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NOTES TO ACCOUNTS

Telogica Ltd.

You can view the entire text of Notes to accounts of the company for the latest year
Market Cap. (₹) 30.87 Cr. P/BV 2.25 Book Value (₹) 4.07
52 Week High/Low (₹) 16/8 FV/ML 5/1 P/E(X) 18.17
Bookclosure 30/09/2024 EPS (₹) 0.50 Div Yield (%) 0.00
Year End :2025-03 

n. Provisions

General Provisions are recognized when the Company has a present obligation (legal or constructive) as a
result of a past event, it is probable that an outflow of resources embodying economic benefits will be
required to settle the obligation and a reliable estimate can be made of the amount of the obligation. The
expense relating to a provision is presented in the statement of profit or loss net of any reimbursement. If the
effect of the time value of money is material, provisions are discounted using a current pre-tax rate that
reflects, when appropriate, the risks specific to the liability. When discounting is used, the increase in the
provision due to the passage of time is recognized as a finance cost.

o. Statement of Cash Flows

Cash flows are reported using the indirect method, whereby profit/ (loss) before tax is adjusted for the
effects of transactions of noncash nature and any deferrals or accruals of past or future cash receipts or
payments. Cash Flow for the year is classified by operating, investing and financing activities.

p. Leases

At the commencement date of lease, a lessee will recognize a liability to make lease payments (i.e., the
lease liability) and an asset representing the right to use the underlying asset during the lease term (i.e., the
right of use of asset). Lessee will be required to separately recognize the interest expense on the lease
liability and the depreciation expense on the right-of-use asset.

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, and the Company's incremental borrowing rate. Lease payments included in the
measurement of the lease liability comprise the fixed payments, including in substance fixed payments; the
lease liability is measured at amortised cost using the effective interest method

Lessee will be also required to measure the lease liability upon the occurrence of certain events (eg.
change in the lease term, a change in future lease payments resulting from a change in an index or rate
used to determine those payments). The lessee will generally recognize the amount of measurement of
lease liability as an adjustment to the right-of-use asset.

q. Employee benefits

Employee benefits are all forms of consideration given by the Company in exchange for service rendered
by employees. Employee benefits include-

Short Term Employee Benefits

When an employee has rendered service to the Company during an accounting period, the Company
recognises the undiscounted amount of short-term employee benefits expected to be paid in exchange for
that service as a liability (accrued expense), after deducting any amount already paid and as an expense.
Accumulated leave, which is expected to be utilized within the next twelve months, is treated as short-term
employee benefit. 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.

Defined Contribution Plan

Defined contribution plans are post-employment benefit plans under which an entity pays fixed
contributions into a separate entity (a fund) and will have no legal or constructive obligation to pay further
contributions if the fund does not hold sufficient assets to pay all employee benefits relating to employee
service in the current and prior periods. When an employee has rendered service during the year, the
Company recognises the contribution payable to a defined contribution plan in exchange for that service as
a liability (accrued expense) and as an expense.

Defined Benefit Plan

Defined benefit plans are those plans that provide guaranteed benefits to certain categories of employees,
either by way of contractual obligations or through a collective agreement. The Company operates
unfunded defined benefit plan. The cost of providing benefits is determined using the projected unit credit
method, with actuarial valuations being carried out at each fiscal year end. The present value of the defined
benefit obligation is determined by discounting the estimated future cash outflows using interest rates of
high quality corporate bonds that are denominated in the currency in which the benefits will be paid, and that
have terms to maturity approximating to the terms of the related pension obligation. Actuarial gains and
losses arising from experience adjustments and changes in actuarial assumptions are charged or credited
to other comprehensive income in the period in which they arise.

Current service cost, which is the increase of the present value of the defined benefit obligation resulting
from the employee service in the current period, is recorded as an expense as part of cost of sales and
selling, general and administrative expenses in the statement of profit and loss. The interest cost, which is
the change during the period in the defined benefit liability that arises from the passage of time, is
recognized as part of financing costs in the statement of profit and loss.

r. Income Tax

Tax expense comprises of current tax and deferred 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 enacted in India and
tax laws prevailing in the respective tax jurisdictions where the Company operates. The tax rates and tax
laws used to compute the amount are those that are enacted or substantively enacted, at the reporting date.

Deferred Tax arises due to temporary differences between the carrying amount of an asset or liability in the
statement of financial position and its tax base. Temporary differences may be either taxable temporary
differences, which are temporary differences that will result in taxable amounts in determining taxable profit
(tax loss) of future periods when the carrying amount of the asset or liability is recovered or settled or
deductible temporary differences, which are temporary differences that will result in amounts that are
deductible in determining taxable profit (tax loss) of future periods when the carrying amount of the asset or
liability is recovered or settled. A deferred tax asset is recognized for all deductible temporary differences to
the extent that it is probable that taxable profit will be available against which the deductible temporary
difference can be utilised. A deferred tax liability is recognised for all taxable temporary differences.

s. Inventories

Inventories are valued at the lower of cost and net realisable value.

Costs incurred in bringing each product to its present location and condition are accounted for as follows:

Raw materials and stores: cost includes cost of purchase and other costs incurred in bringing the
inventories to their present location and condition. Cost is determined on first in, first out basis.

Stock in trade including Finished goods: cost includes cost of direct materials and labour and a proportion of
manufacturing overheads based on the normal operating capacity but excluding borrowing costs. 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 the estimated costs necessary to make the sale.

t. Contingent Liabilities

A provision is recognized when an enterprise has a present obligation as a result of past event and it is
probable that an outflow of resources will be required to settle the obligation, in respect of which a reliable
estimate can be made. Provisions are not discounted to its present value and are determined based on best
estimate required to settle the obligation at the balance sheet date. These are reviewed at each balance
sheet date and adjusted to reflect the current best estimates.

u. Foreign Currency Translation:

The functional currency of the Company is Indian rupee
Initial Recognition

On initial recognition, all foreign currency transactions are recorded by applying to the foreign currency
amount the exchange rate between the reporting currency and the foreign currency at the date of the
transaction.

Subsequent Recognition

As at the reporting date, non-monetary items which are carried at historical cost and denominated in a
foreign currency are reported using the exchange rate at the date of the transaction. All non-monetary items
which are carried at fair value denominated in a foreign currency are retranslated at the rates prevailing at
the date when the fair value was determined. Income and expenses in foreign currencies are recorded at
exchange rates prevailing on the date of the transaction. Foreign currency denominated monetary assets
and liabilities are translated at the exchange rate prevailing on the balance sheet date and exchange gains
and losses arising on settlement and restatement are recognised in the Statement of Profit and Loss

v. Exceptional items:

The company discloses certain financial information both including and excluding exceptional Items. The
presentation of information excluding exceptional items allows a better Understanding of the underlying
trading performance of the company and provides consistency with the company's internal management
reporting. Exceptional items are identified by virtue of either their size or nature so as to facilitate
Comparison with prior periods and to assess underlying trends in the financial performance of the
company. Exceptional items can include, but are not restricted to, gains and losses on the disposal of
assets/ investments, impairment charges, exchange gain/ loss on long term borrowings/ assets and
changes in fair value of derivative contracts.

w. Earnings per share

Basic earnings per share are calculated by dividing the net profit or loss for the period attributable to equity
shareholders by the weighted average number of equity shares outstanding during the period. For the
purpose of calculating diluted earnings per share, the net profit or loss for the period attributable to equity
shareholders and weighted average number of shares outstanding during the period are adjusted for the
effects of all dilutive potential equity shares.

A. Capital management and Gearing Ratio

For the purpose of the Company's capital management, capital includes issued equity capital, convertible
preference shares, share premium and all other equity reserves attributable to the equity holders of the
parent. The primary objective of the Company's capital management is to maximise the shareholder value.

The Company manages its capital structure and makes adjustments in light of changes in economic
conditions and the requirements of the financial covenants. To maintain or adjust the capital structure, the
Company may adjust the dividend payment to shareholders, return capital to shareholders or issue new
shares.

B. Financial Risk Management Framework

The Company's principal financial liabilities, comprise borrowings, trade payables and other financial
liabilities. The main purpose of these financial liabilities is to finance the Company's operations and to
provide guarantees to support its operations. The Company's principal financial assets include trade and
other receivables, and cash and cash equivalents that derive directly from its operations.

The Company is exposed to market risk, credit risk and liquidity risk. The Company's senior management
oversees the management of these risks. The Company's senior management oversees that the
Company's financial risk activities are governed by appropriate policies and procedures and that financial
risks are identified, measured and managed in accordance with the Company's policies and risk objectives.
It is the Company's policy that no trading in derivatives for speculative purposes may be undertaken. The
Board of Directors reviews and agrees policies for managing each of these risks, which are summarized
below.

Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate
because of changes in market interest rates. The Company's exposure to the risk of changes in market
interest rates relates primarily to the Company's long-term debt obligations with floating interest rates. The
Company manages its interest rate risk by having a balanced portfolio of fixed and variable rate loans and
borrowings. "

Credit Risk

Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer
contract, leading to a financial loss. Credit risk encompasses of both, the direct risk of default and the risk of
deterioration of creditworthiness as well as concentration of risks. Credit risk is controlled by analyzing
credit limits and creditworthiness of customers on a continuous basis to whom the credit has been granted
after obtaining necessary approvals for credit. Financial instruments that are subject to concentrations of
credit risk principally consist of trade receivables, investments, cash and cash equivalents, bank deposits
and other financial assets.

Significant estimates and judgements

Impairment of financial assets The impairment provisions for financial assets disclosed above are based on
assumptions about risk of default and expected loss rates. The company uses judgement in making these
assumptions and selecting the inputs to the impairment calculation, based on the company's past history,
existing market conditions as well as forward looking estimates at the end of each reporting period."

Liquidity Risk

Liquidity risk refers to the risk that the Company cannot meet its financial obligations. The objective of liquidity
risk management is to maintain sufficient liquidity and ensure that funds are available for use as per
requirements. The Company manages liquidity risk by maintaining adequate reserves, banking facilities and
reserve borrowing facilities, by continuously monitoring forecast and actual cash flows, and by matching the
maturity profiles of financial assets and liabilities. The table below summarizes the maturity profile of the
Company's financial liabilities based on contractual undiscounted payments.

Fair value hierarchy

Level 1 - hierarchy includes financial instruments measured using quoted prices. This includes listed equity
instruments. The fair value of all equity instruments which are traded in stock exchanges is valued using the
closing price as at the reporting period.

Level 2 - The fair value of financial instruments not actively traded in an active market is determined using
valuation techniques which maximise the use of observable market data and rely as little as possible on entity
specific estimates. If the significant inputs required to fair value an instrument are observable, the instrument is
included in level 2.

Level 3 - If one or more of the significant inputs is not based on observable market data, the instrument is
included in level 3.

i) The Carrying values of Current financial liabilities and current financial assets are taken as their fair value
because of their short -term nature.

ii) The Carrying values of non-Current financial liabilities and non-current financial assets are taken as their
fair value based on their discounted cash flows.

iii) Management uses its best judgement in estimating the fair value of its financial instruments. However,
there are inherent limitations in any estimation technique. Therefore, for substantially all financial
instruments, the fair value estimates presented above are not necessarily indicative of the amounts that the
company could have realised or paid in sale transactions as of respective dates. as such, fair value of
financial instruments subsequent to the reporting dates may be different from the amounts reported at each
reporting date.

iv) There have been no transfers between level 1, level 2 and level 3 for the years ended March 31,2025 and
March 31,2024.

Disclosures required under Section 22 of the Micro, Small and Medium Enterprises Development Act, 2006

There are no micro, small and medium enterprises, to whom the Company owes dues, which are outstanding for
more than 45 days during the year and also as at March 31,2025. This information as required to be disclosed
under the Micro, Small and Medium Enterprises Development Act, 2006, has been determined to the extent such
parties have been identified on the basis of information available with the company.

NOTE NO.33: Earnings per Share:

Basic EPS is calculated by dividing the profit for the year attributable to equity holders of the company by the
weighted average number of equity shares outstanding during the year.

Diluted EPS amounts are calculated by dividing the profit attributable to equity holders of the parent (after
adjusting for interest on the convertible preference shares) by the weighted average number of Equity shares
outstanding during the year plus the weighted average number of Equity shares that would be issued on
conversion of all the dilutive potential Equity shares into Equity shares.

Post-Employment Benefit Plans

The Company has an unfunded defined benefit gratuity plan. Every employee who has completed five years or
more of service gets a gratuity on departure at 15 days salary (last drawn) for every completed year of service.

The following tables summarize the components of net benefit expenses recognized in the statement of profit
and loss and the amounts recognized in the balance sheet for the respective plans.

NOTE NO. 36
Deferred Tax:

In compliance with the Accounting Standard “IND AS-12 Accounting for Taxes on Income" issued by the Institute
of Chartered Accountants of India, the company has recognized Rs. 67,80,599/- towards deferred tax asset in
P&L in the year 2024-25. The major components of deferred tax asset / liability are on account of timing
differences in depreciation.

NOTE NO.37

Some of the trade Receivables and Trade Payables are subject to the confirmation and reconciliation.

Other Statutory Information

i. The Company has not revalued its Property, Plant and Equipment.

ii. The Company has not granted any loan or advance in the nature of loan to promoters, directors, KMPs and
other related parties that are repayable on demand or without specifying any terms or period of repayment.

iii. There are no proceedings have been initiated or pending against the company for holding any benami
property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988).

iv. The Company has not been sanctioned working capital limits in excess of five crore rupees, in aggregate,
from banks or financial institutions on the basis of security of current assets at any point of time during the
year.

v. The Company is not declared as wilful defaulter by any bank or financial institution or other lenders.

vi. The Company did not have any transactions with Companies struck off under Section 248 of Companies
Act, 2013 or Section 560 of Companies Act, 1956 considering the information available with the Company.

vii. There are no charges or satisfactions yet to be registered with ROC beyond the statutory period by the
Company.

ix. There are no Scheme of Arrangements approved by the Competent Authority in terms of sections 230 to
237 of the Companies Act, 2013 during the year.

x. The Company has not advanced or loaned or invested any funds (either from borrowed funds or share
premium or any other sources or kind of funds) to or in any other persons or entities, including foreign
entities (“Intermediaries”), with the understanding, whether recorded in writing or otherwise, that the
Intermediary shall, directly or indirectly lend or invest in other persons or entities identified in any manner
whatsoever (“Ultimate Beneficiaries”) by or on behalf of the Company or provide any guarantee, security or
the like on behalf of the Ultimate Beneficiaries.

xi. The Company, other than as disclosed in the notes to accounts, has not received any funds from any
persons or entities, including foreign entities (“Funding Parties”), with the understanding, whether recorded
in writing or otherwise, that the Company shall directly or indirectly, lend or invest in other persons or entities
identified in any manner whatsoever (“Ultimate Beneficiaries”) by or on behalf of the Funding Parties or
provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

xii. The provisions of section 135 of the Companies Act, 2013 is not applicable to the Company.

xiii. The Company did not trade or invest in Crypto Currency or virtual currency during the financial year.

NOTE NO. 41: Preferential allotment

The board of directors has passed a resolution on 22/04/2023 for issue and allotment of 5 Crore convertible
warrants at a price of Rs. 8/- per warrant. The same was ratified by the members in EGM held on 15/05/2023.

The Board of directors of the company has allotted on preferential basis 4,25,00,000 Convertible Warrants
("Warrants") at a price of Rs. 8/- per warrant on 11/05/2024 with a right to the warrant holders to apply for and be
allotted 1 Equity share of the face value of Rs. 5/- each and premium of Rs. 3/- for each warrant. The company
converted 98,79,090 Warrants into Equity Shares by the end of 31.03.2025.

NOTE NO. 42: Previous year's figures and current year's figures have been regrouped, recasted, wherever
necessary.

NOTE NO. 43: The figures have been rounded off to Lakhs and decimals thereof.

SIGNATURES TO NOTE “1” TO “43”

As per our report of even date annexed FOR AND ON BEHALF OF THE BOARD OF

For P MURALI & Co DIRECTORS OF TELOGICA LIMITED

Chartered Accountants

Firm Registration No : 007257S g^_ g^_

Mandava Srinivas Rao D. Venkateswara Rao

S^-- h ? Managing Director Whole Time Director & CFO

A Krishna Rao DIN:03456187 DIN:03616715

Partner

Membership No : 020085 Sd/-

UDIN: 25020085BMILGL4194 Khush IVIotiairiiTiad

Company Secretary

Place : Hyderabad M.No.A24743

Date : 23-05-2025

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