indian rupees. OCPS had preferential right of dividend over equity shares in event of declaration of dividend. These shares carry dividend rate of 0.01%. The dividend is payable only when the Company declares dividend during a particular financial year.

C. Liquidation

1) Class-I shares-Equity shares: In the event of liquidation of the Company, the holders of equity shares shall be entitled to receive all of the remaining assets of the Company, after distribution of all preferential amounts, if any. Such distribution amounts will be in proportion to the number of equity shares held by the shareholders.

2) Class-II shares-CCPS: In the event of liquidation of the Company, the holders of CCPS shall be entitled to receive

all of the remaining assets of the Company, after distribution of all preferential amounts, if any and before payment to equity shareholders. Such distribution amounts will be in proportion to the number of CCPS held by the shareholders upto the extent of agreed conversion amount of such shares.

3) Class-III shares-OCPS: In the event of liquidation of the Company, the holders of OCPS shall be entitled to receive all of the remaining assets of the Company, after distribution of all preferential amounts, if any and before payment to equity shareholders. Such distribution amounts will be in proportion to the number of OCPS held by the shareholders up to the extent of agreed redemption/conversion amount of such shares.

On December 14, 2012 the Company had issued 411,045 class- II, 0.01% CCPS of Rs, 10 each.

Each share holder of CCPS had to get his share converted into equity share as per price of conversion mentioned below within 5 years from closing date i.e. November 9, 2012.

Conversion price 1:

If Company raises additional funds of a minimum of Rs, 100,000,000 through the issue of new shares within a period of 90 days i.e. February 7, 2013 from the closing date i.e. November 9, 2012, the CCPS shall be converted into equity shares at a price per share equal to the price per share of the new shares so issued in a manner to yield an IRR of 15% per annum, calculated on daily basis for the period from the closing date till the date on which the new shares are so issued.

Conversion price 2:

If the Company does not raise additional funds within 90 days from the closing date or if the Company raises additional funds of less than Rs, 100,000,000 through the issue of new shares within a period of 90 business days from the closing date, the CCPS shall be converted into equity shares at a price per share based on aggregate equity valuation of such fund raised of less than Rs,100,000,000 or 12.5 multiplied by the EBITDA as per audited consolidated financial statements of the Company and its subsidiaries for the twelve month period ended March 31, 2013, whichever is lower.

If the Consolidated audited EBITDA of the Company for the year ended March 31, 2013 is less than Rs, 360,000,000 or if audited consolidated financial statements are not made available to shareholder by September 30, 2013, shareholder shall have right, exercisable at its sole discretion at any time by written notice to the Company and the founders and the Company, to require the Company to convert all of their shareholding as Class-II shares-CCPS into such number of equity shares that ensures shareholder an internal rate of return of 15% on the investment amount calculated from the closing date upto the date of such conversion. Founders and the Company, jointly and severally undertake and agree to shareholder, to procure third parties to acquire and purchase of all of the Class-II shares-CCPS held by shareholder at conversion price arrived in accordance with the shareholder agreement. In event such purchase by third party doesn''t happen in 60 days of conversion, founders and the Company are jointly and severally liable to purchase the same at above mentioned conversion price.

Conversion price 3:

If for any reason whatsoever under applicable laws the Company is unable to undertake the conversion, shareholder shall have the right to seek the conversion of these shares at a price per equity share of '' 425.

If the Company subsequently raises additional fund through issue of new shares at a price per share lower than above conversion price, the following conditions shall apply:

i. If shareholder has already exercised its options under above then the founders shall procure the Company to, and the Company shall take all reasonable steps to issue such number of additional equity shares to the shareholder as if the Class-II shares-CCPS had converted at a price per share equal to the price per share of such new shares. Such additional equity shares shall, subject to applicable laws be issued at no further cost to shareholder.

ii. If shareholder has not exercised its options under Conversion Price 1 and Conversion Price 2, then at shareholder''s options, CCPS may be converted into equity shares of the Company at a price per share equal to the price of such new share.

On December 14, 2012, the company had issued 88,955 class-II, 0.01% OCPS of Rs,10 each.

Each share holder of OCPS had to get his share converted into equity share or redeemed in cash as per price of conversion mentioned below at any time.

Conversion price 1:

If Company raises additional funds of a minimum of Rs, 100,000,000 through the issue of new shares within a period of 90 days i.e. February 7, 2013 from the closing date i.e. November 9, 2012, the OCPS shall be converted into equity shares at a price per share equal to the price per share of the new shares so issued in a manner to yield an IRR of 15% per annum, calculated on daily basis for the period from the closing date till the date on which the New Shares are so issued.

Conversion price 2:

If the Company does not raise additional funds within 90 days from the closing date or if the Company raises additional funds of less than Rs, 100,000,000 through the issue of new shares within a period of 90 business days from the closing date, the OCPS shall be converted into equity shares at a price per share based on aggregate equity valuation of such fund raiser of less than Rs,100,000,000 or 12.5 multiplied by the EBITDA as per audited consolidated financial statements of the Company and its subsidiaries for the twelve month period ended March 31, 2013, whichever is lower.

If the Consolidated audited EBITDA of the Company for the year ended March 31, 2013 is less than Rs, 360,000,000 or if audited consolidated financial statements are not made available to shareholder by September 30, 2013, shareholder shall have right, exercisable at its sole discretion at any time by written notice to the Company and the founders and the Company, to require the Company, to redeem all of their shareholding as Class-III shares-OCPS at a price that ensures shareholder an internal rate of return of 15% on the investment amount calculated from the closing date up to the date of such redemption.

Founders and the Company, jointly and severally undertake and agree to shareholder, to procure third parties to acquire and purchase of all of the Class-III shares-OCPS held by shareholder at conversion price arrived in accordance with shareholder agreement. In event such purchase by third party doesn''t happen in 60 days of conversion, founders and the Company are jointly and severally liable to purchase the same at above mentioned conversion price.

Conversion price 3:

If for any reason whatsoever under applicable laws the Company is unable to undertake the conversion/redemption, shareholder shall have the right to seek the conversion of these shares at a price per equity share of Rs, 425.

If the Company subsequently raises additional fund through issue of new shares at a price per share lower than above conversion price, the following conditions shall apply:

i. If shareholder had already exercised its options under above then the founders shall procure the Company to, and the Company shall take all reasonable steps to issue such number of additional equity shares to shareholder as if the Class-III shares-OCPS had converted at a price per share equal to the price per share of such new shares. Such additional equity shares shall, subject to applicable laws be issued at no further cost to shareholder.

ii. If shareholder had not exercised its options under Conversion Price 1 and Conversion Price 2, then at shareholder''s options, The Class-III shares-OCPS may be converted into equity shares of the Company at a price per share equal to the price of such new share.

d) Shares held by the holding company/ultimate holding company and/or their associates/ subsidiaries and shareholders holding more than 5% shares in the Company.

As per records of the Company, including its register of shareholders/members, the above shareholding represents both legal and beneficial ownerships of shares.

As per records of the Company, including its register of shareholders/members, the above shareholding represents both legal and beneficial ownerships of shares.

As per records of the company, including its register of shareholders/members, the above shareholding represents both legal and beneficial ownerships of shares.

e) No class of shares have been issued as bonus shares and shares issued for consideration other than cash during the year of five years immediately preceding the reporting date except for one class of share for which aggregate value has been mentioned below :

In addition, the Company has issued total equity shares 7,675 of Rs, 10 each fully paid up (as on March 31, 2014 4,775 of Rs, 10 each fully paid up) during the year of five years immediately preceding the reporting date on exercise of options granted under the employee stock option plans wherein part consideration was received in form of employee services.

f) No class of shares have been bought back by the Company during the year of five years immediately preceding the reporting date. Shares reserved for issue under options g) Employees stock option schemes (ESOP) (refer note 37)

The Company has one stock option plan. Employee stock options are convertible into equity shares in accordance with the respective employees’ stock option plan.

Pursuant to the resolution passed by the Board of Directors at its meeting on March 6, 2008 and the Special Resolution passed by the members in the EGM held on March 31, 2008, the Company introduced “Career Launcher Employee Stock Options Plan 2008” which provides for the issue of 250,000 equity shares to employees of the Company and its subsidiaries. All the above options granted are planned to be settled in equity at the time of exercise and have maximum vesting period of 5 years from the date of respective grants. As at March 31, 2015 and March 31, 2014 the Company had 29,743 and 56,143 number of shares reserved for issue under the scheme respectively.

Pursuant to the resolution passed by the Board of Directors at its meeting held on January 28, 2014 and special resolution passed by the members in the Extraordinary general meeting held on May 29, 2014, the Company renewed "Career Launcher Employee Stock Options Plan 2008” for a further period of one year i.e. from April 01, 2014 up to March 31, 2015 by Board and from May 30, 2014 up to May 29, 2015 by shareholders respectively. Subsequently, the Company has approved and adopted the amended "Career Launcher Employee Stock Options Plan 2008” in its Annual General Meeting held on September 5, 2014 and the same is valid for a period of 3 years.

Further, pursuant to the resolution passed by the Board of Directors at its meeting held on August 11, 2014 and resolution passed by the members in the Annual General Meeting held on September 05, 2014, the Company renewed "Career Launcher Employee Stock Options Plan 2008” for a further period till May 29, 2015.

5. Share application money pending allotment

There is no share application money pending allotment as at March 31, 2015.

For the year ended March 31, 2014

Share application money in the previous year represent shares to be issued to former promoters of G.K. Publications Private Limited for acquiring the third and last tranche of shares in G.K. Publications Private Limited by payment of consideration as stipulated in the investment agreement entered on November 12, 2011 with the former promoters of G.K. Publications Private Limited, including consideration by way of issue of equity shares of the Company of value Rs, 13,856,863, which had been recorded as ‘share application money pending allotment’ by the Company.

During the year, on July 22, 2014, 23,486 equity shares of '' 10 each have been issued to the former promoters of GK Publications Private Limited against the said share application money at a premium of '' 580 per share.

The terms/rights of such equity shares were same as those of existing class-I shares-equity shares [Refer note 3(b)].

ii. Secured term loans from bank

The Company had entered into a finance facility agreement with revised limit amounting '' 484,200,000 (previous year '' 366,900,000) with Kotak Mahindra Bank, under which various term loans and overdrafts have been availed at different times during the current and previous year.

The term loans so availed comprises five loans Rs, 83,558,732, Rs, 12,000,000, Rs, 35,000,000,Rs, 50,000,000 and Rs, 44,000,000. Year end balances of these loans are Rs, Nil, Rs, 3,126,045,Rs, 14,274,445, Rs, 34,777,536 Rs,44,000,000(previous year Rs, 26,726,611,Rs,7,273,186 Rs, 31,119,053,Rs, Nil and Rs, Nil) respectively.

Interest rate:

These loans carry interest at Bank''s base rate 4.25% per annum ranging from 14% to 14.25% (previous year 14.% to 14.25%).

Repayment schedule:

The loan of Rs, 83,558,732 is repayable in 28 equal monthly instalments of '' 3,515,379 (inclusive of interest) for which November 15, 2014 was the last instalment date.

The loan of Rs, 12,000,000 is repayable in 36 equal monthly instalments of Rs, 410,132 (inclusive of interest) for which November 10, 2015 is the last instalment date.

The loan of Rs, 35,000,000 is repayable in 24 equal monthly instalments of Rs, 1,684,587 (inclusive of interest) for which December 25, 2015 is the last instalment date.

The loan of Rs, 50,000,000 is repayable in 24 equal monthly installments of Rs, 2,406,554 (inclusive of interest) for which July 25, 2016 is the last instalment date.

The loan of Rs, 44,000,000 is repayable in 48 equal monthly instalments of Rs, 1,207,890 (inclusive of interest) for which March 01, 2019 is the last instalment date.

Primary security

This loan is secured by way of first and exclusive charge on all present and future current and moveable assets including moveable fixed assets of the Company.

Lien over fixed deposits of Rs, 45,000,000.

Collateral security

The loan is further secured by equitable mortgage on following properties of the Company:

- Plot No. 15-A , Block II , Knowledge Park, Greater Noida

- Plot No. 9A, Sector 27-A, Faridabad

- Office space No. 1 and 2, Third Floor, FC Road, Shivaji Nagar, Pune

- Unit No. 207, Second Floor, District Centre, Laxmi Nagar, Delhi

- Office Space No. 201, Second Floor, Business Point, Andheri West, Mumbai.

- Lien over fixed deposits of Rs, 110,000,000

CL Educate Limited

Notes to the Financial Statements for the year ended March 31, 2015

The loan was secured by personal guarantees of the promoter and directors (Satyanarayan R., Gautam Puri and Nikhil Mahajan) of the Company.

These loans are part of overall limit sanctioned by the bank to the Company, which comprise term loans above, overdraft facility upto Rs, 355,000,000 (Previous year Rs, 265,000,000) (disclosed in short term borrowings in the financial statements), cash management facility of Rs, 2,500,000 (Previous Year Rs, 2,500,000) and OD against credit card receivables of Rs, 15,000,000 (availed). Securities mentioned above are securities provided by the Company for such overall limit.

iii. Aggregate amount of loans guaranteed by directors of the Company Rs, 332,731,246 (previous year Rs, 305,779,029) [Includes amount of Rs, 51,738,842 (previous year Rs, 47,718,368) disclosed under other current liabilities as current maturities of long term borrowing (Refer note 11)] and short term borrowings amounting Rs, 236,553,220 (previous year Rs, 240,660,179) (Refer note 9).

7. Deferred tax liabilities

In accordance with Accounting Standard 22 on ‘Accounting for Taxes on Income’ the addition in Deferred Tax Liability of Rs, 2,299,599 (net of schedule II adjustment of Rs, 2,348,097) for the current year has been recognised as charge in the Statement of Profit and Loss. The tax effect of significant timing differences as at March 31, 2015 that reverse in one or more subsequent years gave rise to the following net Deferred Tax Liabilities as at March 31, 2015.

The Company has given undertaking to HDFC Limited against the loan of Rs, 280,000,000 taken by Career Launcher Infrastructure Private Limited (CLIP), a subsidiary company of its subsidiary named Career Launcher Education Infrastruture and Services Limited (CLEIS), that it will continue to hold at least 51% of equity shares of CLEIS throughout the tenure of said loan.

There are no other significant restrictions on the right of ownership, reliability of investments or the remittance of income and proceeds of disposal.

Footnotes:

For the year ended March 31, 2015

During the year, the Company has issued 12,917 and 10,569 number of shares to Rakesh Mittal and Poonam Mittal respectively on September 5, 2014 and adjusted against the share application money received in the previous year amounting Rs, 13,856,863.(Refer note 5)

For the year ended March 31, 2014

The Company has acquired third and last tranche of shares in GKP by payment of cash consideration as stipulated above. Balance consideration amounting Rs, 13,856,863 to be settled by issue of equity shares. The Board in its meeting held on July 22, 2014 proposed to issue 23,486 equity shares at the price of Rs, 590 per share subject to approval by shareholders in ensuing annual general meeting. Pending issue of such shares as at Balance Sheet date, the Company had recorded consideration so payable as share application money pending allotment. (Refer note 5)

Footnote: i

Current deposits include:

- Deposits of Rs, 1,837,750 (Previous year Rs, 1,694,629) for issue of guarantees in favor of Northern Eastern Council Secretariat, Shilling,

- Deposits of Rs, 750,600 (Previous year Rs, 1,447,000) in favour of for the purpose of paper purchase,

- Deposits of Rs, 339,605 (Previous year Rs, 504,063) for issue of guarantees in favor of The Directorate of Employment Training, Gandhi Nagar-TDD,

- Deposits of Rs, 70,269 (Previous year Rs, 65,000) submitted in bank against consumer court case appeal

- Deposits of Rs, 45,000,000 (Previous year Rs, Nil) submitted in bank against overdraft facility

" Noncurrent deposits include:

- Deposits of Rs, 99,518 (Previous year Rs, 99,518) for issue of guarantees in favor of value added tax authorities,

- Deposits of Rs, 2,003,429 (Previous year Rs, 2,003,429) for issue of guarantees in favor of Development Support Agency of Gujarat- TDD Project,

- Deposits of Rs, 239,033 (Previous year Rs, 239,033) for issue of guarantees in favor of The Directorate of Employment Training, Gandhi Nagar-TDD,

- Deposits aggregating to Rs, 110,000,000 (Previous year Rs,130,000,000) pledged with banks for overall loan facility (Refer footnote ii of note 6).

Footnote:

i. During the year, CLEIS a subsidiary company has recorded an expense towards ESOP in accordance with guidance note issued by ICAI in respect of shares of the Company to be issued to a director of CLEIS. All amounts related to issue of such shares on exercise of ESOP shall be reimbursed by CLEIS to the Company. Accordingly, no expense has been recorded by the Company and ESOP reserves has been created with a corresponding receivables from CLEIS.

*Tangible assets are subject to first pari passu charge to secure the Company''s borrowings referred in notes as secured term loan from banks and bank overdrafts in the current and previous year. (See note 6).

For the year ended March 31, 2015

a. During the year, the Company has issued equity shares of CL Educate Limited to the promoters of G. K. Publication Private Limited for purchase of third and last tranche of equity share of G. K. Publication Private Limited (Refer note 5). Therefore, such shares are no more dilutive in nature and are added to the number of equity shares outstanding in the computation of basic earnings per share.

b. The Company has ESOP outstanding as on balance sheet date, shares which are outstanding and will be issued at, for a lesser consideration than its fair value. Such equity shares generate lesser proceeds and have no effect on the net profit attributable to equity shares outstanding. Therefore, value of such differential (fair value per share less exercising price per share) in respect of ESOP outstanding are considered dilutive and equalised number of ESOP outstanding derived by dividing such differential value with fair value per share is added to the number of equity shares outstanding in the computation of diluted earnings per share.

c. During the year, the Company has issued equity shares of CL Educate Limited to GPE (India) Limited and Gaja Trustee Company Private Limited for Class- III shares-OCPS as per terms mentioned in footnote D of note 3. Therefore, such shares have been treated as dilutive till the date of conversion.

For the year ended March 31, 2014

a. The Company has committed to issue equity shares of CL Educate Limited to the promoters of G. K. Publication Private Limited for purchase of third and last tranche of equity share of G. K. Publication Private Limited (Refer footnote i of note 15). As the numbers of shares and share price for such issue is determined as of the reporting date, the impact of the same as potential equity share for calculation of diluted earnings per share has been taken.

b. The Company has ESOP outstanding as on balance sheet date, shares which are outstanding and will be issued at, for a lesser consideration than its fair value. Such equity shares generate lesser proceeds and have no effect on the net profit attributable to equity shares outstanding. Therefore, value of such differential (fair value per share less exercising price per share) in respect of ESOP outstanding are considered dilutive and equalised number of ESOP outstanding derived by dividing such differential value with fair value per share is added to the number of equity shares outstanding in the computation of diluted earnings per share.

c. The Company has committed to issue equity shares of CL Educate Limited to GPE (India) Limited on conversion of Class- II shares-CCPS and Gaja Trustee Company Private Limited for Class- III shares-OCPS as per terms mentioned in footnote D of note 3. The conversion price 1 and 2 as mentioned in footnote D of note 3 of the financial statements has elapsed. Shareholders have right to seek the conversion of these shares at a price per equity shares of '' 425 each as stipulated in conversion price 3. Hence, number of shares is determined as of the reporting date, therefore, such shares are considered as dilutive and are added to the number of equity shares outstanding in the computation of diluted earnings per share.

Amount above includes:

a. Demand for service tax aggregating Rs, 160,784,835 (previous year Rs, 160,784,835) for the period July 1, 2003 to September 30, 2010 is disputed by the Company. Penalty of Rs, 71,022,306 (previous year Rs, 71,022,306 has also been imposed under Section 78 of the Finance Act, 1994. The Company has preferred an appeal with CESTAT against these orders of the Commissioner of Service tax. The Company has paid Rs, 21,302,000 (previous year Rs, 21,302,000) against the said demand under protest.

b. Demand for service tax aggregating Rs, 29,189,006 (previous year Rs, 29,189,006) for the period October 2010 to June 2012 is disputed by the Company against which the Company has filed an appeal before Commissioner (Appeals) of Service tax.

c. Demand for service tax aggregating Rs, 3,118,307 (previous year Rs, 3,118,307) for the period 2004-05 to 2007-08 due to incorrect availment of service tax cenvat credit is disputed by the Company . Penalty, aggregating Rs, 3,100,000 (previous year Rs, 3,100,000) has also been levied under Section 15 read with Rule 15 of Cenvat Credit Rules, 2004. During the year, the Company has received an order passed by Commissioner (Appeals) of Service tax. The Company has preferred an appeal with CESTAT against the order of the Commissioner (Appeals) of Service tax.

d. The Company had received a demand for service tax in earlier years aggregating Rs, 40,097,178 (previous year Rs, 40,097,178) for the period 2008-09 to 2011-12 due to incorrect a ailment of service tax cenvat credit. The Company has disputed the demand and has filed a reply with Commissioner (Appeals) of Service tax and preferred an appeal before CESTAT against the order of Commissioner (Appeals) of Service tax.

e. Other cases

The Company had been allotted a land located at Faridabad (Haryana) in an auction by Hon''ble High Court of Jharkhand. When the Company applied for transfer of ownership in the records of Haryana Urban Development Authority (HUDA), the transfer permission was granted with levy of extension fee of Rs, 6,700,000 (previous year Rs, 6,700,000) on account of various dues not paid by the erstwhile owner. The Company has disputed the demand and has preferred an appeal with the Administrator, HUDA.

Ashtray advertising & Prabhatam Advertising Pvt Ltd, a service provider has filed a claim against the Company for recovery of an amount of Rs, 1,456,079 (previous year Rs, 1,456,079) with interest as balance of amounts due. The Company has disputed the demand and the case is under trial in the court of law.

Triangle Education, a franchisee of the Company in Jaipur, had arbitrarily terminated the agreement and started a competing business using the brand of CL Educate. The Company has filed a statement of claim before the sole Arbitrator amounting Rs, 19,000,000 (previous year Rs, 19,000,000) against triangle education. Triangle Education also filed a counter claim against the Company amounting Rs, 3,205,961 (previous year Rs, 3,205,961).

A student, has filled a case against the Company for refund of fees amounting Rs, 619,594 (previous year Rs, 619,954) on the ground that he paid fees to Brilliant Tutorials considering the fact that the Company has a tie-up with Brilliant Tutorial which was subsequently called off by the Company.