PRITESH KISHORE JHAVERI

Digitally signed by PRITESH KISHORE JHAVERI Date: 2021.09.04 19:23:31 +05'30'

==> picture [145 x 49] intentionally omitted <==

37th ANNUAL REPORT 2020-21

CORPORATE INFORMATION

BOARD OF DIRECTORS

REGISTERED OFFICE

MR. SURESH G.BHARWANI

Chairman & Managing Director

MR. NANDU G.BHARWANI

Joint Managing Director and CFO

CIN: L72100MH1983PLC127133

401, Bussa Udyog Bhavan, Tokersi Jivraj Road, Sewri (W),Mumbai-400 015 Tel: 022 24156486 / 24156528 Email id: [email protected] website: www.jetking.com

MR. HARSH BHARWANI

(Whole-Time Director)

INDEPENDENT DIRECTORS:

MR. MEHUL K. KUWADIA

MR. SURJIT BANGA MR. MANOJ MANDAVGANE MRS. SWATI BHATT

COMMITTEES OF BOARD

AUDIT COMMITTEE

Mr. Mehul Kuwadia - Chairman Mr. Nandu G. Bharwani Mr. Surjit Banga Mr. Manoj Mandavgane Ms. Swati Bhatt

CORPORATE OFFICE

5th Floor, Amore Building, Junction of 2nd & 4th Rd., Khar (W), Mumbai 400 052. Tel: 022 67414000

STATUTORY AUDITORS

PYS & CO. LLP Chartered Accountants

INTERNAL AUDITORS

Divatia and Mehta Chartered Accountants

SECRETARIAL AUDITOR

AVS & Associates Company Secretaries

NOMINATION & REMUNERATION COMMITTEE

Mr. Mehul Kuwadia - Chairman Mr. Surjit Banga Mr. Manoj Mandavgane Ms. Swati Bhatt

STAKEHOLDERS RELATIONSHIP COMMITTEE

Mr. Mehul Kuwadia - Chairman Mr. Nandu G. Bharwani Mr. Surjit Banga Mr. Manoj Mandavgane Ms. Swati Bhatt

MR. DEEPAK SAVALGE

Company Secretary & Compliance Officer (Resigned w.e.f. 31st August, 2020) MR. YOGESH PATOLE Company Secretary & Compliance Officer (Appointed w.e.f. 09th February, 2021)

BANKERS

Abhyudaya Co-op Bank Ltd. Sewri, Mumbai - 400 015. HDFC Bank Ltd., Vikas Marg, Delhi -110 092. HDFC Bank Ltd., Pali Hill, Mumbai - 400 050. Punjab National Bank Khar, Mumbai - 400 052.

REGISTRAR AND SHARE TRANSFER AGENT

M/s Link Intime (India) Pvt. Ltd.

C-101, 01st Floor, 247 Park, LBS Marg, Vikhroli (W), Mumbai-400 083 Tel: 022 4918 6000 email: [email protected]

TRAINING CENTRES

401, Bussa Udyog Bhavan, Tokersi Jivraj Road, Sewri (W), Mumbai – 400 015 Tel:022- 24156486 /24156528
Pragati Deep Building, 6th Floor, Plot No.8, Laxmi Nagar, Dist.Centre, Near Nirman Vihar Metro Station, Delhi - 110 092 Tel: 011- 4788888/ 22059475
Elgin Apt., 1st Floor, 1A, Ashutosh Mukherjee Road, Kolkata – 700 020. Tel: 033- 40034601/02/03
3rd Floor, Elegance Arcade, Opp. Maninagar Railway Station, Beside Satyam Tower, Maninagar, Ahmedabad – 380 008
Tel:079-30424461/62 Mob: 7778036268
R1/88, 2nd Floor, RDC Rajnagar, Above ICICI Bank, Ghaziabad – 201002 Tel: 9711641364

37th ANNUAL REPORT 2020-21

NOTICE

NOTICE is hereby given that the THIRTY SEVENTH ANNUAL GENERAL MEETING of the Members of JETKING INFOTRAIN LIMITED will be held on Wednesday, 29th day of September, 2021 at 11:00 a.m. IST through Video Conferencing (“VC”)/ Other Audio Visual Means (“OAVM') to transact the following business. The venue of the meeting shall be at 434, Floor- 4, Bussa Udyog Bhavan, Tokersey Jivraj Road, Sewri (W), Mumbai - 400015.

ORDINARY BUSINESS:

Adoption of Financial Statements for the Financial Year ended March 31, 2021:

To receive, consider and adopt the Audited Standalone Financial Statements for the year ended March 31, 2021 together with the Reports of the Board of Directors and the Auditors thereon and the Audited Consolidated Financial Statements for the year ended March 31, 2021 and the reports of auditors thereon.

To appoint a Director in place of Mr. Harsh Bharwani (DIN:02020253) who retires by rotation and, being eligible, offers himself for re-appointment.
Appointment of Statutory Auditors of the Company and fix their remuneration.

To consider and if thought fit to pass with or without modification(s) the following resolution as an Ordinary Resolution:

“RESOLVED THAT pursuant to the provisions of Section 139, 142 and other applicable provisions, if any, of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014, and applicable regulations of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (including any statutory modification(s) or any amendment(s) thereto or any substitution(s) or any re-enactment(s) made thereof for the time being in force) and based on recommendations of Audit Committee and Board of Directors of the Company, M/s. PYS & Co. LLP (FRN: 012388S/S200048), Chartered Accountants, Mumbai be and is hereby appointed as the Statutory Auditors of the Company to hold office from the conclusion of this Annual General Meeting till the conclusion of Annual General Meeting to be held in the year 2026 for the financial year ended March 31, 2026 at a remuneration and other terms as may be determined by the Audit Committee and Board of Directors of the Company.

RESOLVED FURTHER THAT Board of Directors of the Company be and is hereby authorized to sign and execute all applications, documents, writings and filing of requisites forms that may be required on behalf of the Company and generally to do all acts, deeds and things that may be necessary, proper, expedient or incidental for the purpose of giving effect to this resolution.”

SPECIAL BUSINESS:

4. Appointment of Mr. Siddarth Suresh Bharwani (DIN:02020370) as a Director & Whole-Time Director of the Company.

To consider and if thought fit to pass with or without modification(s) the following resolution as a Special Resolution:

“RESOLVED THAT pursuant to the provisions of Section 152, 160 and other applicable provisions (including any modification or re-enactment thereof), if any, of the Companies Act, 2013 and the Companies (Appointment and Qualification of Directors) Rules, 2014 (including any statutory modification (s) or re-enactment thereof for the time being in force), Mr. Siddarth Suresh Bharwani (DIN:02020370) who was appointed as an Additional Director (Executive Director) of the Company by the Board of Directors pursuant to Section 161 of the Companies Act, 2013 and whose term expires at the ensuing Annual General Meeting of the Company, notice in writing received from a Member proposing his candidature for the office of the Director, be and is hereby appointed as a Director of the Company, liable to retire by rotation.

37th ANNUAL REPORT 2020-21

RESOLVED FURTHER THAT pursuant to the provisions of Sections 196, 197, 198, 203 read with Schedule V and other applicable provisions, if any, of the Companies Act, 2013 (“the Act”) and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 (‘the Rules’) (hereinafter referred to as “the said Act” (including any statutory modification(s) or re-enactment(s) thereof for the time being in force), and applicable regulation(s) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (including any statutory modification(s) or any amendment(s) thereto or any substitution(s) or any re-enactment(s) made thereof for the time being in force) and in terms of recommendations of the Nomination and Remuneration Committee, approval of Audit Committee and the Board of Directors, consent of the members of the Company be and is hereby accorded for the appointment of Mr. Siddarth Suresh Bharwani (DIN:02020370) as Whole-Time Director of the Company for a period of 3 (Three) years with effect from 1st July, 2021 to 30th June, 2024, liable to retire by rotation inter alia on the following terms and conditions;

A. Salary:

The Salary of Rs. 114,400/- (Rupees One Lakh Fourteen Thousand Four Hundred Only) per month.

B. Perquisites:

Mr. Siddarth Suresh Bharwani shall also be entitled to perquisites like:

i. Rent-free furnished accommodation or house rent allowance in lieu thereof, not exceeding 50% of the basic salary plus actual electricity charges, gas bill, society maintenance, property tax, water charges, home servant salary for accommodation or his house.
ii. Leave Travel Allowance/ Concession for self and family once in year in India as per actual amount spent towards air ticket, hotel, and other incidental expenses like car/taxi charges, porter charges etc.
iii. Mr. Siddarth Suresh Bharwani shall be covered under Key Managerial Personnel insurance policy or equivalent other insurance policy/policies taken by the Company / that shall be taken by the Company in future and personal accident insurance policy as per the rules of the Company.
iv. Reimbursement of all medical expenses for self and family including hospitalization in India or abroad.
“Family” shall mean the self, spouse, dependent children and parents of Mr. Siddarth Suresh Bharwani.
v. The Company's contribution towards Provident Fund, if applicable. Such contribution shall not be included in the computation of the ceiling on remuneration to the extent these, either singly or put together, are not taxable under the Income Tax Act, 1961.
vi. Gratuity as per applicable laws which shall not be included in the computation of the ceiling on minimum remuneration.
vii. Leave encashment in accordance with the rules of the Company.

viii. Use of chauffeur driven Company’s maintained Cars for private and official purposes.

ix. Use of Company’s telephone at residence for official and personal purposes and Company paid mobile phone for official and personal use.
x. Other/ Special allowances applicable as per Company’s Policy and the perquisites and allowances, wherever applicable, shall be valued as per the Income Tax Rules, 1962. Suresh Bharwani.

37th ANNUAL REPORT 2020-21

RESOLVED FURTHER THAT notwithstanding anything contained herein, in any financial year, during the tenure of Mr. Siddarth Suresh Bharwani, the Board of Directors of the Company be and is hereby authorized (which term shall be deemed to include any Committee of the Board constituted to exercise its powers, including the powers conferred by this resolution) to alter, vary, revise, modify the aforementioned remuneration from time to time and it shall not exceed the maximum limit of Rs.15,00,000/- (Rupees Fifteen Lakhs Only) for any year during his tenure.

RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby authorized to take such steps as may be necessary for obtaining approvals, statutory or otherwise, in relation to the above and to settle all matters arising out of and incidental thereto and to sign and execute all documents and filing of requisites forms that may be required on behalf of the Company, and generally to do all acts, deeds and things that may be necessary, proper, expedient or incidental for the purpose of giving effect to this resolution.”

5. of the Company.

To consider and if thought fit to pass with or without modification(s) the following resolution as a Special Resolution:

“RESOLVED THAT pursuant to the provisions of Section 152, 160 and other applicable provisions (including any modification or re-enactment thereof), if any, of the Companies Act, 2013 and the Companies (Appointment and Qualification of Directors) Rules, 2014 (including any statutory modification (s) or re-enactment thereof for the time being in force), Mr. Suresh Bharwani (DIN: 00667104) who was appointed as an Additional Director (Non-Executive Director) of the Company by the Board of Directors pursuant to Section 161 of the Companies Act, 2013 and whose term expires at the ensuing Annual General Meeting of the Company, notice in writing received from a Member proposing his candidature for the office of the Director, be and is hereby appointed as Chairman & Non-Executive Director of the Company for a period of Three years with effect from 1st July, 2021 to 30th June, 2024, liable to retire by rotation.

RESOLVED FURTHER THAT pursuant to the provisions of Section 197, 198, Schedule V and other applicable provisions, if any, of the Companies Act, 2013 (“the Act”) and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 (‘the Rules’) and applicable regulation(s) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (including any statutory modification(s) or any amendment(s) thereto or any substitution(s) or any re-enactment(s) made thereof, for the time being in force), if any, and in terms of recommendations of the Nomination and Remuneration Committee, Audit Committee and approval of the Board of Directors and subject to such approvals, permissions and sanctions as may be required, the consent of the members of the Company be and is hereby accorded for payment of remuneration to Mr. Suresh Bharwani, Chairman & Non-Executive Director of the Company for an amount not exceeding Rs. 24,00,000/- (Rupees Twenty Four Lakhs Only) per annum for the period of three years commencing from 1st July, 2021 to 30th June, 2024.

RESOLVED FURTHER THAT notwithstanding anything contained herein, in any financial year, during the tenure of Mr. Suresh Bharwani, the Board of Directors of the Company be and is hereby authorized (which term shall be deemed to include any Committee of the Board constituted to exercise its powers, including the powers conferred by this resolution) to vary, revise, alter, modify the aforementioned remuneration from time to time and it shall not exceed the maximum limit of Rs. 30,00,000/- (Rupees Thirty Lakhs Only) for any year during his tenure.

37th ANNUAL REPORT 2020-21

6. Appointment of Mr. Nandu Bharwani (DIN: 00618386) as a Vice Chairman & Non-Executive Director of the Company.

To consider and if thought fit to pass with or without modification(s) the following resolution as a Special Resolution:

“RESOLVED THAT pursuant to the provisions of Section 152, 160 and other applicable provisions (including any modification or re-enactment thereof), if any, of the Companies Act, 2013 and the Companies (Appointment and Qualification of Directors) Rules, 2014 (including any statutory modification (s) or re-enactment thereof for the time being in force), Mr. Nandu Bharwani (DIN: 00618386) who was appointed as an Additional Director (NonExecutive Director) of the Company by the Board of Directors pursuant to Section 161 of the Companies Act, 2013 and whose term expires at the ensuing Annual General Meeting of the Company, notice in writing received from a Member proposing his candidature for the office of the Director, be and is hereby appointed as Vice Chairman & Non-Executive Director of the Company for a period of three years with effect from 1st July, 2021 to 30th June, 2024, liable to retire by rotation.

RESOLVED FURTHER THAT pursuant to the provisions of Section 197, 198, Schedule V and other applicable provisions, if any, of the Companies Act, 2013 (“the Act”) and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 (‘the Rules’) and applicable regulation(s) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (including any statutory modification(s) or any amendment(s) thereto or any substitution(s) or any re-enactment(s) made thereof, for the time being in force), if any, and in terms of recommendations of the Nomination and Remuneration Committee, Audit Committee and approval of the Board of Directors and subject to such approvals, permissions and sanctions as may be required, the consent of the members of the Company be and is hereby accorded for payment of remuneration to Mr. Nandu Bharwani, Vice Chairman & Non-Executive Director of the Company for an amount not exceeding Rs. 24,00,000/- (Rupees Twenty Four Lakhs Only) per annum for the period of three years commencing from 1st July, 2021 to 30th June, 2024.

RESOLVED FURTHER THAT notwithstanding anything contained herein, in any financial year, during the tenure of Mr. Nandu Bharwani, the Board of Directors of the Company be and is hereby authorized (which term shall be deemed to include any Committee of the Board constituted to exercise its powers, including the powers conferred by this resolution) to vary, revise, alter, modify the aforementioned remuneration from time to time and it shall not exceed the maximum limit of Rs. 30,00,000/- (Rupees Thirty Lakhs Only) for any year during his tenure.

7. Approval for Payment of Remuneration to Mr. Suresh Bharwani (DIN: 00667104), Former Managing Director of the Company.

To consider and if thought fit to pass with or without modification(s) the following resolution as a Special Resolution:

“RESOLVED THAT pursuant to the provisions of Section 197, 198, Schedule V and other applicable provisions, if any, of the Companies Act, 2013 (“the Act”) and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 (‘the Rules’) and applicable regulation(s) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (including any statutory modification(s) or any amendment(s) thereto or any substitution(s) or any re-enactment(s) made thereof, for the time being in force), if any, and in terms of recommendations of the Nomination and Remuneration Committee, Audit Committee and approval of the Board of Directors and subject to such approvals, permissions and sanctions as may be required, the consent of the members of the company be and is hereby accorded for payment of remuneration on proportionate basis of Rs.83,00,000/- (Rupees Eighty Three Lakhs Only) per annum for the period from April 1, 2021 to June 30, 2021 to Mr. Suresh Bharwani (DIN: 00667104), Former Managing Director of the Company.

37th ANNUAL REPORT 2020-21

8. Approval for Payment of Remuneration to Mr. Nandu Bharwani (DIN: 00618386), Former Joint Managing Director & CFO of the Company.

To consider and if thought fit to pass with or without modification(s) the following resolution as a Special Resolution:

“RESOLVED THAT pursuant to the provisions of Section 197, 198, Schedule V and other applicable provisions, if any, of the Companies Act, 2013 (“the Act”) and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 (‘the Rules’) and applicable regulation(s) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (including any statutory modification(s) or any amendment(s) thereto or any substitution(s) or any re-enactment(s) made thereof, for the time being in force), if any, and in terms of recommendations of the Nomination and Remuneration Committee, Audit Committee and approval of the Board of Directors and subject to such approvals, permissions and sanctions as may be required, the consent of the members of the company be and is hereby accorded for payment of remuneration on proportionate basis of Rs.83,00,000/- (Rupees Eighty Three Lakhs Only) per annum for the period from April 1, 2021 to June 30, 2021 to Mr. Nandu Bharwani (DIN: 00618386), Former Joint Managing Director & CFO of the Company.

Registered Office: Jetking Infotrain Limited 401, Bussa Udyog Bhavan, Tokersi Jivraj Road, Sewri (W), Mumbai - 400 015

Place: Mumbai Date: 06thAugust, 2021

By Order of the Board For Jetking Infotrain Limited

Sd/Suresh Bharwani Chairman & Director DIN: 00667104

Notes:

In view of the Covid 19 pandemic situation and social distancing norm to be followed and the continuing restriction on movement of people at several places in the country and pursuant to General Circular No.14/2020 dated April 08, 2020, General Circular No. 17/2020 dated April 13, 2020 and Circular No. 20/2020 dated May 05, 2020, Circular No. 02/2021 dated January 13, 2021 respectively, issued by the Ministry of Corporate Affairs (“MCA Circulars”), Circular No. SEBI/HO/CFD/CMD1/CIR/P/2020/79 dated May 12, 2020 issued by the Securities and Exchange Board of India (“SEBI Circular”) and Circular No. SEBI/HO/CFD/CMD2/CIR/P/2021/11 dated January 15, 2021 issued by the Securities and Exchange Board of India (“SEBI Circular”) and in compliance with the provisions of the Companies

37th ANNUAL REPORT 2020-21

Act, 2013 (“Act”) and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”), the 37th Annual General Meeting (‘37th AGM/AGM’) of the Company is being conducted through VC/OAVM Facility, which does not require physical presence of members at a common venue. The deemed venue for the 37th AGM shall be at 434, Floor- 4, Bussa Udyog Bhavan, Tokersey Jivraj Road, Sewri (W), Mumbai - 400015.

Pursuant to the provisions of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014, Regulation 44 of Listing Regulations, as may be amended, and MCA Circulars, the Company is providing facility of remote e-voting to its Members in respect of the business to be transacted at the 37th AGM. For this purpose, the Company has entered into an agreement with National Securities Depository Limited (‘NSDL’) for facilitating voting through electronic means, as the authorized e-Voting’s agency. The facility of casting votes by a member using remote e-voting, participation in the AGM through VC/OAVM and the e-voting system on the date of the 37th AGM will be provided by NSDL.
For convenience of the members and proper conduct of the AGM, Members can login and join the AGM in the VC/OAVM mode at least 30 minutes before the time scheduled of the commencement of the Meeting by following the procedure mentioned below. The facility of participation at the AGM through VC/OAVM will be made available to at least 1000 members on first come first served basis. This will not include large Shareholders (Shareholders holding 2% or more shareholding), Promoters, Institutional Investors, Directors, Key Managerial Personnel, the Chairpersons of the Audit Committee, Nomination and Remuneration Committee and Stakeholders Relationship Committee, Auditors etc. who are allowed to attend the AGM without restriction on account of first come first served basis.
The attendance of the Members attending the AGM through VC/OAVM will be counted for the purpose of ascertaining the quorum under Section 103 of the Companies Act, 2013.
Pursuant to MCA Circular No. 02/2021 dated January 13, 2021 read with 20/2020 dated May 05, 2020 read with Circular No. 14/2020 dated April 08, 2020, As the AGM shall be conducted through VC/ OAVM, the facility for appointment of proxy by the members to attend and cast vote for the members is not available for this AGM and hence the proxy form and attendance slip including Route map are not annexed to the Notice. However, in pursuance of Section 113 of the Companies Act, 2013, the Body Corporate member/ institutional members are entitled to appoint authorised representatives to attend the AGM through VC/OAVM and participate and cast their votes through e-voting. Accordingly, Institutional / Corporate Members are requested to send a scanned copy (PDF / JPEG format) of the Board Resolution authorizing its representatives to attend and vote at the AGM, pursuant to Section 113 of the Act, at [email protected].
Regulation 36 (1)(b) and (c) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 prescribes that a listed entity shall send a hard copy of the statement containing salient features of all the documents, as prescribed in Section 136 of the Companies Act, 2013 to the shareholders who have not registered their email addresses and hard copies of full annual reports to those shareholders, who request for the same, respectively. However, in line with the MCA Circular No. 02/2021 dated January 13, 2021 Circular No. SEBI/HO/CFD/CMD1/CIR/P/2020/79 dated May 12, 2020 issued by SEBI, owing to the difficulties involved in dispatching of physical copies of the Annual Report for the Financial Year 2020-21 and the Notice of AGM are being sent in electronic mode to Members whose names appear on the Register of Members/ List of Beneficial owners as received from M/s. Link Intime India Pvt. Ltd. (“RTA”) and whose email address is available with the RTA, the Company or the Depository Participant(s) as on Friday, August 27, 2021. Members may note that, Notice and Annual Report 2020-21 can also be accessed from the website of the Company at www.jetking.com and on website of the Stock Exchanges i.e. BSE Limited at www.bseindia.com. The AGM Notice is also disseminated on the website of NSDL (agency for providing the Remote e-Voting facility and e-voting system during the AGM) i.e. https://www.evoting.nsdl.com/.

37th ANNUAL REPORT 2020-21

Explanatory Statement pursuant to Section 102(1) of the Companies Act, 2013, relating to the Special Business to be transacted at the 37th AGM and the relevant details of director seeking appointment and re-appointment as required under Regulation 26(4) and Regulation 36(3) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, and as required under Secretarial Standards -2 on General Meetings issued by the Institute of Company Secretaries of India is annexed thereto.
In terms of the SEBI Listing Regulations, securities of listed companies can only be transferred in dematerialized form with effect from 1st April, 2020. In view of the above, Members are advised to dematerialize shares held by them in physical form.
Members holding the shares in physical form are requested to notify immediately any update/change of address and/or details of PAN and Bank account to M/s. Link Intime India Private Limited, the Registrar and Share Transfer Agent of the Company. In case shares held in dematerialised form, the information regarding change/update of address, details of bank and PAN should be given to their respective Depository Participant.
In case of joint holders, the Member whose name appears as the first holder in the order of names as per the Register of Members of the Company will be entitled to vote at the AGM.
The register of Members and Share Transfer Books of the Company will remain closed from Thursday, September 23, 2021 to Wednesday September 29, 2021 (both days inclusive) for the purpose of the 37thAGM of the Company.
Members who wish to claim dividends, which have remained unclaimed, are requested to contact the Secretarial Department, at the Registered Office of the Company or office of the Registrar and Share Transfer Agent (‘RTA’) of the Company i.e. M/s. Link Intime India Private Limited. Members are requested to note that dividends not claimed within seven years from the date of transfer to the Company’s Unpaid Dividend Account will be transferred to the Investor Education Protection Fund (‘IEPF’), as per provisions of Section 124 of the Companies Act, 2013 (including any statutory modification(s) or re-enactment(s) for the time being in force). Final Dividend for the Financial Year 2013-14 is due for transfer to IEPF in the month of December, 2021. Shareholders are requested to ensure that they claim the dividend before transfer of the said amount to IEPF Authority. The Company has uploaded the information of unclaimed/ unpaid dividend in respect of the Financial years on the website of IEPF viz. “www.iepf.gov.in” and on the website of the Company viz. www.jetking.com.
Shareholders can avail the facility of nomination in respect of shares held by them in physical form, pursuant to the provisions of Section 72 of the Companies Act, 2013 read with the Rules framed thereunder. Members desiring to avail of this facility may send their nomination in the prescribed Form No. SH-13 duly filled in to Link Intime India Pvt. Ltd. Members holding in electronic form may contact their respective Depository Participants for availing this facility.
The Securities and Exchange Board of India (SEBI) has mandated the submission of Permanent Account Number (PAN) by every participant in securities market. Members holding shares in dematerialized form are, therefore, requested to submit their PAN to the Depository Participant(s) with whom they are maintaining their demat accounts. Members holding shares in physical form can submit their PAN details to Link Intime India Pvt. Ltd.
Shareholders holding shares in electronic form are hereby informed that bank particulars registered against their respective depository accounts will be used by the Company for payment of dividend whenever declared. For the safety and interest of the Shareholders, it is important that bank account details are correctly provided to the Depository Participants and registered against their demat account.
Shareholders holding shares in physical mode, who have not provided the information regarding bank particulars, are requested to register/update their Bank details (e.g. name of the bank and the branch, bank account number, 9 digits MICR number, 11 digit IFS Code and the nature of account) online with Link Intime India Pvt. Ltd. on its website (at https://www.linkintime.co.in/) along with the copy of the signed request letter mentioning the name and address of the Shareholder, scanned copy of the Share Certificate (front and back), self-attested copy of the PAN Card, and self-attested copy of any document (eg.: Driving License, Election Identity Card,

37th ANNUAL REPORT 2020-21

Passport) in support of the address of the Shareholder along with a copy of latest cancelled cheque with the Shareholder’s name. Shareholders holding shares in electronic mode are requested to register their Bank details with the relevant Depository Participant.

SEBI has mandated those securities of listed companies can be transferred only in dematerialized form from April 01, 2020, except in case of transmission and transposition of securities. In view of the same and to avail various benefits of dematerialization, Shareholders are advised to dematerialize shares held by them in physical form and for ease in portfolio management. Shareholders can contact the Company or Link Intime India Pvt. Ltd. for assistance in this regard. Shareholders holding shares in more than one folio in the same name(s) are requested to send the details of their folios along with share certificates so as to enable the Company to consolidate their holding into one folio.
The Board of Directors have appointed Mr. Anand Mukherjee (Membership No. ACS A40485) Partner of M/s. AVS & Associates, Practicing Company Secretaries as the Scrutinizer to scrutinize the votes cast through the e-voting system at the meeting and remote e-voting process in a fair and transparent manner.
The Scrutinizer shall submit his report to the Chairman of the Meeting or any person authorized by him within 48 hours of the conclusion of the AGM. The Results declared along with the report of Scrutinizer shall be placed on the website of the Company www.jetking.com and on website of NSDL immediately after declaration of results by the Chairman or person authorized by him in this behalf. The Company shall simultaneously forward the results to BSE Limited, where the shares of the Company are listed.
The Members, whose names appear in the Register of Members / list of Beneficial Owners as on Wednesday, 22nd September, 2021 (“Cut-off date”), are entitled to avail the facility of remote e-voting as well as e-voting system as on the date of the AGM. Any recipient of the Notice, who has no voting rights as on the Cut-off date, shall treat this Notice as intimation only.
A person who has acquired the shares and has become a member of the Company after the dispatch of the Notice of the AGM and prior to the Cut-off date i.e. 22nd September, 2021 shall be entitled to exercise his/her vote either electronically i.e. remote e-voting or e-voting system on the date of the AGM by following the procedure mentioned below.
5.00 p.m. on Tuesday, 28th September 2021. In addition, the Members attending the AGM who have not cast their vote by remote e-voting shall be eligible for e-voting at the AGM. The Members desiring to vote through remote e-voting are requested to refer to the detailed procedure given hereinafter.
The Register of Directors and Key Managerial Personnel and their Shareholding maintained under Section 170 of the Companies Act, the Register of Contracts or Arrangements in which Directors are interested maintained under Section 189 of Companies Act, and all other documents referred to in the Annual Report, will be available in electronic mode. Members can inspect the same by sending an email to www.jetking.com.

Instructions to members for Remote E-voting:

THE INSTRUCTIONS FOR MEMBERS FOR REMOTE E-VOTING AND JOINING GENERAL MEETING ARE AS UNDER:-

The remote e-voting period begins on Sunday, 26th September, 2021 at 09:00 A.M. and ends on Tuesday, 28th September, 2021 at 05:00 P.M. The remote e-voting module shall be disabled by NSDL for voting thereafter. The Members, whose names appear in the Register of Members / Beneficial Owners as on the record date (cut-off date) i.e. 22nd September, 2021 may cast their vote electronically. The voting right of shareholders shall be in proportion to their share in the paid-up equity share capital of the Company as on the cut-off date, being 22nd September 2021.

37th ANNUAL REPORT 2020-21

How do I vote electronically using NSDL e-Voting system?

The way to vote electronically on NSDL e-Voting system consists of “Two Steps” which are mentioned below:

- Step 1: Access to NSDL e Voting system

A) Login method for e-Voting and joining virtual meeting for Individual shareholders holding securities in demat mode

In terms of SEBI circular dated December 9, 2020 on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are advised to update their mobile number and email Id in their demat accounts in order to access e-Voting facility.

Type of shareholders	Login Method	Login Method
Individual Shareholders holding securities in demat mode with NSDL.	3. 2. 4. 1.	Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://www.evoting.nsdl.com/ either on a Personal Computer or on a mobile. Once the home page of e-Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/Member’ section. A new screen will open. You will have to enter your User ID (i.e. your sixteen digit demat account number hold with NSDL), Password/OTP and a Verification Code as shown on the screen. After successful authentication, you will be redirected to NSDL Depository site wherein you can see e-Voting page. Click on company name ore-Voting service provider i.e. NSDLand you will be redirected to e-Voting website of NSDL for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting. If you are not registered for IDeAS e-Services, option to register is available at https://eservices.nsdl.com. Select“Register Online for IDeAS Portal”or click at https://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp Shareholders/Members can also download NSDL Mobile App“NSDL Speede”facility by scanning the QR code mentioned below for seamless voting experience. ExistingIDeASuser can visit the e-Services website of NSDL Viz. https://eservices.nsdl.com either on a Personal Computer or on a mobile. On the e-Services home page click on the “Beneficial Owner”icon under“Login”which is available under‘IDeAS’section , this will prompt you to enter your existing User ID and Password. After successful authentication, you will be able to see e-Voting services under Value added services. Click on“Access to e- Voting”under e-Voting services and you will be able to see e-Voting page. Click on company name ore-Voting service provider i.e. NSDLand you will be re-directed to e-Voting website of NSDL for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting.

37th ANNUAL REPORT 2020-21

Individual Shareholders holding securities in demat mode with CDSL	2. 3. 1. 4.	After successful login of Easi/Easiest the user will be also able to see the E Voting Menu. The Menu will have links ofe-Voting service provider i.e. NSDL.Click onNSDLto cast your vote. If the user is not registered for Easi/Easiest, option to register is available at https://web.cdslindia.com/myeasi/Registration/EasiRegistration Existing users who have opted for Easi / Easiest, they can login through their user id and password. Option will be made available to reach e-Voting page without any further authentication. The URL for users to login to Easi / Easiest are https://web.cdslindia.com/myeasi/home/login or www.cdslindia.comand click on New System Myeasi. Alternatively, the user can directly access e-Voting page by providing demat Account Number and PAN No. from a link inwww.cdslindia.comhome page. The system will authenticate the user by sending OTP on registered Mobile & Email as recorded in the demat Account. After successful authentication, user will be provided links for the respective ESP i.e.NSDLwhere the e-Voting is in progress.
Individual Shareholders (holding securities in demat mode) login through their depository participants	You can also login using the login credentials of your demat account through your Depository Participant registered with NSDL/CDSL for e-Voting facility. upon logging in, you will be able to see e-Voting option. Click on e-Voting option, you will be redirected to NSDL/CDSL Depository site after successful authentication, wherein you can see e-Voting feature. Click on company name or e-Voting service provider i.e. NSDL and you will be redirected to e-Voting website of NSDL for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting.

Important note: Members who are unable to retrieve User ID/ Password are advised to use Forget User ID and Forget Password option available at abovementioned website.

Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to login through Depository i.e. NSDL and CDSL.

Login type	Helpdesk details
Individual Shareholders	Members facing any technical issue in login can contact NSDL helpdesk by sending a
holding securities in demat	request at [email protected] or call at toll free no.: 1800 1020 990 and 1800 22
mode with NSDL	44 30
Individual Shareholders	Members facing any technical issue in login can contact CDSL helpdesk by sending a
holding securities in demat	request at [email protected] or contact at 022- 23058738 or 022-
mode with CDSL	23058542-43

B) Login Method for e-Voting and joining virtual meeting for shareholders other than Individual shareholders holding securities in demat mode and shareholders holding securities in physical mode.

How to Log-in to NSDL e-Voting website?

Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://www.evoting.nsdl.com/ either on a Personal Computer or on a mobile.
Once the home page of e-Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/Member’ section.
A new screen will open. You will have to enter your User ID, your Password/OTP and a Verification Code as shown on the screen.

37th ANNUAL REPORT 2020-21

Alternatively, if you are registered for NSDL eservices i.e. IDEAS, you can log-in at https://eservices.nsdl.com/ with your existing IDEAS login. Once you log-in to NSDL eservices after using your log-in credentials, click on e- Voting and you can proceed to Step 2 i.e. Cast your vote electronically.

Your User ID details are given below :

Your User ID details are given below :
Manner of holding shares i.e. Demat (NSDL or CDSL) or Physical	Your User ID is:
a) For Members who hold shares in demat account with NSDL.	8 Character DP ID followed by 8 Digit Client ID For example if your DP ID is IN300 and Client ID is 12 then your user ID is IN30012**.
b) For Members who hold shares in demat account with CDSL.	16 Digit Beneficiary ID For example if your Beneficiary ID is 12 then your user ID is 12
c) For Members holding shares in Physical Form.	EVEN Number followed by Folio Number registered with the company For example if folio number is 001 and EVEN is 101456 then user ID is 101456001

Password details for shareholders other than Individual shareholders are given below:
a) If you are already registered for e-Voting, then you can user your existing password to login and cast your vote.
b) If you are using NSDL e-Voting system for the first time, you will need to retrieve the ‘initial password’ which was communicated to you. Once you retrieve your ‘initial password’, you need to enter the ‘initial password’ and the system will force you to change your password.
c) How to retrieve your ‘initial password’?
- (i) If your email ID is registered in your demat account or with the company, your ‘initial password’ is communicated to you on your email ID. Trace the email sent to you from NSDL from your mailbox. Open the email and open the attachment i.e. a .pdf file. Open the .pdf file. The password to open the .pdf file is your 8 digit client ID for NSDL account, last 8 digits of client ID for CDSL account or folio number for shares held in physical form. The .pdf file contains your ‘User ID’ and your ‘initial password’.
- (ii) If your email ID is not registered, please follow steps mentioned below in process for those shareholders whose email ids are not registered.
If you are unable to retrieve or have not received the “ Initial password” or have forgotten your password:
a) Click on “Forgot User Details/Password?”(If you are holding shares in your demat account with NSDL or CDSL) option available on www.evoting.nsdl.com.
b) “Physical User Reset Password?” (If you are holding shares in physical mode) option available on www.evoting.nsdl.com.
c) If you are still unable to get the password by aforesaid two options, you can send a request at [email protected] mentioning your demat account number/folio number, your PAN, your name and your registered address etc.
d) Members can also use the OTP (One Time Password) based login for casting the votes on the e-Voting system of NSDL.
After entering your password, tick on Agree to “Terms and Conditions” by selecting on the check box.
Now, you will have to click on “Login” button.
After you click on the “Login” button, Home page of e-Voting will open.

37th ANNUAL REPORT 2020-21

Step 2: Cast your vote electronically and join General Meeting on NSDL e-Voting system.

How to cast your vote electronically and join General Meeting on NSDL e-Voting system?

After successful login at Step 1, you will be able to see all the companies “EVEN” in which you are holding shares and whose voting cycle and General Meeting is in active status.
Select “EVEN” of company for which you wish to cast your vote during the remote e-Voting period and casting your vote during the General Meeting. For joining virtual meeting, you need to click on “VC/OAVM” link placed under “Join General Meeting”.
Now you are ready for e-Voting as the Voting page opens.
Cast your vote by selecting appropriate options i.e. assent or dissent, verify/modify the number of shares for which you wish to cast your vote and click on “Submit” and also “Confirm” when prompted.
Upon confirmation, the message “Vote cast successfully” will be displayed.
You can also take the printout of the votes cast by you by clicking on the print option on the confirmation page. 7. Once you confirm your vote on the resolution, you will not be allowed to modify your vote.

General Guidelines for shareholders

Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) are required to send scanned copy (PDF/JPG Format) of the relevant Board Resolution/ Authority letter etc. with attested specimen signature of the duly authorized signatory(ies) who are authorized to vote, to the Scrutinizer by e-mail to [email protected] with a copy marked to [email protected].
It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential. Login to the e-voting website will be disabled upon five unsuccessful attempts to key in the correct password. In such an event, you will need to go through the “Forgot User Details/Password?” or “Physical User Reset Password?” option available on www.evoting.nsdl.com to reset the password.
In case of any queries, you may refer the Frequently Asked Questions (FAQs) for Shareholders and e-voting user manual for Shareholders available at the download section of www.evoting.nsdl.com or call on toll free no.: 1800 1020 990 and 1800 22 44 30 or send a request to Sagar Ghosalkar at [email protected]

Process for those shareholders whose email ids are not registered with the depositories for procuring user id and password and registration of e mail ids for e-voting for the resolutions set out in this notice:

In case shares are held in physical mode please provide Folio No., Name of shareholder, scanned copy of the share certificate (front and back), PAN (self-attested scanned copy of PAN card), AADHAR (self-attested scanned copy of Aadhar Card) by email to [email protected].
In case shares are held in demat mode, please provide DPID-CLID (16 digit DPID + CLID or 16 digit beneficiary ID), Name, client master or copy of Consolidated Account statement, PAN (self attested scanned copy of PAN card), AADHAR (self-attested scanned copy of Aadhar Card) to [email protected]. If you are an Individual shareholders holding securities in demat mode, you are requested to refer to the login method explained at step 1 (A) i.e. Login method for e-Voting and joining virtual meeting for Individual shareholders holding securities in demat mode.
Alternatively shareholder/members may send a request to [email protected] for procuring user id and password for e-voting by providing above mentioned documents.
In terms of SEBI circular dated December 9, 2020 on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are required to update their mobile number and email ID correctly in their demat account in order to access e-Voting facility.

37th ANNUAL REPORT 2020-21

Any person holding shares in physical form and non-individual shareholders, who acquires shares of the Company and becomes member of the Company after the notice is send through e-mail and holding shares as of the cut-off date i.e. 22nd September, 2021 may obtain the login ID and password by sending a request at [email protected] or Issuer/RTA. However, if you are already registered with NSDL for remote e-voting, then you can use your existing user ID and password for casting your vote. If you forgot your password, you can reset your password by using "Forgot User Details/Password" or "Physical User Reset Password" option available on www.evoting.nsdl.com or call on toll free no. 1800 1020 990 and 1800 22 44 30 . In case of Individual Shareholders holding securities in demat mode who acquires shares of the Company and becomes a Member of the Company after sending of the Notice and holding shares as of the cut-off date i.e. 22nd September, 2021 may follow steps mentioned in the Notice of the AGM under "Access to NSDL e-Voting system".

THE INSTRUCTIONS FOR MEMBERS FOR e-VOTING ON THE DAY OF THE EGM/AGM ARE AS UNDER:-

The procedure for e-Voting on the day of the AGM is same as the instructions mentioned above for remote e-voting;
Only those Members/ shareholders, who will be present in the AGM through VC/OAVM facility and have not casted their vote on the Resolutions through remote e-Voting and are otherwise not barred from doing so, shall be eligible to vote through e-Voting system in the AGM;
Members who have voted through Remote e-Voting will be eligible to attend the AGM. However, they will not be eligible to vote at the AGM;
The details of the person who may be contacted for any grievances connected with the facility for e-Voting on the day of the AGM shall be the same person mentioned for Remote e-voting.

INSTRUCTIONS FOR MEMBERS FOR ATTENDING THE EGM/AGM THROUGH VC/OAVM ARE AS UNDER:

Member will be provided with a facility to attend the AGM through VC/OAVM through the NSDL e-Voting system. Members may access by following the steps mentioned above for Access to NSDL e-Voting system. After successful login, you can see link of “VC/OAVM link” placed under “Join General meeting” menu against company name. You are requested to click on VC/OAVM link placed under Join General Meeting menu. The link for VC/OAVM will be available in Shareholder/Member login where the EVEN of Company will be displayed. Please note that the members who do not have the User ID and Password for e-Voting or have forgotten the User ID and Password may retrieve the same by following the remote e-Voting instructions mentioned in the notice to avoid last minute rush.
Members are encouraged to join the Meeting through Laptops for better experience.
Further Members will be required to allow Camera and use Internet with a good speed to avoid any disturbance during the meeting.
Please note that Participants Connecting from Mobile Devices or Tablets or through Laptop connecting via Mobile Hotspot may experience Audio/Video loss due to Fluctuation in their respective network. It is therefore recommended to use Stable Wi-Fi or LAN Connection to mitigate any kind of aforesaid glitches.
Shareholders who would like to express their views/ask questions during the meeting may register themselves as a speaker by sending their request in advance at least 7 days prior to meeting mentioning their name, demat account number/folio number, email id, mobile number at [email protected]. The shareholders who do not wish to speak during the AGM but have queries may send their queries in advance 7 days prior to meeting mentioning their name, demat account number/ folio number, email id, mobile number at [email protected]. These queries will be replied to by the company suitably by email.
Those shareholders who have registered themselves as a speaker will only be allowed to express their views/ask questions during the meeting.
Only those shareholders, who are present in the AGM through VC/OAVM facility and have not casted their vote on the Resolutions through remote e-Voting and are otherwise not barred from doing so, shall be eligible to vote through e-Voting system available during the AGM.

37th ANNUAL REPORT 2020-21

Explanatory Statement pursuant to Section 102 of the Companies Act, 2013

Item No.4:

Pursuant to Section 161 of the Companies Act, 2013 and rules made thereunder, Mr. Siddarth Suresh Bharwani (DIN: 02020370) has been appointed as an Additional Executive and Whole time Director of the Company by the Board of Directors and whose term expires at the ensuing Annual General Meeting of the Company.

Further, Mr. Siddarth Bharwani is not disqualified from being appointed as Director in terms of Section 164 of Companies Act, 2013 and member proposing his candidature for the office of the Director in terms of Section 160 of Companies Act, 2013 and he has given his consent to act as Director along with confirmation that he is not debarred from holding the office of Director pursuant to any SEBI order or any other such authority. Accordingly, the Board recommends the resolution in relation to appointment of Mr. Siddarth Bharwani as a Director, liable to retire by rotation.

The Members are further informed that, Mr. Siddarth Bharwani is having 12 years of rich experience in management of 150+franchise centers of Jetking across the country w.r.t planning and executing sales and marketing to creating center of excellence. He is also dealing in strategic accounts management, investment management and business planning of the company. Considering his rich and varied experience, the Board of Directors of the Company also approved his appointment as Whole-Time Director of the Company for the period of three years with effect from 01st July, 2021 to 30th June, 2024, liable to retire by rotation, subject to approval of shareholders of the Company on such terms and conditions including remuneration mentioned in the notice.

Pursuant to provisions of Section 196, 197, 198, 203 and read with Schedule V to the extent applicable and all other applicable provisions along with rules made there under, if any, of the Companies Act, 2013 (including any statutory modification or re-enactment thereof for the time being in force), the proposed appointment requires approval of members of the Company in form of Special Resolution. Hence, the members are requested to pass the Special Resolution accordingly.

Except Mr. Siddarth Bharwani, Mr. Suresh Bharwani, Mr. Harsh Bharwani and Mr. Nandu Bharwani, Directors of the Company and to the extent their collective shareholding in the Company, none of the Directors and/or Key Managerial Personnel or their relatives, are interested or concerned in the resolution.

The Board recommends the Special Resolution set out at Item No. 4 of the accompanying Notice in the interests of the Company.

This Explanatory Statement together with the brief profile of Mr. Siddarth Bharwani provided elsewhere in the notice of AGM may also be regarded as a disclosure under Regulation 36 (3) of the Listing Regulations and Secretarial Standard on General Meetings (‘SS-2’) of Institute of Company Secretaries of India (“ICSI”).

Item no. 5:

The Members are informed that, Mr. Suresh Bharwani (DIN: 00667104) has resigned and relieved from his duties and responsibilities as Managing Director of the Company with effect from 30th June, 2021. During his entire tenure, he has added greatly and immensely to the value of the Company. Also Mr. Suresh Bharwani possesses a strong educational background like;

Attended 3 Years Owner President Management (OPM) At Harvard Business School
Executive development programme from IIM, Ahmedabad
Bachelor of Commerce, May 1974 Sydenham College of Commerce and Economics

Further, he is the major contributor for the success and desired results of the Company. Keeping in view his vast experience, role and responsibilities, leadership capabilities, and contribution in the performance of the Company, the Board of Directors has approved his appointment as Chairman & Non-Executive Director of the Company for the period of three years with effect from 01st July, 2021 to 30th June, 2024, liable to retire by rotation.

37th ANNUAL REPORT 2020-21

Further, Mr. Suresh Bharwani is not disqualified from being appointed as Director in terms of Section 164 of Companies Act, 2013 and member proposing his candidature for the office of the Director in terms of Section 160 of Companies Act, 2013 and he has given his consent to act as Director along with confirmation that he is not debarred from holding the office of Director pursuant to any SEBI order or any other such authority. Accordingly, the Board recommends the resolution in relation to appointment of Mr. Suresh Bharwani as a Chairman & Non-Executive Director, liable to retire by rotation, subject to approval of shareholders of the Company on such terms and conditions including remuneration mentioned in the notice.

Pursuant to provisions of Section 152, 160, 197, 198 and read with Schedule V to the extent applicable and all other applicable provisions along with rules made there under, if any, of the Companies Act, 2013 (including any statutory modification or re-enactment thereof for the time being in force), the proposed appointment requires approval of members of the Company in form of Special Resolution. Hence, the members are requested to pass the Special Resolution accordingly.

Except Mr. Suresh Bharwani, Mr. Siddarth Bharwani, Mr. Harsh Bharwani and Mr. Nandu Bharwani, Directors of the Company and to the extent their collective shareholding in the Company, none of the Directors and/or Key Managerial Personnel or their relatives, are interested or concerned in the resolution.

The Board recommends the Special Resolution set out at Item No. 5 of the accompanying Notice in the interests of the Company.

This Explanatory Statement together with the brief profile of Mr. Suresh Bharwani provided elsewhere in the notice of AGM may also be regarded as a disclosure under Regulation 36 (3) of the Listing Regulations and Secretarial Standard on General Meetings (‘SS-2’) of Institute of Company Secretaries of India (“ICSI”).

Item no. 6:

The Members are informed that, Mr. Nandu Bharwani (DIN: 00618386) has resigned and relieved from his duties and responsibilities as Joint Managing Director & CFO of the Company with effect from 30th June, 2021. During his entire tenure, he has added greatly and immensely to the value of the Company. Also, Mr. Nandu Bharwani possesses a strong educational background like;

Bachelor of Commerce
Management Course IIM, Ahmedabad

Further, he is the major contributor for the success and desired results of the Company. Keeping in view his rich experience, role and responsibilities and contribution in the performance of the Company, the Board of Directors has approved his appointment as Vice Chairman & Non-Executive Director of the Company for the period of three years with effect from 01st July, 2021 to 30th June, 2024, liable to retire by rotation.

Further, Mr. Nandu Bharwani is not disqualified from being appointed as Director in terms of Section 164 of Companies Act, 2013 and member proposing his candidature for the office of the Director in terms of Section 160 of Companies Act, 2013 and he has given his consent to act as Director along with confirmation that he is not debarred from holding the office of Director pursuant to any SEBI order or any other such authority. Accordingly, the Board recommends the resolution in relation to appointment of Mr. Nandu Bharwani as a Vice Chairman & Non-Executive Director, liable to retire by rotation, subject to approval of shareholders of the Company on such terms and conditions including remuneration mentioned in the notice.

37th ANNUAL REPORT 2020-21

Except Mr. Nandu Bharwani, Mr. Siddarth Bharwani, Mr. Harsh Bharwani and Mr. Suresh Bharwani, Directors of the Company and to the extent their collective shareholding in the Company, none of the Directors and/or Key Managerial Personnel or their relatives, are interested or concerned in the resolution.

The Board recommends the Special Resolution set out at Item No. 6 of the accompanying Notice in the interests of the Company.

This Explanatory Statement together with the brief profile of Mr. Nandu Bharwani provided elsewhere in the notice of AGM may also be regarded as a disclosure under Regulation 36 (3) of the Listing Regulations and Secretarial Standard on General Meetings (‘SS-2’) of Institute of Company Secretaries of India (“ICSI”).

Item no. 7:

The Members are informed that, Mr. Suresh Bharwani was re-appointed as the Managing Director of the Company by the Board of Directors at their meeting held on 09th February, 2021 for the period of three years with effect from 25th February, 2021 to 24th February, 2024. However, he has resigned and relieved from his duties and responsibilities as Managing Director of the Company with effect from 30th June, 2021. Considering his involvement in day to day affairs and business operations of the Company, the Nomination and Remuneration Committee & Audit Committee has recommended and the Board has approved the payment of remuneration on proportionate basis of Rs.83,00,000/(Rupees Eighty Three Lakhs Only) per annum for the period from April 1, 2021 to June 30, 2021 to Mr. Suresh Bharwani, Former Managing Director of the Company.

Pursuant to provisions of Section 197, 198 and read with Schedule V to the extent applicable and all other applicable provisions along with rules made there under, if any, of the Companies Act, 2013 (including any statutory modification or re-enactment thereof for the time being in force), payment of remuneration to Mr. Suresh Bharwani requires approval of members of the Company in form of Special Resolution. Hence, the Board recommends the Special Resolution set out at Item No. 7 of the accompanying Notice in the interests of the Company.

Item no. 8:

The Members are informed that, Mr. Nandu Bharwani was re-appointed as the Joint Managing Director of the Company by the Board of Directors at their meeting held on 09th February, 2021 for the period of three years with effect from 25th February, 2021 to 24th February, 2024. However, he has resigned and relieved from his duties and responsibilities as Joint Managing Director & CFO of the Company with effect from 30th June, 2021. Considering his involvement in day to day affairs and business operations of the Company, the Nomination and Remuneration Committee & Audit Committee has recommended and the Board has approved the payment of remuneration on proportionate basis of Rs.83,00,000/- (Rupees Eighty Three Lakhs Only) per annum for the period from April 1, 2021 to June 30, 2021 to Mr. Nandu Bharwani, Former Joint Managing Director & CFO of the Company.

Pursuant to provisions of Section 197, 198 and read with Schedule V to the extent applicable and all other applicable provisions along with rules made there under, if any, of the Companies Act, 2013 (including any statutory modification or re-enactment thereof for the time being in force), payment of remuneration to Mr. Nandu Bharwani requires approval of members of the Company in form of Special Resolution. Hence, the Board recommends the Special Resolution set out at Item No. 8 of the accompanying Notice in the interests of the Company.

37th ANNUAL REPORT 2020-21

Details of the Directors seeking Appointment /Re-appointment at the Annual General Meeting as required under Regulation 36(3) of SEBI (LODR) Regulations 2015 and applicable provisions of Secretarial Standard – 2):

==> picture [132 x 69] intentionally omitted <==

==> picture [81 x 39] intentionally omitted <==

==> picture [73 x 64] intentionally omitted <==

7,336 equity shares

37th ANNUAL REPORT 2020-21

Particulars	Harsh Bharwani	Nandu Bharwani
Director Identification Number	02020253	00618386
Date of Birth	07/03/1982	19/03/1955
Work Experience in functional area	More than 18 years	43 years
Qualification	Bachelor of Commerce	a. Bachelor of Commerce b. Management Course, IIM Ahmedabad
Terms and Condition of Appointment & Last Remuneration	Additional Whole Time Director w.e.f 31st August, 2020 and designation changed to Whole Time Director w.e.f 29th September, 2020 Last Director Remuneration Drawn – Rs. 8,37,110/-	As Vice Chairman & Non- Executive Director for 3 years Last Remuneration Drawn: Rs. 69,29,000/-
Remuneration sought to be paid, in case appointment is approved	As approved at the AGM held on th 29 September, 2020	As set out in the resolution for item no. 6
Directorship in other Companies including Listed Company	Is a Director in two private companies	Is a Director in one unlisted Company
Membership of Committees Of other Companies including Listed Company (Audit Committee/Nomination Remuneration Committee/ Stakeholders Relationship Committee)	Nil	Nil
No. of Shares held in the Company	1,14,046 equity shares	Nil
Date of Appointment on the Board	31stAugust 2020	05thJanuary, 1984
Relationship with other Director, Manager & KMP	Relative of Mr. Suresh Bharwani, Mr. Nandu Bharwani and Mr. Siddarth Bharwani	Relative of Mr. Suresh Bharwani, Mr. Harsh Bharwani and Mr. Siddarth Bharwani
Board Meeting Attended (F.Y. 2020 -21)	3	5

37th ANNUAL REPORT 2020-21

Disclosure as required under Schedule V of the Companies Act, 2013 is given as under:

I. General information

Nature of industry	Highereducation,technical &vocationaleducation
Date or expected date of commencement of commercialproduction:	The Company is in service industry since incorporation
In case of new companies, expected date of commencement of activities as per project approved by nancial institutions appearing in the prospectus	Not applicable

Standalone financial Performance:

(Amt in Rs Lakhs)

			(Amt in Rs Lakhs)
Particulars	F.Y 2018-19	F. Y 2019 -20	F.Y 2020-21
Total income from operations (Net)	2,292.87	1,955.54	1,472.08
Totalexpenses	2,510.53	2,690.58	1,471.81
Prot/Loss beforetax	(217.66)	(735.05)	0.27
Prot/Loss after tax	(115.73)	(619.99)	(12.46)

Consolidated financial performance

Particulars	F.Y 2018-19	F. Y 2019 -20	F.Y 2020-21
Total income from operations (Net)	2,339.58	2,064.29	1,538.08
Totalexpenses	2,558.00	2,886.76	1,516.76
Prot/Loss beforetax	(218.42)	(822.47)	21.32
Prot/Loss after tax	(116.28)	(707.53)	5.35

Foreign investments or collaborations, if any: There is no direct foreign investment in the Company except to the extent shares held by Non-Resident acquired through secondary market. There is no foreign collaboration in the Company

II. Information about the appointee:

Particulars	Mr.Siddarth Bharwani	Mr.Suresh Bharwani	Mr. NanduBharwani
Background details	Mr. Siddarth Bharwani been has been associate with the Company as an employee at various senior designations from time to time since 2011.	Mr. Suresh Bharwani has been associated with the Company on its Board of Directors since its incorporation.	Mr. Nandu Bharwani has been associated with the Company on its Board of Directors neatly since its incorporation.
Remuneration / sitting fees received in FY 2020-21 (Rs In Lakhs)	Not applicable as not a Director on Board in 2020-21.	Rs. 69,29,000/-	Rs. 69,29,000/-
Recognition or awards	Launched Influencer Marketing category for digital marketing generating close to 10 Million impressions across channels.	Pike’s Peak Award 2007 by the Bob Pike Group, an International Performance Solutions Orgnazation and Pioneers of Creative Training Techniques.	Excellence Award by Tax Law Educare Society in 2009. Corporate Excellence Award by Lokmat Group.

37th ANNUAL REPORT 2020-21

	Integrated Facebook and Youtube for more than 150 BusinessPartners.
Job profile and his suitability	Mr. Siddarth Bharwani shall be responsible for the day operation and managing the affairs of the Company under the superintendence, guidance and control of the Board.	Mr. Suresh Bharwani shall be helpful to reach us towards better results of the Company in the form of good corporate governance, better directions and suggestions whenever required.	Mr. Nandu Bharwani shall be helpful to reach us towards better results of the Company in form of good corporate governance, better directions and suggestions whenever required.
Remunerationproposed	As mentioned in Notice	As mentioned in Notice	As mentioned in Notice
Pecuniary relationship directly or indirectly with the company, or relationship with the managerial personnel,ifany	Relative of Mr. Suresh Bharwani, Mr. Nandu Bharwani, and Mr. Harsh Bharwani.	Relative of Mr. Nandu Bharwani, Mr. Harsh Bharwani and Mr. Siddarth Bharwani.	Relative of Mr. Suresh Bharwani, Mr. Harsh Bharwani and Mr. Siddarth Bharwani.

Comparative remuneration profile with respect to industry, size of the company, profile of the position and person: Taking in to size of the Company, industry benchmark in general, prole, position the proposed remuneration is in line with the current remuneration structure of industry.

III Other information:

Reasons of loss or inadequate profits, Steps taken or proposed to be taken for improvement and expected increase in productivity and profits in measurable terms: The Company has taken all out measures to reduce costs as well as improve operational efciency and the Company undertakes constant measures to improve it. However, the global economic environment is highly unpredictable as the duration and the impact of unprecedented COVID-19 pandemic and in near future also. So it is difcult to predict prots in measurable terms.

V. Disclosures: Remuneration package of the appointees is fully described in the Explanatory Statement as stated above. The requisite details of remuneration etc., of Directors are included in the Corporate Governance Report forming part of the Annual Report of Financial year 2020-21 of the Company.

Registered Office: Jetking Infotrain Limited 401, Bussa Udyog Bhavan, Tokersi Jivraj Road, Sewri (W), Mumbai - 400 015

Place: Mumbai Date: 06thAugust, 2021

By Order of the Board For Jetking Infotrain Limited

Sd/- Suresh Bharwani Chairman & Director DIN: 00667104

37th ANNUAL REPORT 2020-21

Management Discussion and Analysis

A. Industry structure, Development and Outlook:

Change is the only constant in life. It remains true in regard to the technology landscape, the demand-supply position in any given economy and in the way people live and work and grow. With globalization, technology, learning and job-market dynamics have witnessed many changes. This has greatly contributed to the process, medium and manner of learning. More than skill, application of skill have become important. Thereby, the importance of vocational training which not only empower, but also enable.

If economic growth is linked directly to the level and availability of skilled manpower. Then, application-oriented and practical-centric vocational skill need to be further, thereby enabling more jobs and in tandem- economic growth of a country. India has always been regarded as the “service capital” of the world. Now is the moment to transform to the “skills capital” of the world. This is only possible if skill-based learning is proliferated to be both - immersive and inclusive. Making convenience of learning prime – anytime and anywhere.

The pandemic defined and defined not only education, but also the manner in which education delivery would happen. There are lessons to be learnt from the pandemic. Change was certain. It was not when, but how fast the transformation would be.

As the pandemic effect increased in magnitude, more and more services, including education and educational institutions began to understand the truth of the adage, “Shape-up or ship-out”. Adaptability, agility and deployment were the key words to very existence. The “brick-and-mortar” ecosystem was fast transforming into the online education space.

The job definition, scape and scope is changing. It would change further. Skills that mattered now, would over a period of time be redundant. Skills that got you jobs today, would fall short of the market demand and jobdefinitions being created by new age technologies like IoT, Data Science and AI.

As new domains and sectors emerge, new job-roles would be defined, which would require and emphasize very highly on creativity, data handling and analytical skills, in addition to the power to communicate well. These would define the basis on which jobs, business logic and career progression would depend.

As industry and its applications were hitching itself to a data-driven, automated and intelligent avatar, the lessons were there to be picked-up and learnt. “If there was a time to see the reality of the saying “Time favors the prepared mind”. It was now. As Industry 4.0 changes and transformation set itself in motion. Students and youth needed to be trained on technology of not only tomorrow, but also for the day after.

B. Key Trends:

With advent of technology and increase in career options, the youth follow and chase more aspirational career and technology engagement. Both - formal graduation and post-graduation studies, now come laced with advanced and aspirational technologies.

As India changed gears from one technology frontier to the next. Startups and entrepreneurs and business houses started adopting new-age technologies, as a tool for both survival, being cost-relevant and disrupt. Case in point are disruptions like Netflix, Amazon, Uber and Swiggy, amongst others. Technologies like cyber security, IoT, Digital Marketing, ML and AI;
Personalised courses with flexible completion timing, delivered online will not only be convenient, but also lead to market-capitalising, as it makes technology now available to a segment, who had to shift location and increase cost for learning the technology:

37th ANNUAL REPORT 2020-21

Loyalty programs enabler for life-long learning
Hybrid learning models trending.
Based on the above insights, Jetking has made changes in both its product offerings and mode off delivery. Online delivery by SMEs for both certification and career courses (in the domain of cyber security, Cloud & IoT and Digital Marketing);
The change and availability of technology with the advent of time, has led to the proliferation of a slew of ed-tech companies, which deliver cutting-edge technology training in either pure online or hybrid mode, as per convenience, safety aspect, time-saving and demand of the customer.

This year we are consolidating and working towards adding more technologies. Collaboration in offer top-of-theline technologies in cybersecurity and blockchain. Adding emphasis on student employability through mocks, regular trainings and feedback for higher customer WOM, are some of the steps in these lines

In addition, Jetking University partnership is helping in designing for offer and market more university graduation programs, get into higher-gear as more technologies in Industry 4.0 get added (both in the grad and the postgrad segment). Through University curriculum mapping and embedding, better offerings are initiated to be delivered, thereby helping in higher market capitalization.

C. Geographical Expansion:

University tie-ups for student training with Industry 4.0 technologies as an original strategy was deployed in the lockdown phase and got traction from the customer and led to revenue growth in an absolutely new business engagement. With the modest beginning, more new formal graduation and post-graduation technology programs, centric on Industry 4.0 are being developed for offer in 2021. We plan to improve our footprint by collaborations rather than invest heavily in capital intense centers.

D. System and Process:

Focus for the coming few years will be on the following avenues.

Digital Content:

Digitized content available on the LMS, offered to students for better preparation, involving pre-sees (selfprepare to create base), scenarios (depicting how real life situations unfurl and how to effectively provide solutions in these situation) and videos/simulations (practical with multiple practice which help students master a technology implementation)
Easy and simple access to Content
New age Web and Mobile interface for millennial
Adding and refining SEO capability in the website
Refining chatbot functionality for better customer traction
Integration of Social Media functionality into the CRM for better lead management
Content deployment in the LMS along with online Examination capability
Soft skills with focus on employability through expert teachers providing lectures, conducting mocks and assessments, making students speak and present to gather self-confidence and public-speaking capabilities.

New Initiatives:

Product: Formal programs in IMS and Digital Marketing, with Cyber security, Data Science and Blockchain career course and formal programs on the pipeline
SLP-4.0: The training methodology deployed for online class conduction
JQA.6.0: The new Quality Audit initiative

37th ANNUAL REPORT 2020-21

FCT, FAT & EAT: Testing and capability development with proof of proficiency, so that the trainers are enabled, certified and then get into class conduction
Sales, Product Viva: Daily engagement with centres for sales, social media and product trainings with role-plays and scenarios. This would lead to better capability building and resulting in higher conversion
• New System Integration: CRM-ERP-LMS as an integrated solution
HRMS: Implementing a full-fledged HRMS solution for internal employee management, seamless tracking on tasks and assignments and payroll processing
AWS: Cloud as an enabler and platform

E. Opportunities, Threats, Risks/Concerns:

Opportunities:

a) Government focus on Skill Building through various schemes
b) Corporate Training on technology bucket developed
c) TG connect on the strength of the new product line
d) Hybrid/pure-online training mode catering to delivery in the new normal
e) Expand in other geographies with new and trending technologies like Data Science, IOT, Cyber security, Cloud and Digital Marketing
f) Low competition in the market, with NIIT shutting retail business and most competitors not able to showcase neither engagement nor performance
g) New TG connect with aspirational technology offering

Threats:

a. Rapid changes in technology
b. Over-crowding in “high-end technology” offering segment
c. Franchisees have multi businesses and operating a Jetking centre is just one of them
d. Timeshare & mindshare of Business Partners is in doubt
e. Rampant discounting by competition
f. Loss of franchise outlet effecting/disrupting student services
g. Students regarding English & employability as expendables
h. Lesser competition also leads to low visibility and “market noise” are threats which the Company is subject to.

Risks:

The Risks that the Company is exposed to and the measures taken by the company to overcome those risks are given under a separate heading in the Board’s report.

F. Product Wise Performance:

Career courses:

Jetking Diploma in network administration (JKDNA): The JKDNA course of 600 hours contributed to about 55% of the total enrollments.
Master’s in Network Administration (MNA): The MNA course of 610 hours accounted for about 14% of the total enrollments.
Jetformal - Bachelor’s in computer applications (BCA): The Jetformal is newly launched course with association with affiliated university which contributed for 7% of total enrollments.

Modular and Short courses:

Modular and Short courses of about 24% of the total enrollments.

37th ANNUAL REPORT 2020-21

G. Internal control systems and their adequacy

Section on Internal control systems which is a part of Board’s Report discusses the adequacy of internal control systems.

H. Financial Performance with respect to operational performance

During the Financial Year under review, the Company earned the Total Income of Rs 1,472.08 Lakhs as against Rs. 1,955.54 lakhs in the previous year and the Net Profit/(Loss) after Tax of Rs.(12.46) Lakhs as against Rs.(619.99) Lakhs in the previous year. The Operational Performance of the company is reflected in the Product Wise Performance covered under Point no 4 of this report.

I. Financial Condition

Total Income:

Revenue of Jetking aggregated to Rs. 1,472.08 Lakhs in 2020-21 as compared to Rs. 1,955.54 Lakhs in 2019-20.

Earnings before interest, tax, depreciation and Amortisation (EDITDA).

The EBITDA aggregated to Rs.221.48 Lakhs in 2020-21 against Rs. (477.29) Lakhs in 2019-20. Profit before Tax (PBT).

The PBT aggregated to Rs.0.27 Lakhs in 2020-21 against Rs.(735.05) Lakhs in 2019-20.

Profit after Tax (PAT).

The PAT aggregated to Rs.(12.46) Lakhs in 2020-21 against Rs. (619.99) Lakhs in 2019-20.

Earnings per Share (EPS).

EPS in 2020-21 was Rs (0.21) per share compared to Rs (10.50) in 2019-20.

J. Material developments in Human Resources / Industrial Relations front, including number of people employed

The important development has been the creation of the Beehive initiative –the automated-HRMS software for management of human resources and ease of management. Along with the development, the Jetking resources have been showcased and trained on the use of the system.

Another notable feat attained by the Jetking Team has been awarded the “Great Place To Work” citation and accolade. This achievement speaks highly of the initiative by the HR-Team along with each and every member of the Jetking Team for achieving this feat.

K. Key Financial Ratios:

In accordance with SEBI (Listing Obligations and Disclosures Requirement) (Amendment) Regulations, 2018, the Company is required to give details of significant changes (change of 25% or more as compared to the immediately previous financial year) in key sector-specific financial ratios.

37th ANNUAL REPORT 2020-21

PARTICULARS	For the Year Ended March31,2021	For the Year Ended March31,2020
Net Profit Margin (%)	(0.85)	(31.70)

Return on Networth

Return on Networth
PARTICULARS	For the Year Ended March 31,2021	For the Year Ended March 31,2020
Return on Networth (%)	(0.33)	(16.17)

Reduction in operational income @57.12% and decrease in operational expenses @45.30% has resulted in increase in Net Profit margin and return on net worth ratio.

L. The other key financial ratios are as below:

Debtors turnover ratio is 0.29 times
Inventory turnover ratio is 0.37 times
Interest coverage ratio is 22.95
Current ratio is 2.4 times
Debt equity ratio is 0.00 times
Operating profit margin is (66%)

For and on behalf of Board of Directors

Sd/Sd/Suresh G. Bharwani Nandu G. Bharwani Chairman & Managing Director Joint Managing Director and CFO DIN: 00667104 DIN: 00618386

Place: Mumbai Date: 08th June 2021

37th ANNUAL REPORT 2020-21

BOARD'S REPORT

To, The Members, Jetking Infotrain Limited

The Directors presenting the THIRTY SEVENTH ANNUAL REPORT on the business and operations along with the Audited Financial Statements of the Company for the Financial Year ended 31st March 2021:

RESULTS OF OUR OPERATIONS

The highlights of your company's financial performance for the financial year ended March 31, 2021 is summarized below:

||Standalone (in Lakhs)|Standalone (in Lakhs)|Consolidated (in Lakhs)|Consolidated (in Lakhs)|
|---|---|---|---|---|
|Particulars|Current Year|Previous Year|Current Year|Previous Year|
||2020-21|2019-20|2020-21|2019-20|
|Total Income|1,472.08|1,955.54|1,538.08|2,064.29|
|Employee Benefit Expenses|651.62|866.01|654.62|968.37|
|Other Expenses|598.98|1566.82|635.72|1654.42|
|Total Expenses|1,471.81|2,690.59|1,516.76|2,886.76|
|PBDITA|221.48|(477.30)|247.74|(558.50)|
|Finance Cost|9.65|5.85|9.83|6.65|
|Depreciation & Amortisation|211.56|251.91|216.59|257.32|
|Profit Before Tax|0.27|(735.05)|21.32|(822.47)|
|Tax Including Deferred Tax|12.73|(115.06)|15.98|(114.94)|
|Profit After Tax|(12.46)|(619.99)|5.35|(707.53)|

COVID-19:

The COVID-19 pandemic has brought unprecedented challenges both for people and society. During these tough times, your Company provided unwavering support to its employees and their families and its stakeholders. Your Company has followed the various guidelines issued by the Central and State Government to prevent the spread of deadly Covid- 19 virus. A thorough thermal scanning and sanitization protocol was introduced at all the offices. Monitoring employees for signs & symptoms through voluntary disclosure. Work from home was provided, wherever possible, to maintain lean staff in the work area.

37th ANNUAL REPORT 2020-21

PERFORMANCE REVIEW:

Standalone:

During the Financial Year under review, the Company earned the Total Income of Rs. 1,472.08 Lakhs as against Rs.1,955.54 Lakhs in the previous year and the Net Profit/ (Loss) after Tax of Rs. (12.46) Lakhs as against Rs. (619.99) Lakhs in the previous year.

Consolidated:

Rs. 2,064.29 Lakhs in the previous year and the Net Profit/ (Loss) after Tax of Rs. 5.35 Lakhs as against Rs. (707.53) Lakhs in the previous year.

TRANSFER TO RESERVES:

The Company has not transferred any amount to the Reserve for the financial year ended March 31, 2021.

DIVIDEND:

As a prudent economic measure and in order to conserve the scarce liquid resources of the Company, your Directors do not recommend any dividend on the equity shares for the year under review.

CHANGES IN SHARE CAPITAL:

There are no changes in the Share Capital of the Company during financial year 2020-21. The paid up equity share capital of the company as on 31st March, 2021 is Rs.5,90,75,000/-

NUMBER OF MEETINGS OF THE BOARD:

01st October, 2020, 10th November, 2020 and 09th February, 2021. The details of attendance of the Directors at the Board and Committee meetings are provided in the Corporate Governance Report.

DEPOSITS:

In terms of the provisions of Section 73 to 76 of the Act read with the relevant rules made thereunder, your Company did not accepted any deposits from the public during the year.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS:

Loans, Guarantees and Investments made under the provisions of Section 186 of the Companies Act, 2013 read with the Companies (Meetings of Board and its Powers) Rules, 2014, as on March 31, 2021, if any, are set out in Notes to the Standalone Financial Statements of the Company.

MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION:

There were no material changes or commitments, affecting the financial position of the Company between 31st March, 2021 and the date of this report.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES:

All Related party transactions that were entered into during the year were in the ordinary course of business and on an arm’s length basis. The Audit Committee of Directors has given its in-principle approval to different types of related party

37th ANNUAL REPORT 2020-21

transactions which are recurring in nature and in the ordinary course of business. As per Accounting Standard (AS) 24 on ‘Related Party Disclosures’, the details of related party transactions entered into by the Company are included in the notes to accounts.

The Policy on Related Party Transactions has been published on the Company’s website under the ‘Investors’ section at http://www.jetking.com/investor.php.

Further, none of these contracts / arrangements / transactions with related parties could be considered material in nature as per Regulation 23 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. Thereby disclosure in ‘Form AOC 2’ is not required in this regard.

RISK MANAGEMENT

As per provisions of the Companies Act, 2013 and as part of good Corporate Governance, the Company has laid down the procedures to inform to the Board about the risk assessment and minimization procedures and the Board shall be responsible for framing, implementing and monitoring the risk management plans for the Company.

The main objective is to ensure sustainable business growth with stability and to promote a pro-active approach in reporting, evaluating and resolving risks associated with the business.

The Audit Committee of the Company has periodically reviewed the various risk associated with business of the Company. Such review includes risk identification, evaluation and mitigation of the risk.

ESTABLISHMENT OF VIGIL MECHANISM:

The Company has a Vigil Mechanism in place to enable the employees and various other stakeholders to report serious concerns and matters to the Management. Details of this mechanism are mentioned in the Corporate Governance Report and also in the Whistle Blower Policy published on the website of the Company under the ‘Investors’ section at http://www.jetking.com/investor.php.

MANAGEMENT DISCUSSION AND ANALYSIS:

Management Discussion and Analysis of the financial conditions, future outlook and results of the operations of the Company for the year under review, as stipulated under Regulation 34 (2) (e) of SEBI (LODR) Regulations, 2015 is presented in separate section forming part of the Annual Report.

SUBSIDIARY COMPANY:

Your Company has only one subsidiary Company namely ‘Jetking Skill Development Private Limited’. Statement containing salient features of the financial statement of subsidiaries/associate companies/joint ventures pursuant to first proviso to sub-section (3) of section 129 read with rule 5 of Companies (Accounts) Rules, 2014 has been given under Annexure - 2.

AUDITORS:

At the 33rd Annual General Meeting (AGM) held on July 18, 2017, Members had appointed M/s. KNAV & Co., Chartered Accountants (Registration No. of the firm with the ICAI:120458W), as the Statutory Auditors of the Company to audit the accounts of the Company for a period of 5 years from FY 2017-18 to FY 2021-22 and to hold office as such up to the conclusion of the thirty-eight AGM of the Company.

M/s. KNAV & Co resigned from their services on 13th August, 2020 w.e.f. issuance of Limited Review Report for the quarter ended June 2020 creating casual vacancy in the office of Statutory Auditors.

37th ANNUAL REPORT 2020-21

The Board after considering the qualifications and experience of M/s PYS & Co. LLP, (FRN: 012388S/S200048) and on being satisfied that qualifications and experience of the firm are commensurate with the requirements of the Company had appointed them as Statutory Auditor of the Company to hold office till the conclusion of the ensuing Annual General Meeting to be held for financial year ended 31st March, 2021 to conduct statutory audit for the financial year 2020-21.

The Audit Committee has recommended to the Board the appointment of M/s. PYS & Co. LLP, (FRN: 012388S/S200048) to hold office as the Statutory Auditor of the Company from the ensuing Annual General Meeting till the conclusion of the Annual General Meeting to be held for the financial year 2025-26 to conduct Statutory Audit for the financial years from 2021-22 to 2025-26 (both inclusive) . Further, the Board has also approved their appointment for the aforesaid tenure subject to approval of the members at their Annual General Meeting.

M/s PYS & Co. LLP Chartered Accountants have expressed their willingness to act as Statutory Auditor of the Company and have confirmed that they fulfil the conditions of eligibility to be appointed as the Auditors as required under the provisions of Sections 139 and 141 of the Companies Act, 2013.

Necessary resolution seeking Members’ approval for the appointment of the Statutory Auditors are included in the notice of the Thirty Seventh Annual General Meeting circulated to the Members.

The Auditors’ Report for the financial year ended 31st March, 2021 on the financial statements of the Company forms a part of this Annual Report. There is no qualification, reservation, adverse remark, disclaimer or modified opinion in the Auditors’ Report, which calls for any further comments or explanations.

COST AUDITOR:

During the financial year, the Company is not required to maintain cost records as specified by the Central Government under sub-section (1) of section 148 of the Companies Act, 2013.

SECRETARIAL AUDITOR:

Pursuant to the provisions of Section 204 of the Companies Act, 2013, and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, M/s. AVS & Associates, Company Secretaries was appointed to conduct the secretarial audit of your company for F.Y. 2020-21. The Secretarial Audit report is given separately under Annexure 3. The observations given by Secretarial Auditor in their report for the financial year ended March 31, 2021 are self-explanatory except the followings.

Sr. No.	Observations	Reply to the observations
01	The Company has made delay of 16 days in submission of its quarterly financial results for quarter ended June 30, 2020 to BSE Limited	In view of the outbreak of COVID -19 pandemic worldwide, the Company had followed norms and guidelines issued by the MHA and State government and adopted "Work from Home" Policy for its employees. Due to such limitation, the Company has faced difficulty of availability of enough staff in the office to carry out the compliances in a timely manner and subsequently financial result and disclosure of related party transactions were not submitted in time.
02	The Company has made delay of 4 days in submission of its disclosure of related party transactions on consolidated basis for the half year ended September 30, 2020 to BSE Limited.

37th ANNUAL REPORT 2020-21

INTERNAL AUDIT (IA)

M/s. Divatia and Mehta, Chartered Accountants have been appointed as the Internal Auditors of the Company. Audit Committee of the Directors provides direction and monitors the effectiveness of the IA function. Scope of internal audit extends to in-depth audit of accounting & finance, revenue and receivables, purchases, capital expenditure, statutory compliances, HR, payroll and administration etc. The Internal Auditors report to the Audit Committee of the Directors and present their report on quarterly basis. The Audit Committee reviews the report presented by the internal auditors and takes necessary actions to close the gaps identified in timely manner.

CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION:

As your Company is into service industry, the activities of the Company are not energy intensive. However, your Company recognizes the necessity of conservation of energy and technology absorption, though it is not practicable to quantify the same in monetary terms.

In terms of research, development and innovation, it is Company’s constant endeavor to be more efficient in providing services and encourages innovation in its day to day practices.

Foreign Exchange Earnings and Outgo:

Foreign Exchange Earnings and Outgo during the Financial Year under review is given below (on accrual basis): (i) Foreign Exchange Earnings : Rs. 129.14 Lakhs

(ii) Foreign Exchange Outgo : Rs. 20.21 Lakhs

MANNER IN WHICH FORMAL ANNUAL EVALUATION HAS BEEN MADE BY THE BOARD OF ITS OWN PERFORMANCE AND THAT OF ITS COMMITTEES AND INDIVIDUAL DIRECTORS:

Pursuant to the provisions of the Companies Act, 2013 and SEBI (LODR) Regulations, 2015, the Board carried out the annual performance evaluation of its own performance, the directors individually, as well as the evaluation of the performance of its Audit, Nomination and Remuneration and Stakeholders Relationship Committees in their meeting held on 31st July, 2020.

Nomination and Remuneration Committee also evaluated the performance of each Director on the Board as required under Section 178(2) of Companies Act, 2013 in its meeting held on 31st July, 2020.

Further, to comply with the requirements of Regulation 25 (4) of SEBI (LODR) Regulations, 2015, the Independent Directors evaluated the performance of Chairman, Non-Independent Directors and Board as a whole in their meeting held on 23rd March, 2021.

Evaluation of the Board: The Board as a whole was evaluated on various parameters like Board Composition & Quality, Board Meetings and Procedures, Board Strategy and Risk Management, adherence to the Code of Conduct etc. Based on the ratings received on each of parameter, the Board of Directors formed an opinion that performance of Board as a whole has been outstanding.

Evaluation of the Committees: The Audit Committee, Stakeholders Relationship Committee and Nomination and Remuneration Committee were evaluated on following parameters:

Whether the composition of the Committee is in compliance with the legal requirement;
Roles and Responsibilities of the Committee (Terms of Reference) are clearly defined;
Amount of responsibility delegated by the Board to each of the Committee is sufficient;
Whether reporting by each of the Committees to the Board is sufficient;

37th ANNUAL REPORT 2020-21

Whether Committee takes effective and proactive measures to perform its functions;
Whether the Committee regularly reviews its performance;
Committee meetings are conducted in a manner that encourages open communication and meaningful participation of its members;
Committee meetings have been organized properly;
Adequacy on the frequency of the Committee meetings ;
Committee periodically reports to the Board along with its suggestions and recommendations.

Evaluation of the Directors individually: Mr. Suresh G. Bharwani- Chairman and Managing Director and Mr. Nandu G. Bharwani- Joint Managing Director & CFO were evaluated on various points related to Leadership, Strategy Formulation and execution, Financial Planning, Product/ Service Knowledge, Personal Qualities and adherence to Code of Conduct etc.

Independent Directors- Mr. Mehul Kuwadia, Mr. Surjit Banga, Mr. Manoj Mandavgane and Mrs. Swati Bhatt were evaluated on parameters like contribution at Board meetings, willingness to devote time and effort to understand the Company and its business and a readiness to participate in events outside the meeting room, ability to understand governance, regulatory, financial, fiduciary and ethical requirements of the Board / Committee, adherence to Code of Conduct and whether the Independent Director is able to bring independent judgment during board deliberations on strategy, performance, risk management etc.

The Director being evaluated did not participate in the evaluation process so as to enable remaining directors discuss the performance freely and without any conflict.

FAMILIARISATION PROGRAMME FOR THE INDEPENDENT DIRECTORS:

In compliance with the requirements of Regulation 25(7) of the SEBI Listing Regulations, the Company has put in place a Familiarization Programme for the Independent Directors to familiarize them with the Company, their roles, rights, responsibilities in the Company, nature of the industry in which the Company operates, business model etc. The details of training and familiarization Programme have been provided under the Corporate Governance Report.

PARTICULARS OF EMPLOYEES:

The total employee strength of the Company as on March 31, 2021 stood at 96.

The disclosures on managerial remuneration as required under Rule 5 (1) of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are provided in Annexure 1 appended to the Directors’ Report.

In accordance with the provisions of Rule(5)(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014, the names and other particulars of employees who were in receipt of remuneration of Rs.1 Crore and 2 Lakhs or more per annum, (if employed throughout the financial year) and employees who were in receipt of Rs.8.5 Lakhs or more per month (if employed for part of the year) need to be disclosed in the Board report. However, there are no such employees who were in receipt of remuneration as provided under Rule 5(2) above.

EXTRACT OF THE ANNUAL RETURN:

The Annual Return of the Company as on 31st March, 2021 in Form MGT - 7 in accordance with Section 92 (3) of the Act read with the Companies (Management and Administration) Rules, 2014, is available on the website of the Company at https://www.jetking.com/investors.

SECRETARIAL STANDARDS:

The Company has complied with the applicable provisions of Secretarial Standards issued by the Institute of Company Secretaries of India.

37th ANNUAL REPORT 2020-21

DIRECTORS’ RESPONSIBILITY STATEMENT:

Pursuant to Section 134(3) (C) of the Companies Act 2013, the Directors of your Company confirm that:

In the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures.
Appropriate accounting policies have been selected and applied consistently, and reasonable and prudent judgments and estimates have been made so as to give a true and fair view of the state of affairs of the Company as at 31st March 2021 and of the loss of the Company for the year ended 31st March 2021.
Proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.
The annual accounts have been prepared on a going concern basis.
Internal financial controls for ensuring the orderly and efficient conduct of the business, safeguarding the Company’s assets, the prevention and detection of frauds and errors, accuracy and completeness of the accounting records and the timely preparation of reliable financial information etc. are in place and that such internal financial controls are adequate and were operating effectively.
Proper systems are in place to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

CORPORATE GOVERNANCE:

The Company is committed to maintain the highest standards of Corporate Governance and adhere to the Corporate Governance requirements set out by SEBI. The Company has implemented several best Corporate Governance Practices as prevalent globally.

In compliance with Regulation 34 and Schedule V of SEBI (LODR) Regulations, 2015, report on the Corporate Governance is annexed as Annexure 4 and forms part of the Annual Report.

LISTING OF EQUITY SHARES

The equity shares of your Company are listed at the BSE Limited (BSE). The Company has paid the Annual Listing Fees to BSE for the Financial Year 2020-21 and 2021-22.

APPOINTMENTS, RETIREMENTS AND RESIGNATIONS OF THE DIRECTORS AND KMP:

In terms of the applicable provisions of the Companies Act, 2013 and the Articles of Association of the Company, Mr. Harsh Bharwani, will retire by rotation at ensuing Annual General Meeting and, being eligible, has offered himself for re-appointment.

Mr. Harsh Bharwani has been appointed as a Director and Whole Time Director of the Company at the Annual General Meeting held on 29th September, 2020 for a period of 3 years with effect from 31st August, 2020 to 30th August, 2023 liable to retire by rotation. Prior to this he was appointed as Additional Whole Time Director of the Company for a period of 3 years with effect from 31st August, 2020 to 30th August, 2023 liable to retire by rotation subject to approval of the members by the Board of Directors at their meeting held on 31st August, 2020.

The re-appointment of Mr. Suresh G. Bharwani, as a Managing Director has been made by the Board of Directors at their meeting held on 09th February, 2021 for the tenure of 3 years commencing from 25th February, 2021 to 24th February, 2024 subject to approval of members at the Annual General Meeting. However, Mr. Suresh Bharwani had tendered his resignation from the said designation to the Company. It was mutually decided by Mr. Suresh Bharwani and the Board of Directors that he stands relieved from his duties/responsibilities with effect from 30th June, 2021 as Managing Director.

37th ANNUAL REPORT 2020-21

The re-appointment of Mr. Nandu Bharwani, as a Joint Managing Director has been made by the Board of Directors at their meeting held on 09th February, 2021 for the tenure of 3 years commencing from 25th February, 2021 to 24th February, 2024 subject to approval of members at the Annual General Meeting. However, Mr. Nandu Bharwani had tendered his resignation from the designation of Joint Managing Director and Chief Financial Officer (CFO) of the Company. It was mutually decided by Mr. Nandu Bharwani and the Board of Directors that he stands relieved from his duties/responsibilities with effect from 30th June, 2021 as Joint Managing Director and CFO.

The Independent Directors of your Company - Mr. Surjit Banga, Mr. Manoj Mandavgane, Mr. Mehul Kuwadia and Ms. Swati Bhatt have confirmed and declared that they meet the criteria for continuing as the Independent Directors on the Board of the Company.

Mr. Deepak Savalge (Membership no. 46791), had relinquished his office as a Company Secretary of the Company w.e.f 31st August, 2020. Thereafter, Mr. Yogesh Patole (Membership no. ACS 48777) had been appointed as the Company Secretary in Whole Time Employment of the Company and Key Managerial Personnel with effect from 09th February, 2021 by the Board of Directors at their Board meeting held on same date.

DECLARATION BY INDEPENDENT DIRECTORS:

The Company has received necessary declaration from each Independent Director under Section 149 (7) of the Companies Act, 2013 that they meet the criteria of independence laid down in Section 149 (6) of the Companies Act, 2013 along with declaration received pursuant to sub rule (3) of Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014. They have also furnished the declaration pursuant to Regulation 25(8) of the SEBI Listing Regulations affirming compliance to the criteria of Independence as provided under Regulation 16(1)(b) of the SEBI Listing Regulations. The Independent Directors have individually confirmed that they are not aware of any circumstances or situation, which exist or may be reasonably anticipated, that could impair or impact their ability to discharge their duties with an objective independent judgment and without any external influence. Based on the declarations and confirmations of the Independent Directors and after undertaking due assessment of the veracity of the same, the Board of Directors recorded their opinion that all the Independent Directors are independent of the Management and have fulfilled all the conditions as specified under the governing provisions of the Companies Act, 2013 and the Listing Regulations.

Further, the Independent Directors have also confirmed that they have complied with the Company’s code of conduct.

STATEMENT OF BOARD OF DIRECTORS:

The Board of Directors of the Company are of the opinion that all the Independent Directors of the Company including new appointment possesses highest standard of integrity, relevant expertise and experience required to best serve the interest of the Company.

COMMITTEES OF THE BOARD:

The Board currently has Three (3) mandatory committees under the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 namely:

Audit Committee
Nomination and Remuneration Committee
Stakeholders Relationship Committee

All the recommendations of the above Committee’s has been accepted by the Board. A detailed update on the Board, its Committees, its composition, detailed charter including terms of reference of various Board Committees, number of board and committee meetings held and attendance of the directors at each meeting is provided in the Corporate Governance Report, which forms part of this Annual Report.

37th ANNUAL REPORT 2020-21

COMPANY’S POLICY ON DIRECTORS’ APPOINTMENT AND REMUNERATION:

Pursuant to the provisions of Section 178 of the Act and Regulation 19 of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 and on the recommendation of the Nomination & Remuneration Committee, the Board has adopted the Nomination & Remuneration Policy for selection and appointment of Directors, Senior Management including Key Managerial Personnel (KMP) and their remuneration. The details of Remuneration Policy are stated in the Corporate Governance Report.

The details of this policy have been placed on the website of the Company at https://www.jetking.com/investors.

INTERNAL FINANCIAL CONTROLS:

The Company’s internal control system commensurate with the nature of its business and the size and complexity of its operations. These are routinely tested and certified by the Statutory as well as Internal Auditors. Significant audit observations and follow-up action thereon are reported to the Audit Committee. The Audit Committee reviews the adequacy and effectiveness of the Company’s internal control environment and monitors the implementation of audit recommendations, including those relating to strengthening of the Company’s risk management policies.

INVESTOR EDUCATION AND PROTECTION FUND (‘IEPF’):

Pursuant to the applicable provisions of the Companies Act, 2013, read with the IEPF Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 (“the IEPF Rules”), all unpaid or unclaimed dividends are required to be transferred by the Company to the IEPF established by the Government of India, after the completion of seven years. Further, according to the IEPF Rules, the shares on which dividend has not been paid or claimed by the shareholders for seven consecutive years or more shall also be transferred to the demat account of the IEPF Authority. During the year, the Company has transferred the unclaimed and unpaid dividend of Rs.1,80,646/- to IEPF Authority. Further, corresponding shares on which dividend were unclaimed for seven consecutive years were transferred to IEPF Authority as per the requirements of the IEPF Rules. Year-wise amounts of unpaid / unclaimed dividends lying in the unpaid account up to the year, and the corresponding shares, which are liable to be transferred are provided in the Corporate Governance Report and are also available on the Company’s website at www.jetking.com.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS:

There are no significant and material orders passed by the regulators or courts or tribunals impacting the going concern status and the Company’s operations in future.

DISCLOSURE UNDER ‘THE SEXUAL HARASSMENT OF WOMEN AT WORK PLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013:

The Company has in place, the ‘Sexual Harassment at the Workplace (Prevention and Redressal) Policy’ in line with the requirements of ‘The Sexual Harassment of Women at Work Place (Prevention, Prohibition and Redressal) Act, 2013. An Internal Complaints Committee i.e. Jetking Sexual Harassment Redressal Committee (JSHRC) has been set up to redress complaints on sexual harassment. The Company affirms that during the year under review, no cases were filed under the said Act by any of its woman employees before Committee. Also, the Company has filed annual report for calendar year 2020 pursuant to Section 21 of the Sexual Harassment of Women at Work Place (Prevention, Prohibition and Redressal) Act, 2013 to the municipal authorities as required.

GENERAL:

i. The Managing Director of the Company has not received any remuneration or commission from the subsidiary company. Further the Company doesn’t have any Holding Company.
ii. The Company has not issued equity shares with differential rights as to dividend, voting or otherwise;
iii. The Company has not issued any sweat equity shares to its directors or employees.

37th ANNUAL REPORT 2020-21

iv. During the year under review, neither the Statutory Auditors nor the Secretarial Auditor have reported to the Board or Audit Committee, as required under Section 134 (3) (ca) and 143(12) of the Companies Act, 2013, any instances of frauds committed against the Company by its officers or employees, the details of which would need to be mentioned in this Report.
v. During the year, the Company does not issue any ESOP scheme for its employees/Directors. Further, the Company has not issued any sweat equity shares or shares having differential voting rights.
vi. There was no change in the nature of business of the Company during the financial year.
vii. Considering the first proviso to Section 136(1) of the Companies Act, 2013, the Annual Report is being sent to the members of the Company and others entitled thereto. Any shareholder interested in obtaining a copy thereof, may write to the Company Secretary in this regard.

ACKNOWLEDGEMENT:

Your Directors wish to express their gratitude to the Bankers, Financial Institutions, Government Authorities, Customers, Vendors, Consultants, advisors and Members for their direct and indirect co-operation and look forward to their continued support in the future.

For and on behalf of Board of Directors Sd/Sd/Suresh G. Bharwani Nandu G. Bharwani Chairman & Managing Director Joint Managing Director and CFO DIN: 00667104 DIN: 00618386

Place: Mumbai Date: 08th June 2021

37th ANNUAL REPORT 2020-21

ANNEXURE 1

Information as per Rule 5 (1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014

(i) Ratio of the remuneration of each director to the median remuneration of the employees of the company for the financial year:
a) Whole Time Directors

DIRECTOR	REMUNERATION PAID TO WHOLE TIME DIRECTOR IN FY 2020-21 (Rs.)	RATIO OF WTD DIRECTORS REMUNERATION TO MRE#
Mr. Suresh G. Bharwani	69,29,000	45.99
Mr. Nandu G. Bharwani	69,29,000	45.99
Mr. Harsh Bharwani	8,37,110	0.17
Mr. Mehul K. Kuwadia	-	-
Mr. Surjit Banga	-	-
Mr. Manoj Mandavgane	-	-
Ms. Swati Bhatt	-	-

Median Remuneration of Employees (MRE) for FY 2020-21 is Rs 1,50,654/- (as per no. of employees and remuneration on 31st March, 2021).

Mr. Harsh Bharwani was appointed as Additional Whole Time Director with effect from 31st August, 2020. His designation was changed to 29th September, 2020.

(ii) Percentage increase in remuneration of each director, Chief Financial Officer, Chief Executive Officer, Company Secretary or Manager, if any, in the financial year 2020-21 as compared to previous financial year 2019-20:

	Role	Remuneration paid	Remuneration paid	Increase/ (Decrease) (Rs)	%Increase/ (Decrease)
		Current Year(Rs)	Previous Year (Rs)
Mr. Suresh G. Bharwani	Chairman & ManagingDirector	69,29,000	8,300,000	(13,71,000)	(16.51) %
Mr. Nandu G. Bharwani	Jt. Managing Director and CFO	69,29,000	8,300,000	(13,71,000)	(16.51%)
Mr. Harsh Bharwani	Whole time Director	8,37,110	N.A	N.A	N.A
Mr. Mehul Kuwadia	Independent Director	-	-	-	-
Mr. Surjit Banga	Independent Director	-	-	-	-
Mr. Manoj Mandavgane	Independent Director	-	-	-	-

37th ANNUAL REPORT 2020-21

Ms. Swati Bhatt	Independent Director	-	-	-	-
Mr. Deepak Savalge	Company Secretary	-	4,91,000	-	-
Mr. Yogesh Patole	Company Secretary	3,09,600	N.A	N.A	N.A
	Total	1,50,04,710	1,70,91,000	(20,86,290)	(13.90)

(iii) Percentage increase in the median remuneration of employees in the financial year

MRE	MRE	Increase/ (Decrease)	%Increase/ (Decrease)
Current Year(Rs)	Previous Year(Rs)
1,50,654	3,37,251	(1,86,597) (55.32%)

(The above data excludes remuneration to WTD)

(iv) Number of permanent employees on the rolls of company

Number of permanent employees on the rolls of company

Current Year	Previous Year
96	150

37th ANNUAL REPORT 2020-21

(v) Details of Top Ten Employees

Sr. No.	Name of Employee	Designation	Remuneration	Nature of Employment (Contractual/ Otherwise)	Qualifica tion and Experience	Date of Commence ment of Employment	Age (in yrs.)	Last Employment held before joining this Company	No. of Equity Shares held
1	Mr. Indranil Kar	Associate VP- International Business	21,99,948	Otherwise	PGPM	02nd June, 2008	49 years	NIIT Ltd	0
2	Mr. Govind Prasad Sharma	AVP-New Projects	18,00,000	Otherwise	MBA	12th July, 2010	35 years	Rai Foundation	0
3	Ms. Meghna Bhatt	AGM Sales- East & West	11,06,160	Otherwise	B.Sc	10th Septem- ber,2013	44 years	NIIT Ltd	0
4	Ms. Rajashree Sri Krishna Chakraborty	Area Manager	10,82,400	Otherwise	M. Tech	25th April, 2008	42 years	Technable solutions	0
5	Mr. Sudhir Radhey Shiam Gaur	Area Manager	10,76,172	Otherwise	MBA	01st March, 2009	53 years	APTECH Computer Education	0
6	Ms. Sunanda Prabhakar Kadam	Sr. Manager- Business Administratio n	9,47,988	Otherwise	MBA	07th September 1990	48 years	IBM Daksh	25
7	Mr. Sujeet Kumar	Sr. Manager – IT & Infrastructure Management	9,00,000	Otherwise	MBA IT	11th May, 2011	34 years	St. Angelos Professional Education	0
8	Mr. Sandip Sonu Karambale	Sr. Manager- Accounts	7,20,000	Otherwise	B. Com	05th August 2005	41 years	Rai Foundation	0
9	Mr. Kunal Kumar	Manager - Sales Support	6,24,000	Otherwise	MBA	17th July 2015	32 years	Infresmetho dex Ltd	0
10	Mr. Keyur Rakesh Raval	Manager - Finance Analyst	6,00,000	Otherwise	B. Com	19th June 2017	27 years	Motilal Oswal Financial Services Limited	0

(vi) Affirmation that the remuneration is as per the Remuneration Policy of the Company: It is hereby affirmed that the remuneration paid during the year is as per the Remuneration Policy of the Company.

For and on behalf of Board of Directors

Sd/Sd/Suresh G. Bharwani Nandu G. Bharwani Chairman & Managing Director Joint Managing Director and CFO DIN: 00667104 DIN: 00618386

Place: Mumbai Date: 08th June 2021

37th ANNUAL REPORT 2020-21

ANNEXURE 2

Statement containing salient features of the financial statement of subsidiaries/associate companies/joint ventures

Statement containing salient features of the financial statement of subsidiaries/associate companies/joint ventures	Statement containing salient features of the financial statement of subsidiaries/associate companies/joint ventures
Part “A”: Subsidiaries
(Information in respect of each subsidiary to be presented with amounts in Rs )
1. Sr. No.
2. Name of the subsidiary	Jetking Skill Development Private Limited
3. Reporting period for the subsidiary concerned, if different from the holdingcompany’s reporting period	01-04-2020 to 31-03-2021
4. Reporting currency and Exchange rate as on the last date of the relevant Financial year in the case of foreign subsidiaries.	INR
5. Share capital	Rs 1,00,000
6. Reserves & surplus	Rs. (70,45,319)
7. Total assets	Rs. 44,09,938
8. Total Liabilities	Rs. 1,13,55,257
9. Investments	Rs .NIL
10. Turnover	Rs. 73,99,689
11. Profit before taxation	Rs. 21,05,422
12. Provision for taxation	Rs. NIL
13. Profit after taxation	Rs. 17,80,422
14. Proposed Dividend	Rs. NIL
15. % of shareholding	99.99%
Notes:
1. Names of subsidiaries which are yet to commence operations	Jetking Skill Development Private Limited
2. Names of subsidiaries which have been liquidated or sold during the year.	NIL
Part “B”: Associates and Joint Ventures	The Company does not have any associates and Joint ventures

For and on behalf of Board of Directors

Sd/Sd/Sd/Suresh G. Bharwani Nandu G. Bharwani CS Yogesh Patole Chairman & Managing Director Joint Managing Director and CFO Company Secretary DIN: 00667104 DIN: 00618386 Membership no 48777

Place: Mumbai Date: 08th June 2021

37th ANNUAL REPORT 2020-21

ANNEXURE 3

FORM NO. MR.3

SECRETARIAL AUDIT REPORT

For the Financial Year Ended 31st March, 2021

[Pursuant to section 204(1) of the Companies Act, 2013 and rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014]

To, The Members,

JETKING INFOTRAIN LIMITED

Add: 401, Bussa Udyog Bhavan, Near Sewri Bus Terminas, Sewari (W),T.JJJ.Road, Mumbai - 400015

We have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate practices by M/s. JETKING INFOTRAIN LIMITED (hereinafter called the “Company”). Secretarial Audit was conducted in a manner that provided us a reasonable basis for evaluating the corporate conducts/statutory compliances and expressing our opinion thereon.

Based on our verification of the Company’s books, papers, minute books, forms and returns filed and other records maintained by the Company and also the information provided by the Company, its officers, agents and authorized representatives during the conduct of secretarial audit, we hereby report that in our opinion, the Company has, during the audit period covering the financial year ended on 31st March, 2021 (‘Audit Period’) complied with the statutory provisions listed hereunder and also that the Company has proper Board-processes and compliance-mechanism in place to the extent, in the manner and subject to the reporting made hereinafter.

We have examined the books, papers, minute books, forms and returns filed and other records maintained by the Company for the financial year ended on 31st March, 2021 according to the provisions of:

(i) The Companies Act, 2013 (‘the Act’) and the rules made thereunder;
(ii) The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) and the rules made thereunder;
(iv) Foreign Exchange Management Act, 1999 and the rules and regulations made there under to the extent of Foreign Direct Investment, Overseas Direct Investment and External Commercial Borrowings; (Not applicable to the Company during the audit period)
(v) The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992 (‘SEBI Act’):-
(a) The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011;
(b) The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015;
(c) Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 (Not applicable to the Company during the audit period);
(d) The Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014; (Not applicable to the Company during the audit period)
(e) The Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008; (Not applicable to the Company during the audit period);
(f) The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993 regarding the Companies Act and dealing with client;

37th ANNUAL REPORT 2020-21

(g) The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009; (Not applicable to the Company during the audit period) and
(h) The Securities and Exchange Board of India (Buy-Back of Securities) Regulations, 2018; (Not applicable to the Company during the audit period)
(vi) We further report that, having regard to the compliance system prevailing in the Company and on examination of the relevant documents and records in pursuance thereof on test-check basis, the Company has complied with the following law applicable specifically to the company to the extent applicable:
The Information Technology Act, 2000 and rules made thereunder

We have also examined compliance with the applicable clauses of the following:

(i) Secretarial Standards issued by the Institute of Company Secretaries of India.
(ii) The SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

During the period under review, the Company has complied with the provisions of the Act, Rules, Regulations, Guidelines, Standards, etc. mentioned above except the followings:

i. The Company has made delay of 16 days in submission of its quarterly financial results for quarter ended June 30, 2020 to BSE Limited;
ii. The Company has made delay of 4 days in submission of its disclosure of related party transactions on consolidated basis for the half year ended September 30, 2020 to BSE Limited.

We further report that:

The Board of Directors of the Company is duly constituted with proper balance of Executive Directors, Non-Executive Directors and Independent Directors. The changes in the composition of the Board of Directors that took place during the period under review were carried out in compliance with the provisions of the Act.

Adequate notice is given to all directors to schedule the Board Meetings, agenda and detailed notes on agenda were sent at least seven days in advance, and a system exists for seeking and obtaining further information and clarifications on the agenda items before the meeting and for meaningful participation at the meeting.

All decisions at Board Meetings and Committee Meetings are carried out either unanimously or majority as recorded in the minutes of the meetings of the Board of Directors or Committee of the Board, as the case may be.

We further report that there are adequate systems and processes in the company commensurate with the size and operations of the company to monitor and ensure compliance with applicable laws, rules, regulations and guidelines.

We further report that we are not able to check and comment on structured digital database as required to be maintained under regulation 3(5) of SEBI (PIT), 2015 due to inability of our personal visit at office of the Company considering lockdown in the state due to COVID-19 and in few instances, procedural delay has been noticed in compliances of the provisions of the Companies Act, 2013 w.r.t. IEPF related transfers/submissions.

For AVS & Associates Company Secretaries

Place: Mumbai Date: 08/06/2021

Anand Mukherjee Partner Membership No.A40485 C.P. No: 16883 UDIN: A040485C000435154

This report is to be read with our letter of even date which is annexed as ‘Annexure - A’ and forms an integral part of this report.

37th ANNUAL REPORT 2020-21

‘Annexure – A’

To, The Members,

JETKING INFOTRAIN LIMITED

Add: 401, Bussa Udyog Bhavan, Near Sewri Bus Terminas, Sewari (W),T.JJJ.Road, Mumbai - 400015

Our report of even date is to be read along with this letter.

Maintenance of secretarial and other records under applicable laws is the responsibility of the management of the Company. Our responsibility is to issue Secretarial Audit Report, based on the audit of the relevant records maintained and furnished to us by the Company, along with explanations where so required.
We have followed the audit practices and processes as were appropriate to obtain reasonable assurance about the correctness of the contents of the secretarial records. The verification was done on test check basis to ensure that correct facts are reflected in secretarial records. We believe that the processes and practices, we followed provide a reasonable basis for our opinion.
We have not verified the correctness and appropriateness of financial records and Books of Accounts of the Company.
Wherever required, we have obtained the management representation about the compliance of laws, rules and regulations and major events during the audit period and in few instances, procedural delay, not material, has been noticed in compliances of the provisions of the Companies Act, 2013.
The compliance of the provisions of Corporate and other applicable laws, rules, regulations, standards is the responsibility of Management. Our examination was limited to the verification of procedures on test check basis for the purpose of issue of the Secretarial Audit Report.
The Secretarial Audit report is neither an assurance as to the future viability of the Company nor of the efficiency or effectiveness with which the Management has conducted the affairs of the Company.
Due to lockdown in the state because of COVID-19, we were not able to personally visit at the office of the company for verification of documents physically and hence obtained all the documents, details, information in electronic mode and taken necessary explanations, clarifications and representations either telephonically or electronically whenever required.

For AVS & Associates Company Secretaries

Anand Mukherjee Partner Membership No.A40485 C.P. No: 16883 UDIN: A040485C000435154

Place: Mumbai Date: 08/06/2021

37th ANNUAL REPORT 2020-21

ANNEXURE 4

CORPORATE GOVERNANCE REPORT

1. COMPANY’S PHILOSOPHY ON CORPORATE GOVERNANCE

At Jetking Infotrain Limited (“Jetking or the Company”), Corporate Governance has always been the top priority and has been taken high in letter and in spirit. Your Company strongly believes in maintaining transparency, accountability and integrity which are the main components in Corporate Governance. The philosophy is manifested in its operations through standards of ethical behavior, both within the organization as well as in external relationships too. The Company aims at maximizing shareholder’s value and its philosophy is based on fair and transparent disclosure of issues related with the Company’s business, financial performance and matters relating to stakeholders’ interest. We believe that Corporate Governance is the key element in improving efficiency, growth and investor’s confidence.

Your Company’s practices relating to the Corporate Governance for the Financial Year ended 31st March 2021 are discussed in the following sections:

2. BOARD OF DIRECTORS

Composition and category of directors:

The Board of Jetking has an optimum combination of Executive, Non-Executive and Independent Directors.

The Chairman being an Executive Director, Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”) says that at least half of the Board should comprise of Independent Directors. As on 31st March 2021, the Board comprises of 7(Seven) Directors out of which 3 (Three) are Executive and 4 (Four) are Independent Directors as follows:

utive and 4 (Four) are Independent Directors as	follows:
Director	Category of Directors
Mr. Suresh G. Bharwani	Promoter, Executive (Designated as Chairman & Managing Director)
Mr. Nandu G. Bharwani	Promoter, Executive (Designated as Joint Managing Director & CFO)
Mr. Harsh Bharwani	Executive,Whole Time Director
Mr. Mehul Kuwadia	Non Executive, Independent Director
Mr. Surjit Banga	Non Executive, Independent Director
Mr. ManojMandavgane	Non Executive, Independent Director
Mrs.Swati Bhatt	Non Executive,Independent Director

There is no Institutional Nominee on the Board.

Attendance of each Director at the meeting of the Board

The Board of Directors, inter alia, focuses on / oversees strategic planning, risk management, compliance, succession planning for Directors, etc., with high standards of ethical conduct and integrity. The Board of Directors meets at regular intervals to discuss and decide on business strategies or polices and reviews the financial and operational performance of the Company and its subsidiaries. In case of business exigencies, the Board’s approval is taken through Resolutions by Circulation, which are then noted at subsequent Board Meetings. The Agendas for the Meetings of the Board and its Committees are circulated in advance as per the provisions of the Act and the Rules framed thereunder and Secretarial Standard – 1 (“SS-1”) issued by the Institute of Company Secretaries of India (ICSI) to the Directors to ensure that sufficient time is provided to the Directors to prepare for the Meetings. This ensures timely and informed decisions by the

37th ANNUAL REPORT 2020-21

Board. The Board meets at least once in a quarter to, inter alia, review, approve and take note of quarterly Standalone and Consolidated Financial Results of the Company, various Compliance Report(s) under the applicable laws, major legal issues, regulatory developments, Minutes of the Meetings of the Board and its Committees and its Subsidiary Company, Significant Transactions entered into with Related Parties and note compliances with other law(s) as applicable to the Company and the SEBI Listing Regulations. The draft Minutes of the Meetings of the Board and its Committees are sent to the Members for their comments in accordance with SS-1 and then, the Minutes are entered in the Minutes Book within 30 (Thirty) days of the conclusion of the Meetings, subsequent to incorporation of the comments, if any, received from the Directors. The Company complies with the provisions of the Companies Act, 2013 (‘the Act’) read with the Rules framed thereunder, SS-1 and the SEBI Listing Regulations with respect to convening and holding of the Meetings of the Board of Directors and its Committees. In addition to the Information required under Regulation 17(7) read with Part A of Schedule II of the SEBI Listing Regulations, the Board is kept informed of major events and approvals that are taken wherever necessary. However, in case of a special and urgent business need, the Board’s approval is taken by passing resolutions by circulation, as permitted by law, which is noted and confirmed in the subsequent Board meeting.

The Company held 5 (Five) Board Meetings during the financial year 2020-21 and the gap between any two Board Meetings did not exceed one hundred and twenty days except a gap of 175 days between Board meetings of 09th February, 2020 and 31st July, 2020 which was caused due to COVID-19 pandemic and nationwide lockdown and this gap was in compliance with SEBI circulars i.e. Vide Circular No. SEBI/HO/CFD/CMD1/CIR/P/2020/38 dated March 19, 2020 and SEBI/HO/CFD/ CMD1/CIR/P/2020/106 dated June 24, 2020 and Ministry of Corporate Affairs General Circular No. 11/2020.

In compliance with the provisions of Regulation 17 of SEBI Listing Regulations and Section 173 of the Act, Board met 5 (Five) times during the year to review the performance and to deliberate and consider other items on the agenda. The dates on which the said meeting was held are:

5 (Five) meetings were held on 31st July, 2020, 31st August,2020, 01st October, 2020, 10th November 2020 and 09th February 2021.

February 2021.
Director	Category	No. of Board Meetings attended during the year 2020–21	Attend ance at 36th AGM	No. of Directors hips held in other Compan ies	*Membership of other Companies’ Committees	*Chairmans hip of other Companies’ Committees	No of shares held
Mr. Suresh G. Bharwani	Promoter, Executive	5	Yes	1	0	0	7336
Mr. Nandu G. Bharwani	Promoter, Executive	5	Yes	1	0	0	0
Mr. Harsh S. Bharwani**	Promoter, Executive	3	N.A	1	0	0	114046
Mr. Mehul Kuwadia	Non- executive	5	Yes	0	0	0	1050
Mr. Surjit Banga	Non- executive	5	Yes	0	0	0	0
Mr. Manoj Mandavgane	Non- executive	5	Yes	1	0	0	0
Ms. Swati Bhatt	Non- executive	5	Yes	1	0	0	0

*Disclosure of Chairmanship & Membership includes only Audit Committee, Nomination & Remuneration Committees and Stakeholders' Relationship Committee.

** Mr. Harsh Bharwani was appointed on the Board with effect from 31st August, 2020.

37th ANNUAL REPORT 2020-21

Skills/ expertise/competencies of the Board of Directors:

Your Company’s Board of Directors comprises of individuals with rich experience and expertise across a range of fields. Each Member of the Board is required to observe integrity, independence, objectivity and diligence in all the matters pertaining to the affairs of your Company.

The Board identified, inter-alia, the following skills/ expertise/ competencies to ensure Board’s effective functioning and discharge of responsibilities:

Skills/ expertise/ competencies	Mehul Kuwadia	Surjit Banga	Manoj Mandavgane	Swati Bhatt
Industryexpertise	-	-	-
Financial expertise			-	-
Technology expertise
Marketing expertise		-
Operational expertise

Apart from 5 Board meetings, one meeting of the Independent Directors was held on 23rd March, 2021.

During this meeting, the Independent Directors of the Company had conducted following business as required under regulation 25 (4) of the SEBI Listing Regulations:

Performance review of non-independent directors and the board of directors as a whole;
- Review the performance of the chairperson of the Company;
Assessment of the quality, quantity and timeliness of flow of information between the management of the company and the board of directors that is necessary for the board of directors to effectively and reasonably perform their duties.

The performance evaluation of the Independent Directors was also done by the entire Board of Directors (except the Director being evaluated). Independent Directors - Mr. Mehul Kuwadia, Mr. Surjit Banga, Mr. Manoj Mandavgane and Ms. Swati Bhatt were evaluated on parameters like Director’s contributions at Board meetings, willingness to devote time and effort to understand the Company and its business and readiness to participate in events outside the meeting room, ability to understand governance, regulatory, financial, fiduciary and ethical requirements of the Board / Committee, adherence to Code of Conduct and whether the Independent Director is able to bring independent judgment during board deliberations on strategy, performance, risk management etc.

None of the Directors on the Board is a Member of more than 10 Committees and Chairman of more than 5 Committees.

All the Directors have made the requisite disclosures regarding Committee positions held by them in other companies as on 31st March 2021.

Mr. Suresh Bharwani and Mr. Nandu Bharwani are related to each other as brothers. Mr. Harsh Bharwani is the son of Mr. Suresh Bharwani. None of the other Directors are related in terms of the definition of ‘relative’ given under the Companies Act, 2013. None of the above referred Non-executive Directors have any material pecuniary relationship or transaction with the Company, which would affect the independence or judgment of the Board of Directors.

Details of the familiarization programme imparted to the Independent Directors has been published on the website of the Company at http://www.jetking.com/investor.php

37th ANNUAL REPORT 2020-21

Code of Conduct for the Board of Directors and Senior Management Personnel is in place and published on the website of the Company under the ‘Investors Section’ at http://www.jetking.com/investor.php.

Independent Directors:

Every Independent Director, at the first meeting of the Board in which he/she participates as a Director and thereafter at the first meeting of the Board in every financial year, gives a declaration under Section 149(7) of the Act that he/she meets the criteria of independence as required under Section 149(6) of the Act and as per Regulation 16 (1) (b) of SEBI Listing Regulations. Further, the Company has received declarations from the Independent Directors that they meet the criteria of Independence laid down under the Companies Act, 2013 and the SEBI Listing Regulations. Further, all the Independent Directors have completed the registration with the Independent Directors Databank. Requisite disclosures have been received from the Directors in this regard.

The Board of Directors, based on the declaration(s) received from the Independent Directors, have verified the veracity of such disclosures and confirm that the Independent Directors fulfill the conditions of independence specified in the SEBI Listing Regulations and the Companies Act, 2013 and are independent of the management of the Company. All Independent Directors maintain their limits of directorships as required under SEBI Listing Regulations. The maximum tenure of independent directors shall be in accordance with the Act and rules made thereunder, in this regard, from time to time. During the year 2020-21, none of the independent director of company has resigned.

3. AUDIT COMMITTEE

The primary objective of the Audit Committee is to overview and to maintain a financial oversight and an eye on the Financial Processes/Controls/Reporting Systems of the Company in order to ensure accurate, timely, relevant disclosures along with proper transparency, clarity, integrity and quality of Financial Reporting.

The composition of the Audit Committee is in compliance with the provisions of Section 177 of the Companies Act, 2013 and Regulation 18 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The composition, terms of reference, details of the meetings held and attended during the financial year ended March 31, 2021 are as follows:

a) Composition:

No.	Name of Members	Nature of Membership
1.	Mr. Mehul K. Kuwadia	Chairman
2.	Mr. Surjit Banga	Member
3.	Mr. ManojMandavgane	Member
4.	Ms. Swati Bhatt	Member
5.	Mr. Nandu G. Bharwani	Member

b) Terms of Reference:

The role and terms of reference of the Audit Committee cover the matters specified for Audit Committees as follows:

i. Oversight of the Company’s financial reporting process and the disclosure of its financial information to ensure that the Financial Statement is correct, sufficient and credible;
ii. Recommending to the Board, the appointment, re-appointment and, if required, the replacement or removal of the statutory auditor and the fixation of audit fees;
iii. Approval of payment to statutory auditors for any other services rendered by the statutory auditors;

37th ANNUAL REPORT 2020-21

iv. Approval or any subsequent modification of transactions of the company with related parties;
v. Scrutiny of inter-corporate loans and investments;
vi. Valuation of undertakings or assets of the company, wherever it is necessary;
vii. Reviewing, with the management and auditors, the Annual Financial Statements before submission to the Board for approval, with particular reference to:
Matters required to be included in the Director’s Responsibility Statement in terms of clause of section 134(3) ( c ) of the Companies Act, 2013;
Changes, if any, in accounting policies and practices and reasons for the same; Major accounting entries involving estimates based on the exercise of judgment by management;
Significant adjustments made in the Financial Statements arising out of audit findings;
Compliance with listing and other legal requirements relating to Financial Statements; -
Disclosure of any related party transactions; and Qualifications in the draft audit report;
viii. Reviewing with the management, the statement of uses / application of funds raised through an issue (public issue, rights issue, preferential issue, etc.), the statement of funds utilized for purposes other than those stated in the offer document/prospectus/notice and the report submitted by the monitoring agency monitoring the utilization of proceeds of a public or rights issue, and making appropriate recommendations to the Board to take up steps in this matter;
ix. Reviewing with the management, performance of statutory and internal auditors, and adequacy of the internal control systems;
x. Reviewing the adequacy of internal audit function, if any, including the structure of the internal audit department, staffing and seniority of the official heading the department, reporting structure coverage and frequency of internal audit;
xi. Discussion with internal auditors of any significant findings and follow up there on;
xii. Reviewing the findings of any Internal investigations by the internal auditors into matters where there is suspected fraud or irregularity or a failure of internal control systems of a material nature and reporting the matter to the Board;
xiii. Discussion with statutory auditors before the audit commences, about the nature and scope of audit as well as post-audit discussion to ascertain any area of concern;
xiv. To look into the reasons for substantial defaults in the payment to the depositors, debenture holders, shareholders (in case of nonpayment of declared dividends) and creditors;
xv. Approval of appointment of CFO (i.e., the whole-time Finance Director or any other person heading the finance function or discharging that function) after assessing the qualifications, experience & background, etc. of the candidate;
xvi. To review the functioning of the Whistle Blower mechanism; and
xvii. To carry out any other function as mentioned in the terms of reference of the Audit Committee.

c) Meetings of the Committee during the year and Attendance:

During the year, Five Audit Committee meetings were held on 31st July 2020, 31st August 2020, 14th September 2020 and 10th November 2020 and 09th February 2021.

Members	Number of Meetings Attended
Mr. Mehul K. Kuwadia	5
Mr. Nandu G. Bharwani	5
Mr. Surjit Banga	5
Mr. ManojMandavgane	5
Ms. Swati Bhatt	5

37th ANNUAL REPORT 2020-21

4. NOMINATION & REMUNERATION COMMITTEE:

Your Company has a qualified Nomination and Remuneration Committee to formulate and implement policies on the nomination, remuneration and performance evaluation of the Board of Directors and Key Managerial Personnel.

The composition of the Nomination and Remuneration Committee is in compliance with the provisions of Section 178 of the Companies Act, 2013 read with the rules made thereunder and Regulation 19 read with part D of Schedule II of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The composition, terms of reference, details of the meetings held and attended during the financial year ended March 31, 2021 are as follows:

a) Composition :

No.	Name of Members	Nature of Membership
1.	Mr. Mehul K. Kuwadia	Chairman
2.	Mr. Surjit Banga	Member
3.	Mr. ManojMandavgane	Member
4.	Ms. Swati Bhatt	Member

b) Terms of reference:

The general objective of the Nomination and Remuneration Committee is to determine and agree with the Board the framework or the broad policy for the remuneration of the Board of Directors, Key Managerial Personnel, and Senior Management Personnel etc. It also undertakes performance evaluation of the Board of Directors, Key Managerial Personnel, and Senior Management Personnel etc and also reviews the notice periods for Executive Directors employment contracts administer employee benefits and incentive plans and administer stock option and other equitybased plans, etc.

The terms of reference of the Remuneration Committee are as follows:

i. To approve the Annual Remuneration Plan of the Company;
ii. To approve the remuneration and any modification thereof payable to the Executive Directors, Key Managerial Personnel and Senior Managerial Personnel;
iii. Evaluation of the performance of the Board as a whole and Directors individually;
iv. Such other matters as the Board may from time to time request the Nomination and Remuneration Committee to examine and recommend.

c) Meetings of the Committee during the year

During the year, Three meetings of the Nomination and Remuneration Committee were held on 31st July, 2020 31st August, 2020 and 09th February 2021.

Members	Number of Meetings Attended
Mr. Mehul K. Kuwadia	3
Mr. Surjit Banga	3
Mr. ManojMandavgane	3
Ms. Swati Bhatt	3

37th ANNUAL REPORT 2020-21

d) Performance evaluation criteria for independent directors:

The Independent Directors are evaluated on parameters like Director's contributions at Board / Committee meetings, willingness to devote time and effort to understand the Company and its business and a readiness to participate in events outside the meeting room, ability to understands governance, regulatory, financial, fiduciary and ethical requirements of the Board / Committee, adherence to Code of Conduct and how the independent Director is able to bring independent judgment during board deliberations on strategy, performance, risk management etc.

5. REMUNERATION OF DIRECTORS:

Remuneration to Executive Directors:

Sr. No.	Remune Particulars of ration	Mr. Suresh G. Bharwani- Chairman and Managing Director	Mr. Nandu G. Bharwani- Jt. Managing Director and CFO	Mr. Harsh Bharwani Whole Time Director	Total Amount (in Rs.)
1	Gross salary
	(a) Salary as per provisions contained in section 17(1) of the Income-tax Act, 1961	69,29,000	69,29,000	8,37,110	1,46,95,110
	(b) Value of perquisites u/s 17(2) Income-tax Act, 1961	-	-	-
	(c) Profits in lieu of salary under section 17(3) Income-tax Act, 1961	-	-	-
2	Stock Option	-	-	-
3	Sweat Equity	-	-	-
4	Commission	-	-	-
	- as % of profit	-	-	-
	- others	-	-	-
5	Others- Employer Contribution to Provident Fund	-	-	-
	Total (A)	69,29,000	69,29,000	8,37,110	1,46,95,110

Service Contracts, Severance Fees and Notice Period:

The appointment and remuneration of the Managing Director and Whole-Time Directors are subject to the provisions of the Act and the resolution passed by the Board of Directors and Members of the Company which cover the terms and conditions of such appointment. There is no separate provision for payment of severance fee under the resolutions governing the appointment of Managing Director and Whole-Time Directors.

37th ANNUAL REPORT 2020-21

Non-Executive Directors:

Criteria for making payments to Non-Executive Directors of the Company has been disclosed in the Policy for Nomination & Remuneration and Performance Evaluation adopted by the Company which is published on the Company's website under the 'Investors' section at: http://www.jetking.com/investor.php. No pecuniary relationship exists between the Non- Executive Directors and the Company other than drawing sitting fees and reimbursement of expenses to attend meetings of the Board and Committees thereof.

Sitting Fees paid to the Non-Executive Directors is as follows:

id to the Non-Executive Directors is as follows:
Name Mr. Mehul K. Kuwadia Mr. Surjit Banga Mr. Manoj Mandavgane Ms. Swati Bhatt	SittingFees Paid(Rs.)
	1,50,000
	1,50,000
	1,50,000
	1,50,000

6. STAKEHOLDERS RELATIONSHIP COMMITTEE:

The Company has constituted Stakeholder's Relationship Committee (“SRC”) of Directors to look into the complaints, requests and grievances of the shareholders/investors and ensure their redressal. SRC approves and monitors share transfers, transmissions, dematerialisation, rematerialisation, issue of duplicate share certificates, etc.

a) Composition:

No.	Name of Members	Nature of Membership
1.	Mr. Mehul K. Kuwadia	Chairman
2.	Mr. Surjit Banga	Member
3.	Mr. ManojMandavgane	Member
4.	Ms. Swati Bhatt	Member
5.	Mr. Nandu G. Bharwani	Member

b) Details of Company Secretary & Compliance Officer of the Company as on March 31, 2021 are as follows:

Mr. Yogesh Patole

Jetking Infotrain Limited 401, Bussa Udyog Bhavan, Sewree, Near Sewri Bus Terminus, Sewri West, Tokershi Jivraj Rd, Mumbai – 400015

Email Id: [email protected] Tel: 022- 6741 4000

c) Meetings of the Committee during the year:

During the year, Three Stakeholders Relationship Committee meetings were held on 31st July, 2020, 01st October, 2020 and 09th February, 2021.

Members	Number of Meetings Attended
Mr. Mehul K. Kuwadia	3
Mr. Nandu G. Bharwani	3
Mr. Surjit Banga	3
Mr. ManojMandavgane	3
Ms. Swati Bhatt	3

37th ANNUAL REPORT 2020-21

d) Status of Shareholder's/ Investors Grievances during FY 2020-21:

1	Complaints pending as on 01.04.2020	Nil
2	Received during the year	Nil
3	Resolved during the year	Nil
4	Complaints Pending as on 31.03.2021	Nil

7. GENERAL BODY MEETINGS:

(a) Details of Annual General Meetings held during the last three consecutive years:

Day	Date	Time	Venue
Tuesday	21.08.2018	03.00 p.m.	Hotel Parle International, B.N. Agarwal Market, Vile St Parle East, Next To Dinanath Mangeshkar Hall,Mumbai - 400057
Tuesday	23.07.2019	03.00 p.m.	Hotel Parle International, B.N. Agarwal Market, Vile St Parle East, Next To Dinanath Mangeshkar Hall,Mumbai - 400057
Tuesday	29.09.2020	11.30 a.m.	Video Conferencing (“VC”)/ Other Audio Visual Means(“OAVM')

b) Special Resolution passed at last three Annual General Meetings:

Date of Annual General meeting	Special resolution passed
21st August, 2018	Re-appointment of Mr. Mehul Kuwadia, Mr. Surjit Banga and Mr. Manoj Mandavgane as an Independent Non-Executive Directors for another term of five consecutive years w.e.f. 1st April, 2019.
23rdJuly, 2019	Nil
29thSeptember, 2020	Appointment of Mr. Harsh Suresh Bharwani as an Director & Whole-Time Director of the Company for a period of three consecutive years w.e.f 31st August,2020. 31st

No Special Resolution was passed by the Company last year through Postal Ballot. No special resolution is proposed to be conducted through Postal Ballot as on the date of this report.

37th ANNUAL REPORT 2020-21

8. MEANS OF COMMUNICATION:

a. Quarterly results: Quarterly/Half yearly/Annual results are regularly submitted to the Stock Exchanges where the shares of the Company are listed pursuant to the provisions of SEBI (LODR) Regulations, 2015 and are published in the newspapers. The Company has also displayed the results as specified under Regulation 47 of SEBI (LODR) Regulations 2015 and on the Company's website i.e. http://www.jetking.com/investor.php.
b. Newspapers wherein results normally published: Free Press Journal (English daily newspaper) and Navshakti (Marathi regional language newspaper).
c. The Company has in place, a policy on material events as required under regulation 31 of SEBI (LODR) Regulations, 2015. The Company disseminates all information which is material in accordance with this policy to the stock exchanges and also on the website of the Company.
d. The company also publishes all official news and other information prescribed under regulation 46 of the SEBI (LODR) Regulations, 2015 under the 'Investors' section of the website at http://www.jetking.com/investor.php.
e. No presentations were made to institutional investors or to the analysts during the year under review.

9. GENERAL SHAREHOLDER INFORMATION:

1) Annual general meeting - date, time and venue	29th September 2021 at 11.00 a.m. through Video Conferencing (VC) / Other Audio-Visual Means (OAVM) pursuant to the MCA Circular dated May 5, 2020 and as such there is no requirement to have a venue for the AGM. The venue of the meeting shall be deemed to be the registered office of the Company. For more details, please refer to the Notice of this AGM.
2) Financial Year	2020-21
3) Dividend payment date	No dividend is proposed by the Board of Directors for the financial year 2020-21
4) Name and address of each stock exchange(s) at which the listed entity's securities are listed and a confirmation about payment of annual listing fee to each of such stock exchange(s)	BSE Limited Dalal St, Kala Ghoda, Fort, Phiroze Jeejeebhoy Towers, Mumbai – 400001, Maharashtra, India (Listing Fees paid for F.Y. 2020-21 and 2021-22)
5) Stock code	ISIN: INE919C01019 BSE Stock Code: 517063
6) Registrar to an issue and share transfer agents	Link Intime India Pvt. Ltd. Mumbai - 400083 Tel: 022 - 4918 6270 1800 1020 878 Contact Person – Mr. Lawrence Email:[email protected] C-101, 247 Park, LBS Marg, Vikhroli West,

37th ANNUAL REPORT 2020-21

7) Share transfer system	The transfer of shares in physical form is processed and completed by Registrar and Transfer Agent – Link Intime India Pvt. Ltd. within a period of 15 days from the date of receipt thereof provided all the documents are in order. In case of shares in electronic form, the transfers are processed by NSDL / CDSL through respective Depository Participants in compliance with the Listing Agreement with the Stock Exchanges. A Practising Company Secretary carries out audit of the system of transfer of securities and a certificate to that effect is filed with the Stock Exchange.
8) Dematerialization of shares and liquidity	95.55% of the outstanding equity shares have been dematerialized as on 31st March 2021. Trading in equity shares of the Company is permitted only in dematerialized form.
9) Location of Training Centers	i. 401, Bussa Udyog Bhavan, Tokersi Jivraj Road, Sewri (W), Mumbai – 400 015. Tel:022- 24156486 /24156528 viii. 3rd Floor, Shri Durga Market, Near Pandit Clinic Road, Bus Stand, Bartand, Dhanbad – 826 004, Jharkhand. Ph – 7760 285 801 v. 3rd Floor, Elegance Arcade, Opp. Maninagar Railway Station, Beside Satyam Tower, Maninagar, Ahmedabad – 380 008. vi. R1/88, 2nd Floor, RDC Rajnagar, Above ICICI Bank, Ghaziabad – 201002. Tel: 9711641364 Tel:079-30424461/62 Mob: 7778036268 Ph: 7561 9949 41 vii. Khushi Sankul,1759, E Ward II Floor, Rajarampuri, 4th Lane, Kolhapur, Maharashtra - 416008. ix. Jetking Jayanagar Centre, (Above Milano Icecream), 1st floor, 9th Main Road, 5th Block, Jayanagar, Bangalore-560 041 Tel: 040-66316912/13 iv. Elgin Apt., 1st Floor, 1A, Ashutosh Mukherjee Road, Kolkata – 700 020. Tel: 033- 40034601/02/03 iii. 209, Archana Arcade, IT Complex, Behind Hotel Ramakrishna, Secunderabad – 500 025. Ph: 0231-252 5050/9960 75 1111 ii. Pragati Deep Building, 6th Floor, Plot No.8, Laxmi Nagar, Dist.Centre, Near Nirman Vihar Metro Station, Delhi - 110 092. Tel: 011- 4788888/ 22059475

7)
Share transfer system

The transfer of shares in physical form is processed and completed by
Registrar and Transfer Agent – Link Intime India Pvt. Ltd. within a period
of 15 days from the date of receipt thereof provided all the documents
are in order.
In case of shares in electronic form, the transfers are processed by
NSDL / CDSL through respective Depository Participants in compliance
with the Listing Agreement with the Stock Exchanges.
A Practising Company Secretary carries out audit of the system of
transfer of securities and a certificate to that effect is filed with the
Stock Exchange.

8)
Dematerialization of shares
and liquidity

95.55% of the outstanding equity shares have been dematerialized as
on 31st March 2021.
Trading in equity shares of the Company is permitted only in
dematerialized form.

9)
Location of Training Centers

i.
401, Bussa Udyog Bhavan, Tokersi Jivraj Road, Sewri (W),
Mumbai – 400 015. Tel:022- 24156486 /24156528
viii.
3rd Floor, Shri Durga Market, Near Pandit Clinic Road, Bus
Stand, Bartand, Dhanbad – 826 004, Jharkhand.
Ph – 7760 285 801
v.
3rd Floor, Elegance Arcade, Opp. Maninagar Railway Station,
Beside Satyam Tower, Maninagar, Ahmedabad – 380 008.
vi.
R1/88, 2nd Floor, RDC Rajnagar, Above ICICI Bank,
Ghaziabad – 201002. Tel: 9711641364
Tel:079-30424461/62 Mob: 7778036268
Ph: 7561 9949 41
vii.
Khushi Sankul,1759, E Ward II Floor, Rajarampuri, 4th Lane,
Kolhapur, Maharashtra - 416008.
ix.
Jetking Jayanagar Centre, (Above Milano Icecream), 1st floor,
9th Main Road, 5th Block, Jayanagar, Bangalore-560 041
Tel: 040-66316912/13
iv.
Elgin Apt., 1st Floor, 1A, Ashutosh Mukherjee Road,
Kolkata – 700 020. Tel: 033- 40034601/02/03
iii.
209, Archana Arcade, IT Complex, Behind Hotel
Ramakrishna, Secunderabad – 500 025.
Ph: 0231-252 5050/9960 75 1111
ii.
Pragati Deep Building, 6th Floor, Plot No.8, Laxmi Nagar,
Dist.Centre, Near Nirman Vihar Metro Station,
Delhi - 110 092. Tel: 011- 4788888/ 22059475

37th ANNUAL REPORT 2020-21

	x. 3rd Floor, Shyam Kunj, Behind Neelam E Punjab Restaurant, Opposite Navghar ST Bus Stand, Vasai(W), Palghar - 401202, Maharashtra. Ph- 020 4120 0108 /6030 6565/ 6073 6565 xiv. Alankar motors complex, Boring canal road(E), Rajapur pul, Patna, Bihar - 800001. Ph: 7735 701 702 xi. 3rd Floor, Above Lenskart, MIG 42, Besides ICICI Bank, Opp. JNTU, Kukatpally, Hyderabad -500072, Telangana. Ph: 7045 955 770/9322 323 334 Ph: 8008 633 600 Ph: 9608 191 001 / 7488 520049 xii. 433, Patil Plaza, Mitramandal Chowk, Parvati, Pune, Maharashtra – 411009. xiii. FM college road, Azimabad near Jagannath petrol pump, Balasore, Odisha - 756001. Ph: 0240-6452055 Ph: 9594 151 000 / 9594 8888 98 Ph: 9310 3059 18 /8010 9199 45 xvii. Centre A wing 506/5th floor, Krishna plaza building, above Krishna sweets , Shivaji path, opp railway station, Thane (west), Mumbai, Maharashtra. xviii. C-30 Sector - 2 Opposite Narula's Hotel, Near Sector 15, Metro Station, Noida, Uttar Pradesh - 201301. Ph: 0120 422 2284 /9717 590 917 xix. Mahima Institute of Nursing Bldg, Opposite to Talur road cross, Parvathi Nagar main road, Near Durgamma Temple, Bellary - 583104, Karnataka. xvi. SCF 66, First Floor, HUDA Main Market, Faridabad, New Delhi, Haryana, 121002. xv. Reckon Infotech, Hotel VITS Campus Station Road, Bansilal Nagar, Aurangabad - 431001, Maharashtra. xx. 17 A/C Gandhi Nagar (Behind Spice Food Court Opp Women College) Jammu – 180004. Ph: 0191 – 245 8620 / 9797 487 448 9419 195 034 Details of the rest of the centres can be viewed at https://www.jetking.com/centres Ph: 9380 8388 33/ 9448 0933 77
a. Address for correspondence	JETKING INFOTRAIN LIMITED CIN: L72100MH1983PLC127133 401, Bussa Udyog Bhavan,Near Sewri Bus terminus, Sewari (W),T.J.J.Road, Mumbai MH - 400015 Tel: 022- 6741 4000 Website: www.jetking.com

x.
3rd Floor, Shyam Kunj, Behind Neelam E Punjab Restaurant,
Opposite Navghar ST Bus Stand, Vasai(W), Palghar - 401202,
Maharashtra.
Ph- 020 4120 0108 /6030 6565/ 6073 6565
xiv.
Alankar motors complex, Boring canal road(E), Rajapur pul,
Patna, Bihar - 800001.
Ph: 7735 701 702
xi.
3rd Floor, Above Lenskart, MIG 42, Besides ICICI Bank, Opp.
JNTU, Kukatpally, Hyderabad -500072, Telangana.
Ph: 7045 955 770/9322 323 334
Ph: 8008 633 600
Ph: 9608 191 001 / 7488 520049
xii.
433, Patil Plaza, Mitramandal Chowk, Parvati, Pune,
Maharashtra – 411009.
xiii.
FM college road, Azimabad near Jagannath petrol pump,
Balasore, Odisha - 756001.
Ph: 0240-6452055
Ph: 9594 151 000 / 9594 8888 98
Ph: 9310 3059 18 /8010 9199 45
xvii. Centre A wing 506/5th floor, Krishna plaza building, above
Krishna sweets , Shivaji path, opp railway station, Thane (west),
Mumbai, Maharashtra.
xviii. C-30 Sector - 2 Opposite Narula's Hotel, Near Sector 15, Metro
Station, Noida, Uttar Pradesh - 201301. Ph: 0120 422 2284
/9717 590 917
xix.
Mahima Institute of Nursing Bldg, Opposite to Talur road cross,
Parvathi Nagar main road, Near Durgamma Temple, Bellary -
583104, Karnataka.
xvi.
SCF 66, First Floor, HUDA Main Market, Faridabad, New Delhi,
Haryana, 121002.
xv.
Reckon Infotech, Hotel VITS Campus Station Road, Bansilal
Nagar, Aurangabad - 431001, Maharashtra.
xx.
17 A/C Gandhi Nagar (Behind Spice Food Court Opp Women
College) Jammu – 180004.
Ph: 0191 – 245 8620 / 9797 487 448
9419 195 034
Details of the rest of the centres can be viewed at
https://www.jetking.com/centres
Ph: 9380 8388 33/ 9448 0933 77

a. Address for correspondence

JETKING INFOTRAIN LIMITED
CIN: L72100MH1983PLC127133
401, Bussa Udyog Bhavan,Near Sewri Bus terminus, Sewari
(W),T.J.J.Road, Mumbai MH - 400015
Tel: 022- 6741 4000 Website: www.jetking.com

37th ANNUAL REPORT 2020-21

10. Market price data- high, low during each month in last financial year and performance in comparison to S&P BSE SENSEX

The performance of the equity shares of the Company on the BSE Limited (BSE) depicting the liquidity of the Company's equity shares for the Financial Year ended 31st March 2021 is given hereunder:

Month	Jetking Infotrain Limited	Jetking Infotrain Limited	Jetking Infotrain Limited	S&P BSE SENSEX	S&P BSE SENSEX	S&P BSE SENSEX
	High Price	Low Price	Close Price	High	Low	Close
Apr-20	23.7	16.2	21	33887.25	27500.79	33717.62
May-20	25.35	19.6	24	32845.48	29968.45	32424.1
Jun-20	32.35	21.05	29.35	35706.55	32348.1	34915.8
Jul-20	35.05	26	27.9	38617.03	34927.2	37606.89
Aug-20	36.1	24	33.25	40010.17	36911.23	38628.29
Sep-20	34.9	26.25	34.55	39359.51	36495.98	38067.93
Oct-20	36.7	31.55	32.5	41048.05	38410.2	39614.07
Nov-20	36	30.15	33.6	44825.37	39334.92	44149.72
Dec-20	37	30.7	35	47896.97	44118.1	47751.33
Jan-21	36.8	32.2	34.9	50184.01	46160.46	46285.77
Feb-21	45.8	34.2	45.8	52516.76	46433.65	49099.99
Mar-21	52	31.1	33.25	51821.84	48236.35	49509.15

==> picture [381 x 255] intentionally omitted <==

37th ANNUAL REPORT 2020-21

11. Distribution of shareholding:

No. of Equity Shares	No. of Shareholders	% of Total Shareholders	TOTAL NO. OF SHARES	% of Amount
From 1 to 500	1942	73.7562	241188	4.0827
501 TO 1000	364	13.8245	250920	4.2475
1001 TO 2000	181	6.8743	250564	4.2415
2001 TO 3000	49	1.861	130398	2.2073
3001 TO 4000	21	0.7976	74813	1.2664
4001 TO 5000	15	0.5697	68584	1.1610
5001 TO 10000	22	0.8355	158411	2.6815
10001and above	39	1.4812	4732622	80.1121
Total	2633	100.00	5907500	100.00

Outstanding GDR/ADRs/Warrants or any convertible instruments, conversion date and likely impact on equity:

The Company has not issued any GDRs / ADRs / Warrants or any convertible instruments in the past and hence, as on March 31, 2021, the Company does not have any outstanding GDRs / ADRs / Warrants or any convertible instruments.

Commodity price risk or foreign exchange risk and hedging activities: There exists foreign exchange risk in relation to foreign outstanding as the same is not hedged.
List of all credit ratings obtained by the entity along with any revisions thereto during the relevant financial year, for all debt instruments of such entity or any fixed deposit programme or any scheme or proposal of the listed entity involving mobilisation of funds, whether in India or abroad. – Not Applicable
Fees paid to statutory auditor: The total fees paid to the statutory auditor and for subsidiary company of which the statutory auditor is a part, for all services taken by the Company during the financial year is as stated Below
As per standalone financial statements – Rs 15.08 lakhs
As per consolidated financial statements – Rs 15.84 lakhs
• As per standalone financial statements of subsidiary company – Rs 0.76 lakhs

16. CEO/CFO CERTIFICATION:

As required under Regulation 17 of the SEBI Listing Regulations, the CEO/CFO certificate for the financial year 2020-21 signed by Mr. Suresh Bharwani, Managing Director & Mr. Nandu Bharwani, Joint Managing Director and CFO, was placed before the Board of Directors of the Company at their meeting held on 8th June, 2021 and is annexed to this Report.

17. COMPLIANCE CERTIFICATE ON CORPORATE GOVERNANCE:

As required by Schedule V of the Listing Regulations, the Auditors Certificate on Corporate Governance is annexed to this Report.

37th ANNUAL REPORT 2020-21

1. OTHER DISCLOSURES:

a.

Related Party Transactions:

The Related Party Transactions undertaken by the Company were in compliance with the provisions set out in the Companies Act, 2013 read with the rules made there under and Regulation 23 of the SEBI Listing Regulations. There are no material related party transactions during the year under review that have conflict with the interest of the Company. Transactions entered into with related parties during FY 2020-2021 were in the ordinary course of business and at arms’ length basis and were duly approved by the Audit Committee. The details of Related Party Transactions are set out in the Notes to Financial Statements forming part of this Annual Report. The Company is in compliance with the applicable Accounting Standard for related party disclosures in the Financial Statements. The Board’s approved policy for related party transactions is uploaded on the website of the Company can be accessed at https://www.jetking.com/

Disclosures of Loans and advances granted to Subsidiary and/or Firms/Companies in which directors of the Company are interested along with disclosures of transactions of the Company with Promoter/Promoter group holds 10% or more shareholding, if any, are set out in the Notes to Financial Statements forming part of this Annual Report.

b. Penalty or Strictures:

The Company has complied with the requirements of the Stock Exchanges, SEBI and other statutory authorities on all matters relating to capital markets. The Company has made delay of 4 days in submission of its disclosure of related party transactions on consolidated basis for the half year ended September 30, 2020 to BSE Limited. The Company has been levied and has paid a penalty of Rs. 20,000/- plus applicable taxes. Further the Company has also made delay of 16 days in submission of its quarterly financial results for quarter ended June 30, 2020 to BSE Limited. The Company has been levied a penalty of Rs. 5000/- per day with effect from 16th October, 2020 till the date of compliance. The Company paid a penalty of Rs. 80,000/- plus applicable taxes.

No penalties or strictures were imposed on the Company by the Stock Exchanges, SEBI or any statutory authorities on any matter relating to capital markets during last three years.

c. Vigil Mechanism:

The Company has a Whistle Blower Mechanism in place to enable all its stakeholders to report serious concerns and matters to the management. All Directors, stakeholders associated with the Company in some or the other capacity, individual employees and their representative bodies are eligible to make Protected Disclosures under this Policy. All Stakeholders have direct access to the Chairman of Audit Committee – Mr. Mehul Kuwadia to report genuine and serious concerns and none of the stakeholders have been denied the said access.

d. Policies

Policy for Material subsidiaries and Policy on Related Party Transactions has been published on website at http://www.jetking.com/investor.php.

e.

Compliance

Your Company has complied with the mandatory requirements as stipulated under SEBI (LODR) Regulations 2015 except as stated in point b above and as stated in the Secretarial Audit Report. The Company has submitted the quarterly compliance report on corporate governance to the stock exchanges within the prescribed time limit.

f. Disclosure of commodity price risks and commodity hedging activities: N.A

37th ANNUAL REPORT 2020-21

g. Details of utilization of funds raised through preferential allotment or qualified institutions placement as specified under Regulation 32 (7A) - No such funds raised during the year 2020-21.
h. where the board had not accepted any recommendation of any committee of the board which is mandatorily required, in the relevant financial year, the same to be disclosed along with reasons thereof

The Board has recommended all the recommendations of the Committees of the Company.

i.

Compliance of Corporate Governance

The Company has complied with the requirements specified in Regulation 17 to 27 and Clauses (b) to (i) of Sub – Regulation (2) of Regulation 46 of Listing Regulations except mentioned in the Secretarial Audit Report. A certificate from Practicing Company Secretaries attached herewith report.

j.

Code of conduct:

The members of the board and senior management personnel have affirmed compliance with the Code of Conduct applicable to them during the year ended March 31, 2021. The annual report of the Company contains a certificate by the Managing Director, on the compliance declarations received from Directors and Senior Management.

k.

Certificate from Practicing Company Secretary:

Certificate as required under Schedule V Para C clause (10)(I) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 received from Mr. Anand Mukherjee , Partner of M/s. AVS & Associates, Practicing Company Secretaries, that as on March 31, 2021 none of the Directors on the Board of the Company have been debarred or disqualified from being appointed or continuing as directors of the Company by the Securities and Exchange Board of India/ Ministry of Corporate Affairs or any such statutory authority is published in this Report.

l. Confirmation by the Board of Directors

Confirmation that in the opinion of the board, the independent directors fulfil the conditions specified in SEBI Listing Regulations to the extent applicable to them and all independent directors are independent from the management.

m.

Details of unclaimed suspense account

Disclosures with respect to demat suspense account/ unclaimed suspense account:

Sr. No.	Particulars	Number
01	Aggregate number of shareholders and the outstanding shares in the suspense account lyingat the beginningof theyear	0
02	Aggregate number of shareholders and the outstanding shares in the suspense account lyingduringtheyear	0
03	Number of shareholders to whom shares were transferred from suspense account duringtheyear	0
04	Aggregate number of shareholders and the outstanding shares in the suspense account lying at the end of the year	0

The voting rights on these shares shall remain frozen till the rightful owner of such shares claims the shares.

37th ANNUAL REPORT 2020-21

n. Disclosure relating to Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013:

The Company has in place an effective mechanism for dealing with complaints relating to sexual harassment at workplace. The details relating to the number of complaints received and disposed of during the financial year 2020-21 are as under:

a) Number of complaints filed during the financial year: NIL
b) Number of complaints disposed of during the financial year: NIL
c) Number of complaints pending as on end of the financial year: NIL
o. Adoption of the non-mandatory requirements read with Adoption of discretionary requirements of Part – E of Schedule II of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015
During the year under review, there is no audit qualification on the Company’s financial statements. The Company continues to adopt best practices to ensure regime of unmodified audit opinion.
The Internal Auditor of the Company directly reports to the Audit Committee on functional matters. Also, Internal Auditor is generally present in the Audit Committee Meeting.
As on March 31, 2021, the Chairman of the Company is Executive Director.

For and on behalf of Board of Directors Sd/Sd/Suresh G. Bharwani Nandu G. Bharwani Chairman & Managing Director Joint Managing Director and CFO DIN: 00667104 DIN: 00618386

Place: Mumbai Date: 08th June 2021

37th ANNUAL REPORT 2020-21

CHIEF EXECUTIVE OFFICER (CEO) / CHIEF FINANCIAL OFFICER (CFO) CERTIFICATION

We, Suresh G. Bharwani- Chairman and Managing Director and Nandu G. Bharwani- Joint Managing Director and CFO of Jetking Infotrain Limited, hereby declare and confirm that:

A. We have reviewed financial statements and the cash flow statement for the year ended 31st March 2021 and that to the best of our knowledge and belief:
(1) These statements do not contain any materially untrue statement or omit any material fact or contain statements that might be misleading;
(2) These statements together present a true and fair view of the Company’s affairs and are in compliance with existing accounting standards, applicable laws and regulations.
B. There are, to the best of our knowledge and belief, no transactions entered into by the Company during the year which are fraudulent, illegal or violative of the Company’s code of conduct.
C. We accept the responsibility for establishing and maintaining internal controls for financial reporting and that we have evaluated the effectiveness of internal control systems of the listed entity pertaining to financial reporting and we have disclosed to the auditors and the audit committee, deficiencies in the design or operation of such internal controls, if any, of which we're aware and steps will be taken or proposed to be taken to rectify these deficiencies.
D. We have indicated to the auditors and the Audit committee:
(1) significant changes in internal control over financial reporting during the year;
(2) significant changes in accounting policies during the year and that the same have been disclosed in the notes to the financial statements; and instances of significant fraud of which they have become aware and the involvement therein, if any, of the management or an employee having a significant role in the listed entity's internal control system over financial reporting.

For and on behalf of Board of Directors

Sd/Sd/Suresh G. Bharwani Nandu G. Bharwani Chairman & Managing Director Joint Managing Director and CFO DIN: 00667104 DIN: 00618386

Place: Mumbai Date: 08th June 2021

37th ANNUAL REPORT 2020-21

CERTIFICATION REGARDING COMPLIANCE BY THE BOARD MEMBERS AND SENIOR MANAGEMENT PERSONNEL WITH THE COMPANY'S CODE OF CONDUCT

This is to certify that in accordance with the requirement of Regulation 34(3) read with Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 all the Members of the Board and Senior Management Personnel have affirmed that they have complied with the Code of Conduct for the Board of Directors and Senior Management Personnel in respect of the Financial Year ended on 31st March 2021.

For and on behalf of Board of Directors

Sd/Sd/Suresh G. Bharwani Nandu G. Bharwani Chairman & Managing Director Joint Managing Director and CFO DIN: 00667104 DIN: 00618386

Place: Mumbai Date: 08th June 2021

37th ANNUAL REPORT 2020-21

CERTIFICATE OF NON-DISQUALIFICATION OF DIRECTORS (Pursuant to Regulation 34(3) and Schedule V Para C clause (10)(i) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015)

To,

The Members, JETKING INFOTRAIN LIMITED,

401, Bussa Udyog Bhavan,Near Sewri Bus Terminus, Sewari (W), T.JJJ .Road, Mumbai 400015.

We have examined the relevant records, information, forms, returns and disclosures received from the Directors of M/s. JETKING INFOTRAIN LIMITED having CIN: L72100MH1983PLC127133 and having registered office at 401, Bussa Udyog Bhavan,Near Sewri Bus Terminus, Sewari (W), T.JJJ .Road, Mumbai 400015 (hereinafter referred to as ‘the Company’) produced before us by the Company for the purpose of issuing this Certificate, in accordance with Regulation 34(3) read with Schedule V Para-C Sub clause 10(i) of the Securities Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

In our opinion and to the best of our information and according to the verifications (including Directors Identification Number ( ‘DIN’) status at the portal www.mca.gov.in) as considered necessary and explanations furnished to us by the Company & its officers, we hereby certify that, none of the Directors on the Board of the Company as stated below have been debarred or disqualified from being appointed or continuing as Directors of companies by the Securities and Exchange Board of India, Ministry of Corporate Affairs or any such other Statutory Authority for the financial year ending on March 31, 2021.

Sr. No.	Name of the Directors	DIN	Date of appointment in Company
1.	Mr. Suresh G Bharwani	00667104	26/12/1983
2.	Mr. Nandu G Bharwani	00618386	05/01/1984
3.	Mr.Surjit Banga	00001637	08/12/2012
4.	Mr.Mehul Kuwadia	00618678	15/06/2000
5.	Mr.ManojM Mandavgane	02292712	01/03/2013
6.	Ms.Swati Gaikwad Bhatt	05151680	26/12/2018
7.	Mr. Harsh Suresh Bharwani*	02020253	31/08/2020

* Mr. Harsh Suresh Bharwani appointed as Whole time Director w.e.f. 31/08/2020.

Ensuring the eligibility for the appointment/continuity of every Director on the Board is the responsibility of the management of the Company. Our responsibility is to express an opinion on these based on our verification. This certificate is neither an assurance as to the future viability of the Company nor of the efficiency or effectiveness with which the management has conducted the affairs of the Company.

For AVS & Associates Company Secretaries

Place: Mumbai Date: 08/06/2021

Anand Mukherjee Partner Membership No.40485 C.P. No: 16883 UDIN: A040485C000435198

37th ANNUAL REPORT 2020-21

CERTIFICATE OF COMPLIANCE WITH THE CORPORATE GOVERNANCE REQUIREMENTS UNDER SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015

To

The Members of JETKING INFOTRAIN LIMITED

We have examined the compliance of conditions of Corporate Governance by JETKING INFOTRAIN LIMITED (“the Company”) for the year ended on March 31, 2021 as stipulated in Regulations 17 to 27 and clauses (b) to (i) of subregulation (2) of Regulation 46 and Para C, D and E of Schedule V of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

The compliance of conditions of Corporate Governance is the responsibility of the management. Our examination was limited to procedures and implementation thereof, adopted by the Company for ensuring the compliance of the conditions of the Corporate Governance. It is neither an audit nor an expression of opinion on the financial statements of the Company.

In our opinion and to the best of our information and according to the explanations given to us and representations made by the management, we certify that the Company to the extent applicable, has complied with the conditions of Corporate Governance as stipulated in Regulations 17 to 27, clauses (b) to (i) of sub-regulation (2) of Regulation 46 and Para C, D and E of Schedule V of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 except mentioned in the Secretarial Audit Report issued by us.

We further state that such compliance is neither an assurance as to the future viability of the Company nor of the efficiency or effectiveness with which the management has conducted the affairs of the Company.

For AVS & Associates Company Secretaries

Sd/Anand Mukherjee Partner Membership No.A40485 C.P. No: 16883 UDIN: A040485C000435220

Place: Mumbai Date: 08/06/2021

37th ANNUAL REPORT 2020-21

INDEPENDENT AUDITORS’ REPORT

To The Members of Jetking Infotrain Limited

Report on the audit of the Standalone Financial Statements

Opinion

We have audited the accompanying standalone financial statements of Jetking Infotrain Limited (“the Company”), which comprise the balance sheet as at 31 March 2021, the statement of profit and loss (including other comprehensive income), the statement of changes in equity and the statement of cash flows for the year then ended, and notes to the standalone financial statements including a summary of significant accounting policies and other explanatory information (hereinafter referred to as “the standalone financial statements”).

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone financial statements give the information required by the Companies Act, 2013 (“the Act”) in the manner so required and give a true and fair view in conformity with the Indian Accounting Standard prescribed under Section 133 of the Act read with the Companies (Indian Accounting Standard) Rules 2015 as amended (“Ind AS”) and the accounting principles generally accepted in India, of the state of affairs of the Company as at 31 March 2021, the loss and other comprehensive income, changes in equity and its cash flows for the year ended on that date.

Basis for Opinion

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

Emphasis of Matter

We draw attention to

a) Note 7 to the standalone financial statements regarding capital advances of Rs. 107.81 Lakhs given for purchase of property in earlier years for which construction is yet to be commenced. The Management of the Company is confident to get possession of the said property in due course as per the revised schedule committed by the builder.
b) Note 27 (b) to the standalone financial statements regarding an amount of Rs. 36.77 Lakhs recoverable from a Broker/Sub-broker for an unauthorised trade taken place in NSE F&O segment in earlier years, which is in appeal with the Hon'ble High Court.
c) Note 41 of the standalone financial statements which describe the management’s assessment of the impact of the COVID-19 pandemic on the financial results of the Company and estimates related to impairment of assets, which are dependent on future developments regarding the severity and duration of the pandemic.

Our opinion is not modified in respect of these matters.

37th ANNUAL REPORT 2020-21

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the standalone financial statements of the current period. These matters were addressed in the context of our audit of the standalone financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. For each matter below, our description of how our audit addressed the matter is provided in that context.

We have determined the matters described below to be the key audit matters to be communicated in our report. We have fulfilled the responsibilities described in the Auditor’s responsibilities for the audit of the standalone financial statements section of our report, including in relation to these matters. Accordingly, our audit included the performance of procedures designed to respond to our assessment of the risks of material misstatement of the standalone financial statements. The results of our audit procedures, including the procedures performed to address the matters below, provide the basis for our audit opinion on the accompanying standalone financial statements.

Sr. No.	Key Audit Matters	How our audit addressed the key audit matters
1	• Debt instruments at amortised cost Measurement of investments in accordance with Ind AS 109 “Financial Instruments”(Refer note 2.10, 6(a) and 34 to the Standalone Financial Statements) - Realising cash flows through the sale of investments. The Company makes decisions based on the assets’ fair values and manages the assets to realise those fair values. • Equity instruments, investments in mutual funds, real estate funds and other funds at fair value through profit or loss (FVTPL) The Company has assessed the following two business model: On initial recognition, investments are recognized at fair value, in case of Investments which are recognised at fair value through profit and loss (FVTPL), its transaction cost is recognised in the statement of profit and loss. In other cases, the transaction costs are attributed to the acquisition value of the investments. The Company’s investments are subsequently classified into following categories based on the objective of its business model to manage the cash flows and options available in the standard: - Held to collect contractual cash flows Since valuation of investments at fair value involves critical assumptions, significant risk in valuation and complexity in assessment of business model, the valuation of investments as per Ind AS 109 is determined to be a key audit matter in our audit of the standalone financial statements.	• Evaluated the Company’s assessment of business model; • Evaluated the design of internal controls relating to the measurement and also tested the operating effectiveness of the aforesaid controls; • Obtained an understanding of the determination of the measurement of the investments and tested the reasonableness of the significant j u d g m e n t s a p p l i e d b y t h e management; • Assessed the appropriateness of the disclosure in the standalone financial statements in accordance with the applicable financial reporting framework. Principal Audit Procedures • Ensured that the Company has used 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, including consideration of the current economic and market conditions due to COVID-19 pandemic; • Obtained an understanding of Company’s business model assessed in accordance with Ind AS 109;

37th ANNUAL REPORT 2020-21

Sr. No.	Key Audit Matters	How our audit addressed the key audit matters
2	Related party transactions and disclosures (Refer note 30 of the Standalone Financial Statements) The Company has undertaken transactions with its related parties in the normal course of business. We have identified the accuracy and completeness of related party transactions and its disclosure as set out in respective notes to the standalone financial statements as a key audit matter to verify whether the transactions are recorded at arm length basis, disclosure of such transactions in the financial statements and regulatory compliance thereon during the year ended 31 March 2021.	Principal Audit Procedures - We have read minutes of meeting of the Board and its relevant committee meetings and minutes of meetings of those charged with governance in connection with transactions with related parties affected during the year and Company’s assessment of related party transactions being in the ordinary course of business at arm’s length and in accordance with the regulations. - We have tested, on a sample basis, related party transactions with the underlying contracts and other supporting documents for appropriate authorization and approval for such transactions. - Obtained, read and assessed the Company’s policies, processes and procedures in respect of identifying related parties, evaluation of arm’s length, obtaining necessary approvals, recording and disclosure of related party transactions, including compliance of transactions and disclosures in accordance with the regulations. - Assessed and tested the disclosures made in accordance with the requirements of Ind AS and the applicable regulations.

Information Other than the Financial Statements and Auditor’s Report Thereon

The Company’s Board of Directors is responsible for the preparation of the other information. The other information comprises the information included in Board’s Report including Annexures to Board’s Report and Shareholder’s Information, but does not include the standalone financial statements and our auditor’s report thereon.

Our opinion on the standalone financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the standalone financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the standalone financial statements or our knowledge obtained during the course of our audit or otherwise appears to be materially misstated.

If, based on the work we have performed, we conclude that there is a material misstatement of this other information; we are required to report that fact. We have nothing to report in this regard.

37th ANNUAL REPORT 2020-21

Management’s Responsibility for the Standalone Financial Statements

The Company’s Board of Directors is responsible for the matters stated in Section 134(5) of the Act with respect to the preparation of these standalone financial statements that give a true and fair view of the financial position, financial performance (including other Comprehensive Income), changes in equity and cash flows of the Company in accordance with the Indian Accounting Standards (Ind AS) and other accounting principles generally accepted in India. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for the safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the standalone financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

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

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

Auditors’ Responsibility for the audit of the Standalone Financial Statements

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

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

Identify and assess the risks of material misstatement of the standalone financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(I) of the Act, we are also responsible for expressing our opinion on whether the Company has adequate internal financial controls system in place and the operating effectiveness of such controls.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the standalone financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Company to cease to continue as a going concern.

37th ANNUAL REPORT 2020-21

Evaluate the overall presentation, structure and content of the standalone financial statements, including the disclosures, and whether the standalone financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

Materiality is the magnitude of misstatements in the standalone financial statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the standalone financial statements may be influenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the standalone financial statements.

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

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

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the standalone financial statements of the current period and are therefore, the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Other Matters

The comparative financial information of the Company for the year ended 31 March 2020 included in these financial statements, have been audited by the predecessor auditors. The report of the predecessor auditors dated 31 July 2020 on the comparative financial information expressed an unmodified opinion Our opinion is not modified in respect of this matter.

Report on Other Legal and Regulatory Requirements

As required by the Companies (Auditor’s Report) Order, 2016 (“the Order”) issued by the Central Government of India in terms of sub-section (11) of Section 143 of the Act, we give in the Annexure “A” a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.
As required by Section 143(3) of the Act, based on our audit we report that:
a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit;
b) In our opinion, proper books of account as required by law have been kept by the Company so far as, it appears from our examination of those books;
c) The balance sheet, the statement of profit and loss, changes in equity and the statement of cash flows dealt with by this Report are in agreement with the books of account;
d) In our opinion, the aforesaid standalone financial statements comply with the Indian Accounting Standards specified under Section 133 of the Act, read with the Companies (Indian Accounting Standards) Rules, 2015 as amended;
e) On the basis of the written representations received from the directors as on 31 March 2021 and taken on record by the Board of Directors, none of the directors is disqualified as on 31 March 2021, from being appointed as a director in terms of Section 164(2) of the Act;
f) With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate report in “Annexure B”.

37th ANNUAL REPORT 2020-21

g) With respect to the other matters to be included in the Auditor’s Report in accordance with the requirements of Section 197(16) of the Act, as amended:
In our opinion and to the best of our information and according to the explanations given to us, the remuneration paid or provided to its directors during the year is in accordance with the provision of Section 197 of the Act;
h) With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, as amended, in our opinion and to the best of our information and according to the explanations given to us:
i. The Company has disclosed the impact of pending litigations on its financial position in its standalone financial statements. Refer Note 27 (a) to the standalone financial statements;
ii. The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses; and
iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company.

For PYS & CO. LLP Chartered Accountants Firm's Registration No. 012388S/S200048

G.D. Joglekar Partner Membership No.: 39407 UDIN: 21039407AAAAJE1788

Place: Mumbai Date: 08 June 2021

37th ANNUAL REPORT 2020-21

ANNEXURE ‘A’ TO THE INDEPENDENT AUDITORS' REPORT

(Referred to in paragraph 1 under the heading ‘Report on Other Legal and Regulatory Requirements’ of our report of even date)

(I) (a) The Company has maintained proper records showing full particulars, including quantitative details and situation of fixed assets.
(b) The Company has regular programme of physical verification of its fixed assets by which all the fixed assets are verified in a phased manner, which is reasonable having regard to size of the Company and the nature of its fixed assets. However, during the year, the management of the Company has not conducted physical verification of fixed assets. The discrepancy, if any between fixed assets register and physical verification, will be dealt with in the books of account as and when ascertained.
(c) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the title deeds of immovable properties are held in the name of the Company.
(ii) In our opinion and according to the information and explanations given to us, physical verification of inventory (i.e courseware and other materials) has been conducted by the management at reasonable intervals during the year and no discrepancies were noticed on such physical verification. In our opinion, the frequency of verification is reasonable.
(iii) The Company has not granted any loans, secured or unsecured to companies, firms, limited liability partnerships or other parties covered in the register maintained under Section 189 of the Act. Accordingly, the Paragraph 3 (iii) (a), 3 (iii) (b) and 3 (iii) (c) of the Order are not applicable to the Company.
(iv) In our opinion and according to the information and explanations provided to us, the Company has complied with the provisions of Section 185 and 186 of the Act with respect to loans/advances and investments.
(v) In our opinion and according to the information and explanations given to us, the Company has not accepted any deposits during the year from the public to which the directives issued by the Reserve Bank of India and the provisions of Sections 73 to 76 and any other relevant provisions of the Act and the rules framed thereunder apply.
(vi) In our opinion and according to the information and explanations given to us, the Central Government has not prescribed maintenance of cost records under Sub-section (1) of Section 148 of the Act.
(vii) (a) According to the information and explanations given to us, the Company has been generally regular in depositing undisputed statutory dues including provident fund, income tax, goods and service tax, cess and any other statutory dues with the appropriate authorities. There are no arrears of outstanding statutory dues as at 31 March 2021 for a period of more than six months from the date they became payable. As informed, during the year, statutory dues in the nature of duty of excise, duty of customs, value added tax and sales tax are not applicable to the Company.
b) According to information and explanations given to us, there are no dues on account of sales tax, goods and service tax, duty of customs, duty of excise, value added tax and cess which have not been deposited with the appropriate authorities on account of any dispute except following dues of Service Tax:

		Amount (Rs. in Lakhs)	Period to which the amount relates
Name of the Statue	Nature of dues			Forum where the dispute is pending

Finance Act, 1994	Service Tax	292.45	F.Y. 2005 - 06 to F.Y. 2009 - 10	CESTAT, Delhi
Finance Act, 1994	Service Tax	72.43	F.Y. 2012 - 13 to F.Y. 2013- 14	Commissioner of Service Tax (Appeals),Mumbai
Finance Act, 1994	Service Tax	17.94	F. Y. 2014 - 15	Commissioner of Service Tax (Appeals), Mumbai
	Total	382.8

37th ANNUAL REPORT 2020-21

(viii) The Company does not have any loans or borrowings from financial institution, banks, government or debenture holders during the year. Accordingly, paragraph 3(viii) of the Order is not applicable to the Company.
(ix) The Company did not raise any money by way of initial public offer or further public offer (including debt instruments) and term loans during the year. Accordingly, paragraph 3 (ix) of the Order is not applicable to the Company.
(x) To the best of knowledge and according to the information and explanations given to us, no fraud by the Company or any fraud on the Company by its officers or employees have been noticed or reported during the year.
(xi) According to the information and explanations given to us and based on our examination of the records of the Company, the Company has paid/provided for managerial remuneration in accordance with the requisite approvals mandated by the provisions of Section 197 read with Schedule V to the Act.
(xii) In our opinion and according to the information and explanations given to us, the Company is not a Nidhi company. Accordingly, paragraph 3(xii) of the Order is not applicable to the Company.
(xiii) According to the information and explanations given to us and based on our examination of the records of the Company, transactions with the related parties are in compliance with Section 177 and 188 of the Act where applicable and details of such transactions have been disclosed in the standalone financial statements as required by the applicable accounting standards.
(xiv) According to the information and explanations given to us and based on our examination of the records of the Company, the Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year.
(xv) According to the information and explanations given to us and based on our examination of the records of the Company, the Company has not entered into non-cash transactions with directors or persons connected with him as referred to in section 192 of the Act. Accordingly, paragraph 3(xv) of the Order is not applicable to the Company.
(xvi) The Company is not required to be registered under Section 45-IA of the Reserve Bank of India Act, 1934.

For PYS & CO. LLP Chartered Accountants Firm's Registration No. 012388S/S200048

G.D. Joglekar Partner Membership No.: 39407 UDIN: 21039407AAAAJE1788

Place: Mumbai Date: 08 June 2021

37th ANNUAL REPORT 2020-21

ANNEXURE ‘B’ TO THE INDEPENDENT AUDITORS' REPORT (Referred to in paragraph 2(f) under the heading ‘Report on Other Legal and Regulatory Requirements’ of our report of even date)

Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (“the Act”)

We have audited the internal financial controls over financial reporting of Jetking Infotrain Limited as of 31 March 2021 in conjunction with our audit of the standalone financial statements of the Company for the year ended on that date.

Management’s Responsibility for Internal Financial Controls

The Company’s management is responsible for establishing and maintaining internal financial controls based on, the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India (‘ICAI’). These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to Company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.

Auditors’ Responsibility

Our responsibility is to express an opinion on the Company's internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls over Financial Reporting and the Standards on Auditing, prescribed under section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the Ind AS financial statements, whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company’s internal financial controls system over financial reporting.

Meaning of Internal Financial Controls Over Financial Reporting

A Company's internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of standalone financial statements for external purposes in accordance with generally accepted accounting principles. A Company's internal financial control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of standalone financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance with authorisations of management and directors of the Company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the Company's assets that could have a material effect on the standalone financial statements.

37th ANNUAL REPORT 2020-21

Inherent Limitations of Internal Financial Controls Over Financial Reporting

Because of the inherent limitations of internal financial controls over financial reporting including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to further periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

According to the information and explanations given to us and based on our audit, the Company has policies and procedures in place for major financial reporting areas and prepared preliminary risk control matrices. However, as per the size of the Company and nature of its operations, the Company needs to further elaborated their processes and documented the processes of establishing its internal financial control system over financial reporting criteria considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by Institute of Chartered Accountants of India.

We have considered the matters identified and reported above in determining the nature, timing and extent of audit tests applied in our audit of the standalone financial statements of the Company, and these matters does not affect our opinion on the standalone financial statements of the Company.

For PYS & CO. LLP Chartered Accountants Firm's Registration No. 012388S/S200048

G.D. Joglekar Partner Membership No.: 39407 UDIN: 21039407AAAAJE1788

Place: Mumbai Date: 08 June 2021

37th ANNUAL REPORT 2020-21

JETKING INFOTRAIN LIMITED BALANCE SHEET AS AT MARCH 31, 2021

( ` in lakhs)

	BALANCE SH	EET AS A	T MARCH 31, 2021	(` in lakhs)
	Particulars	Note No.	As at March 31,2021	As at March 31,2020
1 A C A B B II	Other intangible assets Intangible assets under development Financial assets (i) Investments (ii) Other financial assets ASSETS Non-current assets Property, plant and equipment Right to use asset Investment property (iii) Bank balances other than (ii) above Total non-current assets Current Liabilities - Total outstanding dues of creditors other TOTAL EQUITY AND LIABLITIES Deferred tax liabilities (net) (ii) Other financial liabilities Equity Non-current liabilities Equity share capital Other financial liabilities Financial assets Provisions (iv) Other financial assets Other current liabilities Total current liabilities Inventories (i) Trade receivables Total current assets (ii) Cash and cash equivalents Current assets Total Equity Other equity Other non-current liabilities Total non-current liabilities Financableial liabilities TOTAL ASSETS Other non-current assets (i) Trade pays EQUITY AND LIABILITIES Financial liabilities Other current assets Provisions -Total outstanding dues of micro enterprises and small enterprises than micro enterprises and small enterprises	5(a) 5(b) 6(a) 6(b) 3 (a) 3 (b) 4 9 (c) 14 13 11 13 17 6 (b) 15 8 9 (a) 9 (b) 12 15 7 16 10 17	66.81 - 851.86 25.58 818.47 36.27 1,273.36 59.51 4,279.10 24.79 87.84 590.75 62.52 - 146.36 122.58 311.91 24.62 237.06 752.06 251.67 3,234.78 54.35 4,279.10 454.69 32.84 - - 101.49 3,527.04 3,825.53 141.66	71.55 55.01 507.22 405.75 1,342.50 53.52 816.79 4.65 4,310.84 - 126.33 590.75 59.59 2.37 199.43 111.03 312.25 27.42 205.12 607.96 111.71 3,240.03 102.44 4,310.84 450.54 59.63 5.78 4.20 68.32 3,702.88 3,830.78 167.81

Significant accounting policies

The accompanying notes are an integral part of the nancial statements

On behalf of the Board of Directors

Suresh G. Bharwani

As per our report of even date For PYS & Co. LLP Chartered Accountants (Firm's registration number: 012388S/S200048)

G.D. Joglekar Partner Membership No. 39407 Place: Mumbai Date: June 08, 2021

Chairman and Managing Director (DIN : 00667104) Nandu G. Bharwani Joint Managing Director and CFO (DIN : 00618386) Yogesh Patole Company Secretary Membership No. A48777 Place: Mumbai Date: June 08, 2021

37th ANNUAL REPORT 2020-21

JETKING INFOTRAIN LIMITED

STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED MARCH 31, 2021

|||( in lakhs)|(
in lakhs)|
|---|---|---|---|
|Particulars|Note|For the year ended

March 31, 2021|For the year ended
March 31, 2020|
|benet obligation
Total expenses
Employee benets expense
Changes in the inventories of courseware and other materials
Revenue
Expenses
Finance costs
Depreciation and amortisation expenses
Other expenses
Prior year tax adjustments (including MAT)
Loss for the year (A)
Other comprehensive income
Tax expense :
Profit (loss) before tax
Items that will not be reclassified to profit or loss
Revenue from operations
Income tax relating to remeasurement of the dene
Other comprehensive income (net of tax) (B)
Current tax expense
Other income
Total income
Purchase of courseware and other materials
Deferred tax expense/(benet)
Remeasurement of the dene benet obligation
Total comprehensive income(loss)for theyear(A+B)|22
21
23
3(c)
24
25 (a)
18
25 (a)
19
20
25 (b)
29|754.49
717.59|1,759.53
196.01|
|||1,472.08|1,955.54|
|||651.62
2.80
9.65
211.56
589.94
6.24|866.01
2.85
5.85
251.91
1,477.81
86.16|
|||1,471.81|2,690.59|
|||0.27|(735.05)|
|||
(9.54)

-

22.27|(2.41)
-
(112.65)|
|||(12.46)|(619.99)|
|||(2.52)
9.70|(2.75)
10.59|
|||7.18|7.84|
|||(5.28)|(612.15)|
|Diluted ( )
 Earnings (loss) per equity share: (Par value of 10 per share fully paid up) 
Basic ( )
`|26
26|(0.21)
(0.21)|(10.50)
(10.50)|
|Significant accounting policies
The accompanying notes are an integral part of the nancial statements
As per our report of even date
For PYS & Co. LLP
Chartered Accountants
(Firm's registration number: 012388S/S200048)
G.D. Joglekar
Partner
Membership No. 39407
Place: Mumbai
Date: June 08, 2021||On behalf of the Board of Directors
Suresh G. Bharwani
Chairman and Managing Director
(DIN : 00667104)
Nandu G. Bharwani
Joint Managing Director and CFO
(DIN : 00618386)
Yogesh Patole
Company Secretary
Membership No. A48777
Place: Mumbai
Date: June 08, 2021||

37th ANNUAL REPORT 2020-21

JETKING INFOTRAIN LIMITED

STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED MARCH 31, 2021

				Amount 590.75 - 590.75 - 590.75 (`<br>in lakhs)<br>(` in lakhs)	Amount 590.75 - 590.75 - 590.75 (`<br>in lakhs)<br>(` in lakhs)	Amount 590.75 - 590.75 - 590.75 (`<br>in lakhs)<br>(` in lakhs)	Amount 590.75 - 590.75 - 590.75 (`<br>in lakhs)<br>(` in lakhs)	Amount 590.75 - 590.75 - 590.75 (`<br>in lakhs)<br>(` in lakhs)
A	EQUITY SHARE CAPITAL			Amount
	As at April 01, 2019 Changes in equity share capital during the year As at March 31, 2020 Changes in equity share capital during the year As at March 31,2021			590.75 -
				590.75 -
				590.75

B	OTHER EQUITY Balance at the beginning of the Loss for the year for the year reporting period (loss) for the year As at April 01, 2019 Total comprehensive income/ Other comprehensive income reporting period As at March 31, 2021 Balance at the beginning of the Other comprehensive income As at March 31, 2020 Total comprehensive income/ (loss) Loss for the year	Notes		Attributable to Owners
			General reserve		Securities premium reserve	Retained earnings	Other Comprehensive Income (net of tax)	Total equity other
		12 12	- 1,155.61 - 1,155.61		- 9.44 - 9.44	(619.99) 2,632.64 - 2,632.64	- 54.51 7.84 54.51	(619.99) 3,852.20 7.84 3,852.20
			-		-	(619.99)	7.84	(612.15)
			1,155.61		9.44	2,012.65	62.33	3,240.03
			1,155.61		9.44	2,012.65	62.33	3,240.03
		12 12	- -		- -	- (12.46)	7.18 -	7.18 (12.46)
			-		-	(12.46)	7.18	(5.28)
			1,155.61		9.44	2,000.19	69.54	3,234.78

The accompanying notes are an integral part of the nancial statements

On behalf of the Board of Directors

Suresh G. Bharwani

As per our report of even date For PYS & Co. LLP Chartered Accountants (Firm's registration number: 012388S/S200048)

G.D. Joglekar Partner Membership No. 39407

Chairman and Managing Director (DIN : 00667104)

Nandu G. Bharwani Joint Managing Director and CFO (DIN : 00618386)

Yogesh Patole Company Secretary Membership No. A48777

Place: Mumbai Date: June 08, 2021

37th ANNUAL REPORT 2020-21

( `[in lakhs)]

JETKING INFOTRAIN LIMITED CASH FLOW STATEMENT FOR THE YEAR ENDED MARCH 31, 2021

			(` in lakhs)
Particulars		For the year ended March 31,2021	For the year ended March 31,2020
Exchange rate difference (net) Lease Equalisation charges Adjustments for operating assets and liabilities: (Increase)/decrease in trade receivables (Increase)/decrease in other current nancial assets Fixed assets written off Gain on terminition of lease Profit/ (Loss) before tax Dividend income Adjustments for: Depreciation and amortization expense Interest expense Net (gain)/loss on fair value changes - realised Sundry balances/ excess provision of earlier years written back A. Cash flow from operating activities Allowance for expected credit loss Rent income Keyman insurance surrender value received Bad debts written off Interest income Prot on sale of xed assets Net (gain)/loss on fair value changes - unrealised Expected credit loss for impairment of investments Operating profit before working capital changes (Increase)/decrease in inventories (Increase)/decrease in other non current nancial assets Increase/(Decrease) in trade payables Increase/(Decrease) in other non current liabilities Increase/(Decrease) in other current liabilities Increase/(Decrease) in short-term and long-term provisions Net cash flows from operating activities Taxes (paid)/ refund received B. Cash flow from investing activities Payment for purchase of Property, Plant & Equipment, intangible assets underdevelopment and capital advances Proceeds from sale of Property, Plant & Equipment Proceeds from sale/ (Payment for purchase) of investments (Net) (Increase)/decrease in other current assets (Increase)/decrease in other non current assets Increase/(Decrease) in other non current nancial liabilities Increase/(Decrease) in other current nancial liabilities Cash generated from operations Proceeds/ (investments) in bank deposits having original maturity of more than three months but less than 12 months Interest received Dividend received Keyman insurance surrender value received Rent received Net cash generated from investing activities	(A) (B)	16.20 (14.28) 1.10 (1.06) 0.27 (1.99) 211.56 9.65 (2.36) (32.43) 36.74 (96.21) (152.60) 18.81 (18.03) (1.16) (411.75) -	- (21.47) - - (735.05) (16.91) 251.90 3.84 26.98 (64.87) 40.05 (60.00) - 83.18 (36.05) (0.02) 231.54 51.57
		(71.26) 49.32 (437.54) 2.80 380.17 28.97 (48.09) 11.55 (8.15) 66.24 (63.49) 14.57 (31.23)	(79.23) (128.64) (245.31) 2.86 (381.51) (76.11) (172.39) 40.57 1.37 197.15 113.31 21.30 20.73
		78.61 (106.14)	39.41 (685.90)
		(27.53)	(646.49)
		(61.36) 8.53 69.47 (54.86) 21.78 1.99 152.60 56.76	(131.12) 0.02 648.61 52.14 36.05 16.91 - 60.00
		194.91	682.61

37th ANNUAL REPORT 2020-21

( `[in lakhs)]

			(` in lakhs)
Particulars		For the year ended March 31,2021	For the year ended March 31,2020
Cash and cash equivalent at end of year C. Cash flow from financing activities Interest paid Payment of Principal portion of lease liability Payment of Interest portion of lease liability Net (decrease) / increase in cash and cash equivalents (A+B+C) Cash and cash equivalent at beginning of year Net cash used in financing activities	(C)	(2.60) (17.77) (7.05)	- (10.88) (3.84)
		(27.42)	(14.72)
		251.66 139.96 111.70	111.70 50.84 60.86

Note:

a) The above statement of cash flows has been prepared under the "Indirect Method" as set out in Ind AS 7 - Statement of Cash Flows as notified by Central Government of India.
b) Figures for the corresponding previous year are re-arranged, wherever considered necessary, to conform to the figures of the current year.

The accompanying notes are an integral part of the nancial statements

On behalf of the Board of Directors

As per our report of even date

For PYS & Co. LLP Chartered Accountants (Firm's registration number: 012388S/S200048)

G.D. Joglekar Partner Membership No. 39407

Suresh G. Bharwani

Chairman and Managing Director (DIN : 00667104)

Nandu G. Bharwani

Joint Managing Director and CFO (DIN : 00618386)

Yogesh Patole Company Secretary Membership No. A48777

Place: Mumbai Date: June 08, 2021

37th ANNUAL REPORT 2020-21

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2021

1 Corporate information

Jetking Infotrain Limited (hereinafter referred to as “the Company”) is a Company incorporated under the Companies Act, 1956 and having its Registered Ofce at 401, Bussa Udyog Bhavan, Tokersi Jivraj Road, Sewri (West), Mumbai 400 015. The Company is engaged in the business of “IT Training in Hardware, Networking and digital courses” having its Head Ofce at Mumbai. The Company operates through its training centres and afliate franchisees to provide these services across India, Nepal and South-east Asia.

"The nancial statements for the year ended March 31, 2021 were approved by the Board of Directors and authorised for issue on June 08, 2021.

2 Significant accounting policies

2.1 Basis of preparation of financial statements

The nancial statements have been prepared in accordance with Indian Accounting Standards (Ind AS) under the historical cost convention on the accrual basis except for certain nancial instruments which are measured at fair values, the provisions of the Companies Act, 2013 ('the Act') (to the extent notied) and guidelines issued by the Securities and Exchange Board of India (SEBI). The Ind AS are prescribed under Section 133 of the Act read with Rule 3 of the Companies (Indian Accounting Standards) Rules, 2016 and the relevant amendment rules issued thereafter.

Effective April 01, 2017, the Company has adopted all the Ind AS standards and the adoption was carried out in accordance with Ind AS 101, First-time Adoption of Indian Accounting Standards, with April 01, 2016 as the transition date. The transition was carried out from Indian Accounting Principles generally accepted in India as prescribed under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014 (IGAAP), which was the previous GAAP. Accounting policies have been consistently applied.

2.2 Use of estimates

The preparation of the nancial statements in conformity with Ind AS requires the Management to make estimates, judgements and assumptions. These estimates, judgements and assumptions affect the application of accounting policies and the reported amounts of assets and liabilities. The disclosures of contingent assets and liabilities at the date of the nancial statements and reported amounts of revenues and expenses during the period. The application of accounting policies that require critical accounting estimates involving complex and subjective judgments and the use of assumptions in these nancial statements have been disclosed in Note 2.17 . Accounting estimates could change from period to period. Actual results could differ from those estimates. Appropriate changes in estimates are made as the Management becomes aware of changes in circumstances surrounding the estimates. Changes in estimates are reected in the nancial statements in the period in which changes are made and, if material, their effects are disclosed in the notes to the nancial statements.

2.3 Current versus non-current classification

All assets and liabilities have been classied as current or non-current as per the Company's normal operating cycle (twelve months) and other criteria set out in the Schedule III to the Act.

2.4 a) Property, plant and equipment

The Company has opted to apply the principles of IND AS retrospectively to all items of property, plant and equipment.

37th ANNUAL REPORT 2020-21

Subsequent costs are included in the asset's carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benets associated with the item will ow 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 Prot and Loss during the reporting period in which they are incurred.

Property, plant and equipment are stated at cost less accumulated depreciation/ amortisation. Cost includes all cost incidental to acquisition, installation, commissioning allocated to such assets. Freehold land is carried at cost. All other items of property, furniture & xtures and equipment are stated at cost less depreciation and impairment, if any.

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

Depreciation methods, estimated useful lives and residual value

The Company depreciates its property, furniture & xture, equipment over the useful life in the manner prescribed in Schedule II to the Act.

The estimated useful lives of assets are as follows:

Description of assets	Useful life (in years)
Leasehold land	99 years or balance lease period
	whichever is lower
Leasehold improvement	Over the lease period
Building: Own	60
Building : Leased	Over the lease period
Plant and machinery	15
Furniture and xtures: Training Centres	8
Furniture and xtures: Support/Back end ofces	10
Electrical installations	10
Vehicles	8
Ofce equipments	5
Computers	3

b) Investment properties

Property that is held for long-term rental yields or for capital appreciation or both, and that is not occupied by the Company, is classied as investment property. Investment property is measured at its cost, including related transaction costs and where applicable borrowing costs less depreciation and impairment if any.

Depreciation on investment property is provided over its useful life.

c) Intangible assets

Intangible assets are recognised only if it is probable that the future economic benets that are attributable to the asset will ow to the enterprise and the cost of the asset can be measured reliably. The capitalised cost includes license fees and cost of implementation/ system integration services. The Company has opted for one time transition exemption of considering the carrying cost on the transition date i.e. April 01, 2016 as the deemed cost under Ind AS.

37th ANNUAL REPORT 2020-21

Computer software (intangible assets) is amortised on the straight-line method over a period of thirty six months.

Content development and digitization is amortised on straight line method over a period of thirty six months.

d) Intangible assets under development

Intangible asset under development comprises of content development and development of software.

2.5 Lease

"Leases of assets where the lessor effectively retains substantially all the risks and benets of ownership of the leased term, are classied as operating lease. Operating lease payments are recognised as an expense in the Statement of Prot and Loss on a straight-line basis over the lease term.

As a Lessee: Leases in which a signicant portion of the risks and rewards of ownership are not transferred to the Company as lessee are classied as operating leases. Payments made under operating leases (net of any incentives received from the lessor) are charged to prot or loss on a straight-line basis over the period of the lease, unless the payments are structured to increase in line with expected general ination to compensate for the lessor's expected inationary cost increases.

As a lessor: The Company has leased out certain property, plant and equipment on operating leases. Lease income from operating leases is recognised in the Statement of Prot and Loss on a straight line basis over the lease term unless the payments are structured to increase in line with expected general ination to compensate for the lessor's expected inationary cost increases. Initial direct costs are recognised as an expense in the Statement of Prot and Loss in the period in which they are incurred.

The Company as a Lessee

The Company’s lease asset classes primarily consist of leases for ofce buildings. The company assesses whether a contract contains a lease, at inception of a contract. A contract is, or contains, a lease if the contract conveys the right to control the use of an identied asset for a period of time in exchange for consideration. To assess whether a contract conveys the right to control the use of an identied asset, the company assesses whether: (1) the contract involves the use of an identied asset (2) the company has substantially all of the economic benets from use of the asset through the period of the lease and (3) the company has the right to direct the use of the asset.

At the date of commencement of the lease, the Company recognizes a right-of-use asset (“ROU”) and a corresponding lease liability for all lease arrangements in which it is a lessee, except for leases with a term of twelve months or less (short-term leases) and low value leases. For these short-term and low value leases, the Company recognizes the lease payments as an operating expense on a straight-line basis over the term of the lease.

Certain lease arrangements includes the options to extend or terminate the lease before the end of the lease term. ROU assets and lease liabilities includes these options when it is reasonably certain that they will be exercised.

The right-of-use assets are initially recognized at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or prior to the commencement date of the lease plus any initial direct costs less any lease incentives. They are subsequently measured at cost less accumulated depreciation and impairment losses.

37th ANNUAL REPORT 2020-21

The lease liability is initially measured at amortized cost at the present value of the future lease payments. The lease payments are discounted using the interest rate implicit in the lease or, if not readily determinable, using the incremental borrowing rates in the country of domicile of the leases. Lease liabilities are re-measured with a corresponding adjustment to the related right of use asset if the company changes its assessment if whether it will exercise an extension or a termination option.

The Company as a lessor

Leases for which the company is a lessor is classied as a nance or operating lease. Whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee, the contract is classied as a nance lease. All other leases are classied as operating leases.

For operating leases, rental income is recognized on a straight line basis over the term of the relevant lease.

2.6 Cash and cash equivalents

Cash and cash equivalents comprise cash on hand and cash at bank including xed deposit with original maturity period of less than three months.

2.7 Inventories

Inventories are valued at lower of cost or net realizable value . Cost of inventories comprises of all cost of purchases and other costs incurred in bringing the inventory to their present location and condition. Cost is assigned on First-In-First-Out (FIFO) basis. Obsolete, defective and unserviceable stocks are provided for, wherever required.

2.8 Impairment of financial assets

The Company measures the expected credit loss associated with its assets based on historical trend, industry practices and the business environment in which the entity operates or any other appropriate basis. The impairment methodology applied depends on whether there has been a signicant increase in credit risk.

2.9 Trade receivables

The Company applies the simplied approach to providing for expected credit losses prescribed by Ind AS 109, which permits the use of the lifetime expected loss provision for all trade receivables. The Company has computed expected credit losses based on a provision matrix which uses historical credit loss experience of the Company. Forward-looking information (including macroeconomic information) has been incorporated into the determination of expected credit losses.

2.10 Investment and other financial assets

(i) Classication

The Company classies its nancial assets in the following measurement categoriesthose to be measured subsequently at fair value (either through other comprehensive income, or through prot or loss), and those measured at amortised cost.

The classication depends on the entity's business model for managing the nancial assets and the contractual terms of the cash ows. For assets measured at fair value, gains and losses are recorded in prot or loss (for derivative forward contracts) and other comprehensive income. For investments in debt instruments, this will depend on the business model in which the investment is held.

The Company reclassies debt investments when and only when its business model for managing those assets changes.

(ii) Measurement

At initial recognition, the Company measures a nancial asset at its fair value plus, in the case of a nancial assets not at fair value through prot or loss, transaction costs that are directly attributable to the acquisition of the nancial asset. Transaction cost of nancial assets carried at fair value through prot or loss are expensed in prot or loss statement.

37th ANNUAL REPORT 2020-21

Equity investments

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 applies are classied as at FVTPL. For all other equity instruments, the Company may make an irrevocable election to present in other comprehensive income subsequent changes in the fair value. The Company makes such election on an instrument by-instrument basis. The classication is made on initial recognition and is irrevocable. If the Company decides to classify an equity instrument as at FVOCI, 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 the statement of prot and loss, even on sale of investment. However, the Company may transfer the cumulative gain or loss within equity.

Equity instruments included within the FVTPL category are measured at fair value with all changes recognised in the statement of prot and loss."

Financial assets with embedded derivatives are considered in their entirety when determining whether their cash ows are solely payment of principal and interest.

Debt instruments

Subsequent measurement of debt instruments depends on the Company's business model for managing the asset and the cash ow characteristics of the asset. There are three measurement categories into which the Company classies its debt instruments:

Amortised cost - Assets that are held for collection of contractual cash ows where those cash ows represent solely payments of principal and interest are measured at amortised cost. A gain or loss on a debt investment that is subsequently measured at amortised cost and is not part of a hedging relationship is recognised in prot or loss when the asset is derecognised or impaired. Interest income from these nancial assets is included in other income using the effective interest rate method.

Fair value through other comprehensive income (FVOCI): Assets that are held for collection of contractual cash ows and for selling the nancial assets, where the assets’ cash ows represent solely payments of principal and interest, are measured at fair value through other comprehensive income (FVOCI). Movements in the carrying amount are taken through OCI, except for the recognition of impairment gains or losses, interest revenue and foreign exchange gains and losses which are recognised in prot and loss. When the nancial asset is derecognised, the cumulative gain or loss previously recognised in OCI is reclassied from equity to prot or loss and recognised in other gains/ (losses). Interest income from these nancial assets is included in other income using the effective interest rate method.

Fair value through prot or loss: Assets that do not meet the criteria for amortised cost or FVOCI are measured at fair value through prot or loss. A gain or loss on a debt investment that is subsequently measured at fair value through prot or loss and is not part of a hedging relationship is recognised in prot or loss and presented net in the statement of prot and loss within other gains/(losses) in the period in which it arises. Interest income from these nancial assets is included in other income.

(iii) Impairment of nancial assets

The Company assesses on a forward looking basis the expected credit losses associated with its assets carried at amortised cost. The impairment methodology applied depends on whether there has been a signicant increase in credit risk.

For trade receivables and contract assets only, the Company applies the simplied approach permitted by lnd AS 109 Financial Instruments, which requires expected lifetime losses to be recognised from initial recognition of the receivables.

(iv) Derecognition of nancial assets

A nancial asset is derecognised only when:

The Company has transferred the rights to receive cash ows from the nancial asset or

37th ANNUAL REPORT 2020-21

• Retains the contractual rights to receive the cash ows of the nancial asset, but assumes a contractual obligation to pay the cash ows to one or more recipients.

Where the entity has transferred an asset, the Company evaluates whether it has transferred substantially all risks and rewards of ownership of the nancial asset. In such cases, the nancial asset is derecognised. Where the entity has not transferred substantially all risks and rewards of ownership of the nancial asset, the nancial asset is not derecognised.

Where the entity has neither transferred a nancial asset nor retains substantially all risks and rewards of ownership of the nancial asset, the nancial asset is derecognised if the Company has not retained control of the nancial asset. Where the Company retains control of the nancial asset, the asset is continued to be recognised to the extent of continuing involvement in the nancial asset.

2.11 Offsetting financial instruments

Financial assets and liabilities are offset and the net amount is reported in the balance sheet where there is a legally enforceable right to offset the recognised amounts and there is an intention to settle on a net basis or realise the asset and settle the liability simultaneously. The legally enforceable right must not be contingent on future events and must be enforceable in the normal course of business and in the event of default, insolvency or bankruptcy of the Company or the counterparty.

2.12 Trade and other payables

These amounts represent liabilities for goods and services provided to the Company prior to the end of nancial year which are unpaid. Trade and other payables are unsecured and are presented as current liabilities unless payment is not due within operating cycle determined by the Company after the reporting period. They are recognised initially at their fair value and subsequently measured at amortised cost using the effective interest rate method.

2.13 Provisions, contingent liabilities and assets

(i) Provisions are recognised when the Company has a present, legal or constructive obligation as a result of a past event and it is probable that an outow of resources will be required to settle the obligation, and a reliable estimate of the amount of the obligation can be made. Provisions are determined based on the best estimate required to settle the obligation at the Balance Sheet date.

If the effect of time value of money is material, provisions are discounted using a current pre-tax rate that reects, when appropriate, the risks specic to the liability. When discounting is used, the increase in the provision due to the passage of time is recognised as a nance cost.

Provisions are reviewed at each Balance Sheet date and adjusted to reect current best estimates. Provisions are not recognised for future operating losses."

(ii) The Company makes the provision for anticipated claims from customers on account of material supplied, work undertaken, repair & rectication carried out by the customer, the settlement of which takes place at a later stage of conclusion of the contract.

(iii) Where there are a number of similar obligations, the likelihood that an outow will be required in settlement is determined by considering the class of obligations as a whole. A provision is recognised even if the likelihood of an outow with respect to any one item included in the same class of obligations may be small. Reimbursement expected in respect of expenditure required to settle a provision is recognised only when it is virtually certain that the reimbursement will be received."

(iv) Contingent liability

A disclosure for a contingent liability is made when there is a possible obligation or a present obligation that may, but probably will not require an outow of resources embodying economic benets or the amount of such obligation cannot be measured reliably. When there is a possible obligation or a present obligation in respect of which likelyhood of outow of resources embodying economic benets is remote, no provision or disclosure is made."

37th ANNUAL REPORT 2020-21

(v) Contingent assets are disclosed where an inow of economic benets is probable.
(vi) Provisions, contingent liabilities and contingent assets are reviewed at each Balance Sheet date.

2.14 Income recognition

Revenue is measured at the fair value of the consideration received or receivable to which the Company expects to be entitled in exchange for transferring the goods or services to a customer i.e. on transfer of control of the goods or service to the customer. Revenue from sales of goods or rendering of services is net of Indirect taxes, returns and discounts.

Income from operations

a) Training and other allied services

Revenue is recognised at the transaction price that is allocated to the performance obligation i.e. when services are rendered and there are no uncertainties as to its measurability and collectibility.
i) Revenue from course fees from training service is recognised over the duration of course and as per agreed terms.
ii) Revenue from other allied services is recognised as and when such services are completed/performed."

b) Franchisee operation

Fixed afliation income from franchisee operations is recognised based on the proportion of value of services the Company is obliged to provide over the contractual tenure and when there are no signicant uncertainties as to its collectibility.

c) Royalty income

Royalty income is recognised as per the franchise agreement at specied percentage of gross revenue earned by the franchisee.

d) Interest

Interest income from a nancial asset is recognised when it is probable that the economic benets will ow to the Company and the amount of income can be measured reliably. Interest income is accrued on a timely basis, by reference to the principal outstanding and at the effective interest rate applicable. The effective interest rate is the rate that exactly discounts estimated future cash receipts through the expected life of the nancial asset to the gross carrying amount of that nancial asset.

e) Dividends

Dividend is recognised when the Company’s right to receive the amount is established.

2.15 Employee benefits

(i)Short-term obligations

Liabilities for wages and salaries, including non monetary benets that are expected to be settled wholly within 12 months after the end of the period in which the employees render the related service are recognised in respect of employees' services up to the end of the reporting period and are measured at the amounts expected to be paid when the liabilities are settled. The liabilities are presented as current employee benet obligations in the balance sheet.

(ii) Other long-term employee benefit obligations

The liabilities for privileged leave and sick leave are not expected to be settled wholly within 12 months after the end of the period in which the employees render the related service. They are therefore measured as the present value of expected future payments to be made in respect of services provided by employees up to the end of the reporting period using the projected unit credit method. The benets are discounted using the market yields at the end of the reporting period that have terms approximating to the terms of the related obligation. Remeasurements as a result of experience adjustments and changes in actuarial assumptions are recognised in Statement of Prot and Loss. The obligations are presented as current liabilities in the

37th ANNUAL REPORT 2020-21

balance sheet if the entity does not have an unconditional right to defer settlement for at least twelve months after the reporting period, regardless of when the actual settlement is expected to occur.

(iii) Post-employment obligations

The Company operates the following post-employment schemes-

(a) dened benet plans - gratuity, provident fund (for management employees) and retirement benet scheme liability.

(b) dened contribution plans- superannuation and provident fund (for non-management employees).

Dened contribution plans

The Company has Dened Contribution plans for post-employment benets namely Provident Fund, Superannuation Fund and National Pension Scheme.

Under the Provident Fund Plan (including Employee’s Pension Scheme 1995), the Company contributes to a Government administered Provident Fund on behalf of its employees and has no further obligation beyond making its contribution.

The Superannuation Fund is administered through trustees and constitutes an insured benet, which is classied as a dened contribution plan as the Company makes contributions to an insurance company and has no further obligation beyond making the payment to the insurance company.

The Company contributes to the National Pension Scheme and has no further obligation beyond making its contribution.

The Company’s contributions to the above funds are charged to the Statement of Prot and Loss every year.

Dened benet plans

The Company has a Dened Benet Plan namely Gratuity for all its employees. The Gratuity plan provides lump sum payments to vested employees at retirement, death, termination of employment, of an amount, based on the respective employee’s salary and tenure of employment. The Company has taken a group gratuity policy with Life Insurance Corporation of India (‘LIC’) and is funded. Gratuity Fund is recognised by the Income Tax authorities and is administered through trustees.

The cost of providing dened benets is determined using the projected unit credit method with actuarial valuations being carried out at each reporting date. The dened benets obligations recognised in the balance sheet represent the present value of the dened benets obligations as reduced by the fair value of planned assets, if applicable. Any dened benet asset (negative dened benet obligations resulting from this calculation) is recognised representing the present value of available refunds and reductions in future contributions to the plan.

All expenses represented by current service cost, past service cost, if any, and net interest on the dened benet liability/ (asset) are recognised in the statement of prot and loss. Remeasurements of the net dened benet liability/ (asset) comprising actuarial gains and losses and the return on the plan assets (excluding amount included in the net interest on the net dened benet liability/ asset), are recognised in Other Comprehensive Income. Such remeasurements are not reclassied to the Statement of Prot and Loss in the subsequent periods.

The Company presents the above liability/ (asset) as current and non-current in the balance sheet as per actuarial valuation by the independent actuary.

Others:

(i) Long Service Awards, liability for which is provided for on the basis of an actuarial valuation, carried out by an independent actuary.

(ii) Termination benets are recognised as an expense as and when incurred.

37th ANNUAL REPORT 2020-21

2.16 Earnings per share

Basic earnings per share is calculated by dividing the net prot for the period attributable to equity shareholders by the weighted average number of equity shares outstanding during the nancial year. Earnings considered in ascertaining the Company's earnings per share is the net prot for the period after deducting any attributable tax thereto for the period. The weighted average number of equity shares outstanding during the period and for all periods presented is adjusted for events, such as bonus shares, other than the conversion of potential equity shares that have changed the number of equity shares outstanding, without a corresponding change in resources.

2.17 Significant accounting judgements, estimates and assumptions

The preparation of nancial statements requires the use of accounting estimates which, by denition, will seldom equal the actual results. Management also needs to exercise judgement in applying the Company's accounting policies. This note provides an overview of the areas that involved a higher degree of judgement or complexity, and of Items which are more likely to be materially adjusted due to estimates and assumptions turning out to be different than those originally assessed.

Judgements:

In the process of applying the Company's accounting policies, Management has made the following judgements, which have the most signicant effect on the amounts recognised in the nancial statements-

i) Segment Reporting

lnd-AS 108 Operating Segments requires Management to determine the reportable segments for the purpose of disclosure in nancial statements based on the internal reporting reviewed by Chief Operating Decision Maker (CODM) to assess performance and allocate resources. The standard also requires Management to make judgments with respect to aggregation of certain operating segments into one or more reportable segment.

The Company has determined that the Chief Operating Decision Maker (CODM) is the Board of Directors (BoD), based on its internal reporting structure and functions of the BoD. Operating segments used to present segment information are identied based on the internal reports used and reviewed by the BoD to assess performance and allocate resources.

Estimates and assumptions

The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting date, that have a signicant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next nancial year, are described below. The Company based its assumptions and estimates on parameters available when the nancial statements were prepared. Existing circumstances and assumptions about future developments, however, may change due to market changes or circumstances arising that are beyond the control of the Company. Such changes are reected in the assumptions when they occur.

The cost of the dened benet plan and other post employment benets and the present value of such obligation are determined using actuarial valuations. An actuarial valuation involves making various assumptions that may differ from actual developments in the future. These include the determination of the discount rate, future salary increases and mortality rates. Due to the complexities involved in the valuation and its long-term nature, a dened benet obligation is highly sensitive to changes in these assumptions. All assumptions are reviewed at each reporting date. The parameter most subject to change is the discount rate. In determining the appropriate discount rate for plans operated in India, the management considers the interest rates of government bonds in currencies consistent with the currencies of the post-employment benet obligation. The mortality rate is based on Indian Assured Lives Mortality (2006-08) Ultimate. Those mortality tables tend to change only at interval in response to demographic changes. Future salary increases and benet increases are based on expected future ination rates. Further details about employee benet obligations are given in Note 29.

i) Fair value measurement of nancial instruments

37th ANNUAL REPORT 2020-21

When the fair values of nancial assets and nancial liabilities recorded in the balance sheet cannot be measured based on quoted prices in active markets, their fair value is measured using valuation techniques including the DCF model. The inputs to these models are taken from observable markets where possible, but where this is not feasible, a degree of judgement is required in establishing fair values. Judgements include considerations of inputs such as liquidity risk, credit risk and volatility. Changes in assumptions about these factors could affect the reported fair value of nancial instruments. See Note 34 for further disclosures.

ii) Provisions

Provisions and liabilities are recognised in the period when it becomes probable that there will be a future outow of funds.

iii) Impairment of financial assets

The impairment provisions for nancial assets are based on assumptions about risk of default, expected loss rates and timing of cash ows. 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. Refer note 31 for various judgements and estimates used to create provision for impairment.

2.18 Statement of cash flows

Cash ows are reported using the indirect method, whereby prot/ (loss) before tax is adjusted for the effects of transactions of non cash nature and any deferrals or accruals of past or future cash receipts or payments. Cash ow for the year are classied by operating, investing and nancing activities.

2.19 Income taxes

Current income tax

Current income tax assets and liabilities are measured at the amount expected to be recovered from or paid to the taxation authorities. The Company determines the tax as per the provisions of Income-tax Act, 1961 and other rules specied thereunder.

Current income tax relating to items recognised outside the statement of prot and loss is recognised either in other comprehensive income 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.

Minimum Alternate Tax (MAT) is accounted as current tax when the Company is subjected to such provisions of the Income Tax Act. However, credit of such MAT paid is available when the Company is subjected to tax as per normal provisions in the future. Credit on account of MAT, is recognised as an asset based on the management’s estimate of its recoverability in the future.

Deferred tax

Deferred tax is measured using the balance sheet approach on temporary differences between the tax bases of assets and liabilities and their carrying amounts for nancial reporting purposes at the reporting date.

Deferred tax liabilities are recognised for all taxable temporary differences, except when the deferred tax liability arises from the initial recognition of goodwill or an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting prot nor taxable prot or loss.

Deferred tax assets are recognised for all deductible 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 prot will be available against which the deductible temporary differences, and the carry forward of unused tax credits and unused tax losses can be utilised, except:

(i) When the deferred tax asset relating to the deductible temporary difference arises from the initial recognition of an asset or liability in a transaction that is not a business combination and, at the time of the transaction

37th ANNUAL REPORT 2020-21

affects neither the accounting prot nor taxable prot or loss.

(ii) 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 sufcient taxable prot 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 prots will allow the deferred tax asset to be recovered.

(iv) Deferred tax relating to items recognised outside the statement of prot and loss is recognised either in other comprehensive income or in equity. Deferred tax items are recognised in correlation to the underlying transaction either in OCI or directly in equity.

(v) 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 tax authority.

2.20 Foreign currency translation

In preparing the nancial statements of the Company, transactions in currencies other than the Company’s functional currency viz. Indian Rupee are recognised at the rates of exchange prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation of monetary assets and liabilities denominated in foreign currencies at year end exchange rates are generally recognised in prot or loss. Non-monetary items carried at fair value that are denominated in foreign currencies are translated at the rates prevailing at the date when the fair value was determined. Non-monetary items that are measured in terms of historical cost in a foreign currency are not retranslated. Exchange differences on monetary items are recognised in prot or loss in the period in which they arise.

2.21 Recent accounting pronouncements

On March 24, 2021, the Ministry of Corporate Affairs ("MCA") through a notication, amended Schedule III of the Companies Act, 2013. The amendments revise Division I, II and III of Schedule III and are applicable from April 1, 2021. Key amendments relating to Division II which relate to companies whose nancial statements are required to comply with Companies (Indian Accounting Standards) Rules 2015 are:

Balance Sheet:

Lease liabilities should be separately disclosed under the head ‘nancial liabilities’, duly distinguished as current or non-current.
Certain additional disclosures in the statement of changes in equity such as changes in equity share capital due to prior period errors and restated balances at the beginning of the current reporting period.
• Specied format for disclosure of shareholding of promoters. • Specied format for ageing schedule of trade receivables, trade payables, capital work-in-progress and intangible asset under development.
If a company has not used funds for the specic purpose for which it was borrowed from banks and nancial institutions, then disclosure of details of where it has been used.
Specic disclosure under ‘additional regulatory requirement’ such as compliance with approved schemes of arrangements, compliance with number of layers of companies, title deeds of immovable property not held in name of company, loans and advances to promoters, directors, key managerial personnel (KMP) and related parties, details of benami property held etc.

Statement of profit and loss:

Additional disclosures relating to Corporate Social Responsibility (CSR), undisclosed income and crypto or virtual currency specied under the head ‘additional information’ in the notes forming part of the standalone nancial statements.

The amendments are extensive and the Company will evaluate the same to give effect to them as required by law.

37th ANNUAL REPORT 2020-21

Total	(0.18) 82.70 2,592.50	2,675.02	66.57 (633.41) 2,675.02	2,108.18	1,202.14 (0.18) 130.54	1,332.50	1,332.50 (155.88) 113.07	1,289.69	1,342.50	818.47
Computers	- 41.62 631.51	673.13	64.75 (12.50) 673.13	725.38	478.55 - 68.90	547.45	547.45 (7.50) 61.13	601.08	125.68	124.30
Office equipments	(0.18) 11.34 197.69	208.85	1.82 (2.61) 208.85	208.06	165.53 (0.18) 12.38	177.73	177.73 (2.48) 9.37	184.62	31.12	23.44
Vehicles	- - 123.39	123.39	- (22.26) 123.39	101.13	55.82 - 12.12	67.94	67.94 (21.14) 11.45	58.25	55.45	42.88
Electrical installations	- - 48.99	48.99	- - 48.99	48.99	35.66 - 2.99	38.65	38.65 - 2.98	41.63	10.34	7.36
Furniture and fixtures	- 3.47 201.70	205.17	- (3.44) 205.17	201.73	167.28 - 10.94	178.22	178.22 (3.42) 5.58	180.38	26.95	21.35
Plant and machinery	- - 13.46	13.46	- - 13.46	13.46	9.97 - 1.07	11.04	11.04 - 1.07	12.11	2.42	1.35
Building	- - 1,291.84	1,291.84	- (592.60) 1,291.84	699.24	237.00 - 19.17	256.17	256.17 (121.34) 16.00	150.83	1,035.67	548.41
Leasehold building	- - 29.97	29.97	- - 29.97	29.97	1.08 - 0.41	1.49	1.49 - 0.41	1.90	28.48	28.07
Leasehold improvements	- 26.27 53.95	80.22	- - 80.22	80.22	51.25 - 2.56	53.81	53.81 - 5.08	58.89	26.41	21.33
Particulars	Additions Balance as at March 31, 2021 investment property Balance as at April 01, 2019 transfers Balance as at April 01, 2020 Balance as at March 31, 2020 Balance as at March 31, 2021 Balance as at March 31, 2020 Balance as at March 31, 2021 Balance as at March 31, 2020 Deductions / Transfer to Accumulated depreciation transfers Balance as at April 01, 2020 investment property Net carrying amount Additions Deductions / adjustments/ Net carrying amount Charge for the year Charge for the year Deductions / adjustments/ Deductions / Transfer to Gross carrying amount Balance as at April 01, 2019

37th ANNUAL REPORT 2020-21

3(b) Right-of-use assets

( `[in lakhs)]

3(b) Right-of-use assets		(` in lakhs)
Particulars	Building	Total
At April 1, 2019 Addition Disposal/Adjustment At March 31, 2020 Disposal/Adjustment At March 31, 2021 At April 1, 2019 Depreciation Expense Addition Disposal/Adjustment At March 31, 2020 Gross Carrying value At April 1, 2020 Depreciation Expense Disposal/Adjustment At March 31, 2021 At April 1, 2020 Accumulated depreciation Net carrying value as at March 31, 2020 Net carrying value as at March 31, 2021	- 67.80 -	- 67.80 -
	67.80	67.80
	(25.56) 14.19 67.80	(25.56) 14.19 67.80
	56.43	56.43
	- 14.28 -	- 14.28 -
	14.28	14.28
	14.28 19.88 (14.00)	14.28 19.88 (14.00)
	20.16	20.16
	53.52 36.27	53.52 36.27

3(c) Depreciation and amortization expense

3(c) Depreciation and amortization expense
	(` in lakhs)
Particulars	For the year ended March 31, 2021	For the year ended March 31, 2020
Depreciation on Right of use of assets Depreciation on property, plant and equipment Amortization of Intangible assets Total Depreciation on Investment Property	19.88 113.07 63.92 14.69	14.28 130.54 95.48 11.61
	211.56	251.91

37th ANNUAL REPORT 2020-21

4 Investment property

( `[in lakhs)]

4 Investment property		(` in lakhs)
Particulars	Investment Property	Total
Accumulated depreciation Balance as at March 31, 2020 Charge for the year Balance as at April 01, 2019 Charge for the year Balance as at April 01, 2020 Balance as at April 01, 2019 Additions/ transfers Deductions / adjustments Balance as at March 31, 2020 Additions/ transfer from property plant and equipment Deductions / adjustments Balance as at April 01, 2020 Balance as at March 31, 2021 Gross carrying amount Deductions / adjustments Deductions / adjustments Balance as at March 31, 2021 Net carrying amount Balance as at March 31, 2020 Balance as at March 31, 2021	917.12 - -	917.12 - -
	917.12	917.12
	592.60 - 917.12	592.60 - 917.12
	1,509.72	1,509.72
	88.72 11.61 -	88.72 11.61 -
	100.33	100.33
	14.69 100.33 121.34	14.69 100.33 121.34
	236.36	236.36
	816.79 1,273.36	816.79 1,273.36

37th ANNUAL REPORT 2020-21

(i) Amounts recognised in prot or loss for investment properties

(i) Amounts recognised in prot or loss for investment properties
Rental income Direct operating expenses from property that generated rental income Profit from investment properties before depreciation Depreciation Profit from investment properties	March 31, 2021 March 31, 2020 (` in lakhs)
	96.21 81.47 5.87 3.32 90.34 78.15 14.69 11.61 75.65 66.54

(ii) Contractual obligations

Refer to note 27 of contractual obligations, to purchase, construct, or develop investment property or its repairs, maintenance or enhancements.

(iii) Estimation of fair value

The fair value of the Company's investment properties as at March 31, 2020, was arrived on the basis of valuation carried out by an external independent valuer registered with the authority which governs the valuers in India. However, for the year ended March 31, 2021, the management has considered the input based on prevailing average market rate/ stamp duty valuation rate of the nearby similar properties. The fair value measurement for investment property has been categorised as Level 2 fair value based on the inputs to the valuation technique used. Considering the type of the asset, market approach (sales comparable method and use of stamp duty valuation rates) to estimate the fair value of the subject property is adopted. Since the fair value of the properties is determined by the management for the year ended 31 March 2021, the management has considered to give the sensitivity analysis for the value of the properties due to COVID-19 pandemic.

Sensitivity Level (a hypothetical increase / (decrease) by) 10% would result in increase / (decrease) in fair value by Rs. 210.31 Lakhs.

Lakhs.	Lakhs.	Lakhs.
(` in lakhs)
Particulars	Building	Total
As at March 31, 2019	1,149.23	1,149.23
Change in the fair value	(67.34)	(67.34)
As at March 31, 2020	1,081.89	1,081.89
Additions during the year	592.60	592.60
Change in the fair value	428.69	428.69
As at March 31, 2021	2,103.18	2,103.18

37th ANNUAL REPORT 2020-21

( `[in lakhs)]

5 Other intangible assets

|5 Other intangible assets||||( in lakhs)|(
in lakhs)|(`
in lakhs)||
|---|---|---|---|---|---|---|---|
||a) Intangible assets|||b) Intangible assets under development|||

|
|Particulars|Computer
software|Content
development
and digitization|Total|Content
development
and digitization|Software|Total||
|Balance as at April 01, 2020
Additions
Deductions / adjustments
Balance as at March 31, 2020
Additions
Accumulated amortization
Deemed cost as at April 01, 2019
Gross carrying amount
Deductions / adjustments
Charge for the year
Deemed cost as at April 01, 2019
Deductions / adjustments
Balance as at March 31, 2020
Balance as at March 31, 2021
Balance as at March 31, 2021
Balance as at April 01, 2020
Net carrying amount
Balance as at March 31, 2020
Balance as at March 31, 2021
Charge for the year
Deductions / adjustments
Net carrying amount|0.14
-
163.32|-

-
218.98|
0.14

-
382.30|
12.81

-

5.99|
35.11

-

1.10|
47.92

-

7.09||
||163.46|
218.98|382.44|
18.80|
36.21|
55.01||
||43.45
-
163.46|15.73

-
218.98|
59.18

-
382.44|
-

(18.80)

18.80|
5.90
(42.11)

36.21|
5.90
(60.91)

55.01||
||206.91|
234.71|441.62|
-|
-|
-||
||50.91
-
54.30|164.50

-
41.18|215.41

-

95.48|
-

-

-|
-

-

-|
-

-

-||
||105.21|
205.68|310.89|-|
-|
-||
||105.21
46.29
-|205.68
17.63

-|310.89

63.92

-|
-

-

-|
-

-

-|
-

-

-||
||151.50|
223.31|374.81|
-|
-|
-||
|||||||||
||58.24|
13.30|
71.55|
18.80|
36.21|
55.01||
|||||||||
||55.41|
11.40|
66.81|
-|
-|
-||

37th ANNUAL REPORT 2020-21

( `[in lakhs)]

6. Financial assets

6 (a) Investment

|6 (a) Investment|||( in lakhs)|(
in lakhs)|
|---|---|---|---|---|
|Particulars|As at
March 31, 2021||As at
March 31, 2020||
||Units|Amount|Units|Amount|
|PNB Housing Finance Limited
Indraprastha Gas Limited
Persistent Systems Limited
Siemens Limited
L&T Limited
CARE Ratings Limited
ICICI Bank Limited
Investment in Equity Shares (quoted)
Reliance Industries Limited
Kaveri Seed Company Limited
Investment
Investments measured at fair value through profit and loss (FVTPL)"
Muthoot Capital Services Limited
Cera Sanitaryware Limited
Parag Milk Foods Limited
Repco Home Limited
Accelya Kale Sloutions Limited
IDFC Limited
VIP Industries Limited
Kotak Mahindra Bank Limited
Britannia Industries Limited
HDFC Bank Limited
HDFC Standard Life Insurance Limited
Suven Life Sciences Limited
Thyrocare Technologies Limited
PNC Infratech Limited
KEI Industries Limited
Bharti Airtel Limited
NOCIL Limited
Ultratech Cement Limited
SUN PHARMACEUTICAL INDUSTRIES Limited
Yes Bank Limited
BHARAT HEAVY ELECTRICALS Limited
Bajaj Finance Limited
UPL Limited
Cadila Healthcare Limited
Lupin Limited
GUJARAT FLUOROCHEMICALS Limited
HCL TECHNOLOGIES Limited
Suven Pharma Limited
Ashok Leyland Limited|7873
-
2789
-
147
1906
353
108
3748
5382
1630
8349
4017
-
230475
5992
103
43
162
102
16526
3990
-
-
350
708
-
292
6397
2342
-
207
355
179
174
132
33052
753|29.48

-
53.51

-
2.08
7.84
2.05
2.16
19.25
19.77
63.64
8.81
13.54

-
109.01
21.22
1.81
1.56
2.42
0.71
11.63
36.03

-

-
1.81
1.24

-
1.74
1.00
1.14

-
1.33
1.57
1.83
1.00
1.30
163.74
0.85|7873

110
2789

74
129
1906
553
216
3748
5382
1630
8349
4017

3223
230475
5992
132
54
272
7066
16526
3990

246

104
-
-

25
-
6397
-

37
-
-
-
-
-
16526
-|12.85
0.43
15.37
0.82
1.04
6.28
1.79
2.40
12.77
13.45
37.62
5.34
4.71
27.35
34.23
14.38
1.71
1.45
2.34
31.20
3.54
19.79
0.23
0.28

-

-
0.81

-
1.44

-
0.82

-

-

-

-

-
33.29

-|

37th ANNUAL REPORT 2020-21

( `[in lakhs)]

||||( in lakhs)|(
in lakhs)|
|---|---|---|---|---|
|Particulars|As at
March 31, 2021||As at
March 31, 2020||
||Units|Amount|Units|Amount|
|N M D C Limited
Nippon Liquid Fund - Growth
SUN TV NETWORK Limited
IDFC Real Estate Yield Fund
Indiareit Mumbai Redevelopment Fund
Investment in subsidiary (unquoted)
Tata Consultancy Services Limited
Rel ETF Liquid Bees #
Investment in Mutual Fund Units & Other Funds
Investments at cost
Investment in Real Estate Fund Units (unquoted)
Nippon India ETF Nifty Bees
Dr Reddys Laboratories Limited
Investment in Real Estate Fund Units (unquoted) ^
IDFC Real Estate Yield Fund
Investments measured at amortised cost
Jetking Skill Development Private Limited
ASK Real Estate Special Opportunities Fund II
Indiareit Mumbai Redevelopment Fund
ASK Real Estate Special Opportunities Fund II
RShares Liquid bees
Investment in Private equity
Fairwinds Reliance Alternative Investment Fund Private Equity Scheme I
Total non-current investments|789
103.70
240
-
81
19
0.39
-
14
4809
9999
-
-
100
0.07
-
851.86|1.07

5.18
1.13

-
101.76
0.60

0.00

-
0.63
27.90
1.00

-

-
127.52

0.00

-
|
-

103.70

-

4809

-

-

0.39

2208

-

-

9999

100

81

-

0.07

339409
507.22|
-

5.00

-
28.26

-

-

0.00
2.02

-

-
1.00
100.00
80.99

-

0.00
2.21|
|Aggregate value of quoted and unquoted investments
Market value of quoted investments
Aggregate value of unquoted investments
Aggregate amount of quoted investments|-
593.68
-
294.76
-
258.18
-
212.46
-
593.68
-
294.76||||

^ The Company has reclassied its investments in units of real estate funds from amortised cost category to investment at fair value through prot and loss, based on its current contractual cash ow assessment.

Amount represents Rs. 65 as at March 31, 2021 (Rs. 65 as at March 31, 2020)

Amount represents Rs. 391 as at March 31, 2021 (Rs. 391 as at March 31, 2020)

37th ANNUAL REPORT 2020-21

6 (b) Other financial assets

6 (b) Other financial assets
	(` in lakhs)
Particulars	As at March 31, 2021		As at March 31, 2020
	Current	Non- current	Current	Non- current
External parties Related parties (Refer note 30) Interest accrued on xed deposits Security deposits (unsecured - considered good) Bank deposits with original maturity of more than 12 months Others [Refer note 27(d)] Other receivables from related party #	1.72 - 0.69 - 36.77 107.18	25.58 - - - - -	8.93 38.84 4.44 - 36.77 110.45	16.75 - - 389.00 - -
Total	146.36	25.58	199.43	405.75

The Company has given advance to it's subsidiary company for operating expenses from time to time. Since, the subsidiary is in initial stage of expanding its business operations and therefore, the Company is exploring the possibilities to subscribe additional stake in lieu of advances given. In the opinion of the management of the Company, the said advance is fully recoverable/adjustable in due course of time and therefore, no provision is required to be made at this stage.

37th ANNUAL REPORT 2020-21

(7) Other non-current assets

( `[in lakhs)]

(7) Other non-current assets		(` in lakhs)
Particulars	As at March 31, 2021	As at March 31, 2020
Prepayments MAT credit entitlement as at March 31, 2021 (As on March 31, 2020 146.71 lakhs)] `<br>Lease equalization reserve<br>Advance tax and tax deducted at source [Net of provisions nil<br>` Fair value of gratuity plan assets Capital advances # Balances with government authorities [Refer note 27 (a) (ii) ]	0.15 40.97 180.09 104.22 2.32 107.81 19.13	0.56 - 249.13 64.77 1.59 115.36 19.13
Total	454.69	450.54

Represents amount given for purchase of property in earlier years for which construction of the property is yet to be commenced. The Management of the Company is condent to get possession of the said property in due course as per the revised schedule committed by the builder keeping in mind the provisions of RERA Act, 2016. In view of above, no provision is required to be made against the said capital advances at this stage.

(8) Inventories

( `[in lakhs)]

(8) Inventories		(` in lakhs)
Particulars	As at March 31, 2021	As at March 31, 2020
Courseware and other materials	24.62	27.42
Total	24.62	27.42

9. Financial assets

9(a) Trade Receivables

( `[in lakhs)]

9(a) Trade Receivables		(` in lakhs)
Particulars	As at March 31, 2021	As at March 31, 2020
Less: Allowance for expected credit loss Unsecured - considered good Secured, considered good - considered doubtful	(36.86) 237.06 36.86	(121.51) 205.12 121.51
Total	237.06	205.12

9 (b) Cash and cash equivalents

( `[in lakhs)]

9 (b) Cash and cash equivalents		(` in lakhs)
Particulars	As at March 31, 2021	As at March 31, 2020
Balance with banks in current accounts Balance with banks in unpaid dividend accounts Cash on hand Cheques on hand	246.12 4.12 1.43 -	102.95 5.93 2.60 0.23
Total	251.67	111.71

37th ANNUAL REPORT 2020-21

9 (c) Bank balances other than above

( `[in lakhs)]

9 (c) Bank balances other than above		(` in lakhs)
Particulars	As at March 31, 2020	As at March 31, 2019
"Bank deposits with original maturity of more than 3 months but less than 12 months (Bank deposits includes₹2.11 lakhs xed deposits lodged with Haryana Government projects)"	59.51	4.65
Total	59.51	4.65

10 Other current assets

( `[in lakhs)]

10 Other current assets		(` in lakhs)
Particulars	As at March 31, 2021	As at March 31, 2020
Advance to vendors Advance to Employees Balances with excise authorities Prepayments Fair value of gratuity plan assets	1.69 - 22.38 7.82 0.95	25.29 7.57 1.47 16.53 8.77
Total	32.84	59.63

11 Equity share capital

( `[in lakhs)]

11 Equity share capital		(` in lakhs)
Particulars	As at March 31, 2021	As at March 31, 2020
of`10 each, fully paid up<br>equity shares of`10 each Authorised 10,000,000 (Previous year 10,000,000) Issued, subscribed and paid-up 5,907,500 (Previous year 5,907,500) equity shares	1,000.00	1,000.00
	1,000.00	1,000.00
	590.75	590.75
Total	590.75	590.75

a) Details of reconciliation of the number of equity shares outstanding:

Particulars	As at March 31, 2021	As at March 31, 2020
Add: Shares issued duringtheyear Shares outstanding at the beginning of the year	- 59,07,500	- 59,07,500
Shares outstanding at the end of the period	59,07,500	59,07,500

100

37th ANNUAL REPORT 2020-21

b) Terms / rights attached to Equity shares

The Company has only one class of equity shares having a par value of ₹ 10 per share. Each holder of equity shares is entitled to one vote per share. The Company declares and pays dividend in Indian rupees. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting.

In the event of the liquidation of the Company, the holder of equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.

c) Details of shares in the Company held by each shareholder holding more than 5 percent shares:

Name of the Shareholder	As at March 31, 2021	As at March 31, 2021	As at March 31, 2020	As at March 31, 2020
	No. of Shares held	% of holding	No. of Shares held	% of holding
Ms. Karishma Bharwani	8,11,200	13.73	8,11,200	13.73
M/s. Suresh G. Bharwani (HUF)	5,45,400	9.23	5,45,400	9.23
Mr.Jitu Gordhandas Bharwani	4,65,000	7.87	4,65,000	7.87
M/s. Nandu G. Bharwani(HUF)	4,68,257	7.93	4,68,257	7.93
Mr. Dipak Kanayalal Shah	-	-	4,02,748	6.81

12 Other Equity

12 Other Equit	12 Other Equit	12 Other Equit
y (` in lakhs)
Particulars	As at March 31, 2021	As at March 31, 2020
Other comprehensive income Securities premium reserve Retained earnings General reserve	69.54 9.44 2,000.19 1,155.61	62.33 9.44 2,012.65 1,155.61
Total other equity	3,234.78	3,240.03

101

37th ANNUAL REPORT 2020-21

||As at
March 31, 2021
As at
March 31, 2020
3,234.78
3,240.03
9.44
9.44
1,155.61
1,155.61
(12.46)
(619.99)
1,155.61
1,155.61
62.33
54.51
7.18
7.84
-
-
69.54
62.33
-
-
2,000.19
2,012.65
2,012.65
2,632.64
9.44
9.44
( in lakhs)|As at March 31, 2021 As at March 31, 2020 3,234.78 3,240.03 9.44 9.44 1,155.61 1,155.61 (12.46) (619.99) 1,155.61 1,155.61 62.33 54.51 7.18 7.84 - - 69.54 62.33 - - 2,000.19 2,012.65 2,012.65 2,632.64 9.44 9.44 (
in lakhs)|
|---|---|---|
|Particulars|As at
March 31, 2021|As at
March 31, 2020|
|General reserve
Closing balance
Closing balance
Add: Prot (loss) for the year
Retained earnings
Opening balance
Opening balance
Add: Addition during the year (net of tax)
Add: Received on issue of equity shares during the year
Closingbalance
Add: Addition during the year
Closing balance
Securities premium reserve
Opening balance
Other comprehensive income
Opening balance|-
9.44|
-
9.44|
||9.44|9.44|
||1,155.61
-|1,155.61

-|
||1,155.61|1,155.61|
||(12.46)
2,012.65|(619.99)
2,632.64|
||2,000.19|2,012.65|
||62.33
7.18|54.51
7.84|
||69.54|62.33|
|Total other equity|3,234.78|3,240.03|

Nature and purpose of reserves

Securities premium reserve

Securities premium reserve is used to record the premium on issue of shares and is utilised in accordance with the provisions of the Companies Act, 2013.

General reserve

General reserve is used from time to time to transfer prots from retained earnings for appropriation purposes. As the general reserve is created by a transfer from one component of equity to another and is not an item of other comprehensive income, items included in the general reserve will not be reclassied subsequently to statement of prot and loss.

Retained Earnings

Retained earnings are the prots of the Company earned till date net of appropriations.

102

37th ANNUAL REPORT 2020-21

13 Financial liabilities

( `[in lakhs)]

|13 Financial liabilities|||( in lakhs)|(
in lakhs)|
|---|---|---|---|---|
|Particulars|As at
March 31, 2021||As at
March 31, 2020||
||Current|Non-
current|Current|Non-
current|
|Creditors for capital expenditure
Other financial liabilities
Employee related liabilities
Re-imbursement due to employees
Lease liabilities
Unpaid dividend*
Security deposits
Other deposits|10.56
37.65
4.22
15.07
4.12
0.22
16.00|
-

-

-

28.84

-

33.68

-|
3.33

69.21

4.61

15.10

5.93

7.65

20.50|
-

-

-

40.48

-

19.11

-|
|Total|87.84|
62.52|
126.33|
59.59|

There are no amounts due for payment to the Investor Protection and Education Fund under Section 125 of the Companies Act, 2013 as at March 31, 2021.

* There are no amounts due for payment to the Investor Protection and Education Fund under Section 125 of the Companies Act, 2013 as at March 31, 2021.	* There are no amounts due for payment to the Investor Protection and Education Fund under Section 125 of the Companies Act, 2013 as at March 31, 2021.	* There are no amounts due for payment to the Investor Protection and Education Fund under Section 125 of the Companies Act, 2013 as at March 31, 2021.
14 Deferred tax liabilities (net) (` in lakhs)
Particulars	As at March 31, 2021	As at March 31, 2020
- Property, plant and equipment - LER on Security Deposit - Other Comprehensive Income Deferred tax liabilities: - Provision for retirement benets - Fair valuation of investments Timing difference arising on account of:	289.16 27.10 - 0.85 119.70	288.12 16.84 2.75 (0.81) (70.23)
Total (a)	436.81	236.67
Less: Deferred tax assets: - Carry forward business Loss Timing difference arising on account of disallowance of: - Provisions - Franchisee Income Impact -Lease rental (Net) Ind AS-116 - Other Comprehensive Income	376.89 9.58 - 6.82 18.73	185.52 31.59 18.72 0.84 -
Total(b)	412.02	236.67
Net deferred tax liabilities (a-b)	24.79	-
(i) Movements in deferred tax liabilities (net) (` in lakhs)
Particulars	As at March 31, 2021	As at March 31, 2020
Credit/(charge) relating to temporary differences Temporarydifferences on other comprehensive income Net deferred tax at the beginning of the year	22.27 2.52 -	(112.65) - 112.65
Net deferred tax at the end of the year	24.79	-

103

37th ANNUAL REPORT 2020-21

( `[in lakhs)]

(ii) Movement in deferred tax during the year ended March 31, 2021

(ii) Movement in deferred tax during the year ended March 31,	2021		(` in lakhs)
Opening	Recognition	Recognised in	Closing
Particulars Balance	in profit or loss	other comprehesive	balance
		income
Property, plant and equipment and intangible assets 288.11	1.05	-	289.16
Statutory payments under Section 43B of
the Income Tax Act, 1961 -	-	-	-
Provision for doubtful debts (31.59)	22.01	-	(9.58)
Fair value measurement of lease -	-	-	-
Provision for retirement benets 1.94	(1.09)	-	0.85
Lease rental (Net) Ind AS-116 (0.84)	(5.98)	-	(6.82)
Other Comprehensive Income, NET of tax -	(21.25)	2.52	(18.73)
LER on Security Deposit 16.84	10.26	-	27.10
ICDS impact of franchise income (18.72)	18.72	-	-
Recognition of fair value of investments (70.22)	189.92	-	119.70
Brought forward losses (185.52)	(191.37)	-	(376.89)
Total -	22.27	2.52	24.79
Movement in deferred tax during the year ended March 31, 2020			(` in lakhs)

Movement in deferred tax during the year ended	March 31, 202	0		(` in lakhs)
	Opening	Recognition	Recognised in	Closing
Particulars	Balance	in profit or loss	other	balance
			comprehesive
			income
Property, plant and equipment and intangible assets	288.50	(0.39)	-	288.11
Statutory payments under Section 43B of the
Income Tax Act, 1961	(5.50)	5.50	-	-
Provision for doubtful debts	(21.18)	(10.41)	-	(31.59)
Fair value measurement of lease	9.63	(9.63)	-	-
Provision for retirement benets	0.24	(1.05)	2.75	1.94
Lease rental (Net) Ind AS-116	-	(0.84)	-	(0.84)
LER on Security Deposit	-	16.84	-	16.84
ICDS impact of franchise income	(18.93)	0.21	-	(18.72)
Recognition of fair value of investments	(3.01)	(67.21)	-	(70.22)
Brought forward losses*	(137.10)	(106.88)	(2.75)	(246.73)
Total	112.65	(173.86)	-	(61.21)
Less: Deferred tax not recognised in the absense of
virtual certainityof futureprots	-	61.21	-	61.21
Net deferred tax asset/liabilities	112.65	(112.65)	-	-

The Company has unabsorbed business losses/depreciation and long/short term capital losses which according to the management will be used to setoff taxable prot arising, in next few years from, operation and/or sale of investments. Signicant management judgement has been considered in determining the provision for income tax, deferred tax assets and liabilities and recoverability of deferred tax assets. The recoverability of deferred tax assets is based on estimate of the taxable income for the period over which deferred tax assets will be recovered.

104

37th ANNUAL REPORT 2020-21

15 Other non-current/ current liabilities

15 Other non-current/ current liabilities
	(` in lakhs)
Particulars	As at March 31, 2021		As at March 31, 2020
	Current	Non- current	Current	Non- current
Statutory dues [Refer note 27 (ii)] Unaccrued xed afliation fees [Refer note 36] Income received in advance [Refer note 36] Advance received from customers [Refer note 36]	79.82 7.82 2.37 32.57	- 36.77 17.58 -	14.22 17.17 1.56 78.08	- 83.89 18.55 -
Total	122.58	54.35	111.03	102.44

|16 Trade payables
( in lakhs)|16 Trade payables (
in lakhs)|16 Trade payables
(`
in lakhs)|
|---|---|---|
|Particulars|As at
March 31, 2021|As at
March 31, 2020|
|Others
Total outstanding dues of micro and small enterprises|101.49
-|68.32
4.20|
|Total|101.49|72.52|

Following disclosures as required under Section 22 of the Micro, Small and Medium Enterprises Development Act, 2006 has been made to the extent information available with the Company :

Particulars	As at March 31, 2021	As at March 31, 2020
(i) Principal amount remaining unpaid to any supplier as at the end of the accounting year (iii) The amount of interest paid by the buyer in terms of section 16 of the Micro, Small and Medium Enterprise Development Act, 2006, along with the amount of the payment made to the supplier beyond the appointed day during each accounting year. (vi) The amount of further interest remaining due and payable even in the succeeding years, until such date when the interest dues as above are actually paid to the small enterprise for the purpose of disallowance as a deductible expenditure under section 23 of the Micro, Small and Medium Enterprise Development Act, 2006 (ii) Interest due thereon remaining unpaid to any supplier as at the end of the accounting year (v) The amount of interest accrued and remaining unpaid at the end of each accounting year; and (iv) The amount of interest due and payable for the period of delay in making payment (which have been paid but beyond the appointed day during the year) but without adding the interest specied under Micro, Small and Medium Enterprise Development Act, 2006.	- - - - - -	4.20 - - - - -

105

37th ANNUAL REPORT 2020-21

17 Provisions

( `[in lakhs)]

|17 Provisions|||( in lakhs)|(
in lakhs)|
|---|---|---|---|---|
|Particulars|As at
March 31, 2021||As at
March 31, 2020||
||Current|Non -
current|Current|Non -
current|
|Provision for leave benets (unfunded)|-|-|2.37|5.78|
|Total|-|-|2.37|5.78|

18 Revenue from operations

( `[in lakhs)]

18 Revenue from operations		(` in lakhs)
Particulars	For the year ended March 31, 2021	For the year ended March 31, 2020
Training fees Income from franchisee operations Other operating income	356.64 367.55 30.30	748.98 996.75 13.80
Total	754.49	1,759.53

19 Other income

( `[in lakhs)]

19 Other income		(` in lakhs
Particulars	For the year ended March 31, 2021	For the year ended March 31, 2020
Dividend income Gain on termination of lease Sundry balances written back Interest income Prot on sale of xed assets - Realised Keyman insurance surrender value received Net gain on fair value changes - Un-realised Rent income	1.99 1.06 32.43 18.03 1.16 2.36 152.60 411.75 96.21	16.91 - 61.57 36.05 0.02 - - - 81.46
Total	717.59	196.01

20 Purchase of courseware and other materials

( `[in lakhs)]

20 Purchase of courseware and other materials		(` in lakhs
Particulars	For the year ended March 31, 2021	For the year ended March 31, 2020
- Courseware Purchases of courseware and other materials*	6.24	86.16
Total	6.24	86.16

*Includes materials used for own consumption

106

37th ANNUAL REPORT 2020-21

21 Changes in Inventories of stock-in-trade

( `[in lakhs)]

21 Changes in Inventories of stock-in-trade		(` in lakhs)
Particulars	For the year ended March 31, 2021	For the year ended March 31, 2020
Closing stock of courseware and other materials - Courseware Total (a) - Courseware Total (b) Opening stock of courseware and other materials	24.62	27.42
	24.62 27.42	27.42 30.27
	27.42	30.27
Total (b-a)	2.80	2.85

22 Employee benefits expense

( `[in lakhs)]

22 Employee benefits expense		(` in lakhs)
Particulars	For the year ended March 31, 2021	For the year ended March 31, 2020
Contribution to provident fund and other funds Salaries and allowances Gratuity expense [Refer note 29] Staff welfare expenses	43.11 589.29 17.10 2.12	61.05 785.45 7.18 12.33
Total	651.62	866.01

23 Finance costs

( `[in lakhs)]

23 Finance costs		(` in lakhs)
Particulars	For the year ended March 31, 2021	For the year ended March 31, 2020
Interest cost on lease liability Interest cost on other Interest on Statutory Dues	7.05 0.01 2.59	3.84 - 2.01
Total	9.65	5.85

107

37th ANNUAL REPORT 2020-21

24 Other expenses

( `[in lakhs)]

24 Other expenses		(` in lakhs)
Particulars	For the year ended March 31, 2021	For the year ended March 31, 2020
Security and service charges Statutory auditors' remuneration: Training expenses - Audit fee - Others Recruitment charges Expected credit loss for impairment of investments Travelling expenses Insurance Advertisement and publicity Freight and transport expenses Less: Reversal of allowances for expected credit loss Legal and professional fees Rates and taxes - Tax Audit fee Net loss on fair value changes Business and sales promotion Bank charges Directors' sitting fees Repairs and maintenance Rent Printing and stationery - Building Electricity charges - Reimbursement of out of pocket expenses - Others Telephone expenses - Limited review Bad debts and advances written off Allowance for expected credit loss - Realised - Un-realised Fixed assets written off Foreign exchange loss (net) Miscellaneous expenses	3.36 25.48 6.00 39.41 5.00 - 33.93 0.59 65.02 - (121.51) 120.24 62.28 1.00 34.20 1.03 7.60 31.80 0.77 29.01 11.78 0.61 4.42 11.38 3.05 140.32 36.74 - - 1.10 16.20 19.13	15.55 43.38 7.00 68.58 4.26 51.57 97.57 16.24 320.24 10.09 - 105.75 21.80 1.78 106.24 4.88 5.92 64.36 5.10 42.89 34.27 0.62 0.32 22.79 1.50 83.18 40.05 26.98 231.54 - - 43.36
Total	589.94	1,477.81

108

37th ANNUAL REPORT 2020-21

25 Income tax expense

( `[in lakhs)]

25 Income tax expense		(` in lakhs)
Particulars	For the year ended March 31, 2021	For the year ended March 31, 2020
Total Tax effect of items on which deferred tax was not created in earlier (b) Deferred tax (c) Reconciliation of tax expense and the accounting profit Effects of expense/ income that are non-deductible/ considered for Other items multiplied by India's tax rate: determining taxable prots Total (Credit)/charge relating to temporary differences Deferred tax asset not recognised on carry forward loss years and created during the year. Indian tax rate % (previous year %) Effects of income exempt from taxation Prot/(Loss) from continuing operations before income tax expense Tax at the Indian tax rate Adjustments for current tax of prior periods Total Income tax expense (a+b) (a) Current tax Current tax on prots for the year Prior year tax adjustments (including MAT)	- (9.54)	- (2.41)
	(9.54)	(2.41)
	22.27	(112.65)
	22.27	(112.65)
	12.73	(115.06)
	- 0.42 - 21.78 26.00% - 0.27 0.07 (9.54)	1.03 20.62 61.21 - 26.00% (4.40) (735.05) (191.11) (2.41)
Income tax expense	12.73	(115.06)

(d) The Gross movement in the current income tax asset/(Liability) for the year ended March 31, 2021 and March 31, 2020 is as follows

( `[in lakhs)]

		(` in lakhs)
Particulars	For the year ended March 31, 2021	For the year ended March 31, 2020
Excess/(short) provision of earlieryear Income tax paid/(refund) Current tax expenses Interest on tax expenses Net current income tax asset/(liability) at the beginning of the year	9.54 (78.58) - - 249.13	2.41 (42.15) - - 288.87
Net current income tax asset/(liability) at the end of the year	180.09	249.13

109

37th ANNUAL REPORT 2020-21

26 Earnings per share

( `[in lakhs)]

26 Earnings per share		(` in lakhs)
Particulars	As at March 31, 2021	As at March 31, 2020
Earnings (loss) per share ( ) `<br>Adjusted for the effect of dilution<br>Basic earnings<br>Adjusted for the effect of dilution<br>Basic<br>Profit (loss) attributable to equity holders for<br>Par value per share ( )<br>` Diluted Basic EPS Weighted average number of equity shares (in lakhs) for:	59.08 (12.46) (12.46) (0.21) 10.00 (0.21) 59.08	59.08 (619.99) (619.99) (10.50) 10.00 (10.50) 59.08

27. Contingent liabilities and commitments

( `[in lakhs)]

27. Contingent liabilities and commitments		(` in lakhs)
Particulars	As at March 31, 2020	As at March 31, 2019
i) Income Tax Matters # Disputed Income Tax demand for F.Y. 2008-09 of aggregating to 8.31 `<br>lakhs (as at March 31, 2020 8.31 lakhs) against which the<br>` department has already adjusted the due refunds. The Company has preferred an rectication application before Commissioner of Appeal under the Income-tax Act, 1961. The same is yet to conrm by Income Tax Department. ii) Service Tax Matters # a) Against disputed Service tax demand for F.Y. 2005-06 to F.Y. 2009- 10 of 307.45 lakhs (as at March 31, 2020 307.45 lakhs) [ `<br>` including penalty and excluding interest] against which the Company has preferred an appeal and has deposited of 15.00 lakhs (as at `<br>March 31, 2020 15.00 lakhs) under protest.<br>` c) Against disputed Service tax demand for F.Y. 2014-15 of 19.25 `<br>lakhs (as at March 31, 2020 17.50 lakhs) [ including penalty and<br>` excluding interest] against which the Company has preferred an appeal and has deposited of 1.31 lakhs (as at March 31, 2020 1.31 `<br>` lakhs) under protest. The Company has made provision of 9.62 lakhs `<br>(as at March 31, 2020 nil) against the same.<br>` b) Against disputed Service tax demand for F.Y. 2012-13 to F.Y. 2013- 14 of 75.25 lakhs (as at March 31, 2020 37.58 lakhs) [ including `<br>` penalty and excluding interest] against which the Company has preferred an appeal and has deposited of 2.82 lakhs (as at March `<br>31, 2020 2.82 lakhs) under protest. The Company has made<br>` provision of 37.63 lakhs (as at March 31, 2020 nil) against the `<br>` same.	8.31 307.45 37.63 9.62	8.31 307.45 37.58 17.50

Future cash ows in respect of above, if any, is determinable only on receipt of judgement/ decisions pending with relevant authorities.

110

37th ANNUAL REPORT 2020-21

b) Others

During the nancial year 2016-17, the Company had led arbitration proceedings against a Broker/Sub-broker for an unauthorised trade taken place in NSE F&O segment for an aggregate amount of 36.77. The Company has ` preferred an appeal before the Hon’ble Arbitral Tribunal of the National Stock Exchange of India Limited (Mumbai Regional Centre) on May 24, 2016. The Order has been received in favour of the Company. Subsequent to the Order, the Broker/Sub-broker has led an appeal in Hon'ble High Court against the Order of Arbitral Tribunal. The appeal is at the admission stage with the Hon'ble High Court. Necessary adjustments will be made, if required in books of account based on the outcome of High Court proceedings in the matter.

28. Segment information

I) The Company operates in a single primary business segment i.e. “IT Training in Hardware and Networking”. Hence, there are no reportable segments as per Indian Accounting Standard (Ind AS) - 108 “Operating Segment”.
II) The secondary segment, i.e. ‘geographical segments by location of customers’ is given below: The Company is domiciled in India. The amount of its revenue from external customers broken down by location of the Customers is shown in the table below:

II) The secondary segment, i.e. ‘geographical segments by location of customers’ is given below: The Company is domiciled in India. The amount of its revenue from external customers broken down by location of the Customers is shown in the table below:	II) The secondary segment, i.e. ‘geographical segments by location of customers’ is given below: The Company is domiciled in India. The amount of its revenue from external customers broken down by location of the Customers is shown in the table below:	II) The secondary segment, i.e. ‘geographical segments by location of customers’ is given below: The Company is domiciled in India. The amount of its revenue from external customers broken down by location of the Customers is shown in the table below:
(` in lakhs)
Particulars	For the year ended March 31, 2021	For the year ended March 31, 2020
Within India Outside India	625.35 129.14	1,643.03 116.50
Total	754.49	1,759.53

Information about major customers

Details of single customers representing 10% or more of the Company's total revenue for the year ended March 31, 2021 and March 31, 2020 is given hereunder :

Information about major customers Details of single customers representing 10% or more of the Company's total revenue for the year ended March 31, 2021 and March 31, 2020 is given hereunder :	Information about major customers Details of single customers representing 10% or more of the Company's total revenue for the year ended March 31, 2021 and March 31, 2020 is given hereunder :	Information about major customers Details of single customers representing 10% or more of the Company's total revenue for the year ended March 31, 2021 and March 31, 2020 is given hereunder :
(` in lakhs)
Particulars	For the year ended March 31, 2021	For the year ended March 31, 2020
FPT Academy International Hochinminh City	82.00	-
Total	82.00	-

111

37th ANNUAL REPORT 2020-21

29) Employee benefits

I) Defined contribution plan:

(i) Provident fund:

Retirement benets in the form of provident fund are a dened contribution scheme and the contributions are charged to the Statement of Prot and Loss of the year when the contributions to the respective funds are due. There are no other obligations other than the contribution payable to the respective trusts.

II) Defined benefit plans:

(i) Post employment obligations:

Gratuity:

Gratuity liability is dened benet obligation and is provided for on the basis of an actuarial valuation made at the end of each nancial year.

I Assumptions

Demographic assumptions at the valuation date:

i) Retirement age: The employees of the company are assumed to retire at the age of 60 and 70 years.

ii) Mortality and morbidity rates: 100% of IALM (2012-14) rates have been assumed which also includes the allowance for disability benets.

iii) Leaving service: Rates of leaving service at specimen ages.

iv) Disability: Leaving Service due to disability is included in the provision made for all causes of leaving service.

( `[in lakhs)]

||( in lakhs)|(
in lakhs)|
|---|---|---|
|Particulars|Gratuity||
||As at
March 31, 2021|As at
March 31, 2020|
|Discount rate
Rate of increase in compensation
Expected Rate of return onplan assets|6.91%
5.00%
6.91%|6.91%
5.00%
7.74%|
|II Changes in present value of obligations (PVO)|||
|Benets paid
PVO at end of period
PVO at beginning of period
PBO Transferred
Interest cost
Current service cost
Actuarial (gain)/loss on obligation from change in demographic assumptions
Actuarial (gain)/ loss on obligation from experience changes
Actuarial (gain)/ loss on obligation from change in nancial assumptions|(9.51)
410.98
386.35
-
26.70
15.31

-
(14.15)
6.28|(14.58)
386.35
380.64
(9.40)
28.40
15.92
1.77
(15.92)
(0.47)|
|III Changes in fair value of plan assets|||
|Expected return on plan assets
Actual return on plan assets
Fund charges
Contributions
Actuarial gain/(loss) on plan assets
Fair value of plan assets at end of period
Benets paid
Fair value of plan assets at beginning of period|-
29.24
(2.51)
0.31
-
414.24
(9.51)
396.71|-
25.23
(1.53)
5.00
-
396.71
(14.58)
382.58|

112

37th ANNUAL REPORT 2020-21

Particulars	Gratuity	Gratuity
	As at March 31, 2021	As at March 31, 2020
IV Actuarialgain/(loss)recognised in other comprehensive income
Totalgain/ (loss)for theperiod Actuarial gain/ (loss) for the period (plan assets) Actuarial gain/ (loss) for the period (obligation)	9.70 1.82 7.88	10.59 (4.04) 14.63
V Amounts to be recognised in the balance sheet
PVO at end of period Net asset/ (liability)recognised in the balance sheet Fair value of plan assets at end of period	410.98 3.26 414.24	386.35 10.36 396.71
VI Expense recognised in the statement of profit and loss
Interest cost Expense recognised in the statement ofprofit and loss Current service cost PBO Transferred Fund charges	(0.72) 17.10 15.31 - 2.51	(0.87) 7.18 15.92 (9.40) 1.53
VIII Movements in the liabilityrecognised in balance sheet
Benets/ Contribution Expenses as above Opening net liability Closing net liability/ (asset)	(0.31) 7.40 (10.35) (3.26)	(5.00) (3.41) (1.94) (10.35)

b) Sensitivity analysis:

The sensitivity of the dened benet obligation (DBO) to changes in the weighted principal assumptions is:

Particulars	March 31, 2021	March 31, 2020
Impact of +0.50% in rate of discounting Impact of -0.50% in rate of discounting Impact of +0.50% in rate of salary increase Impact of -0.50% in rate of salary increase	(2.10) 6.54 6.60 (2.20)	(1.76) 8.75 8.82 (1.88)

Sensitivities due to mortality & withdrawals are not material & hence impact of change due to these not calculated. Sensitivities as rate of increase of pensions in payment, rate of increase of pensions before retirement & life expectancy are not applicable.

The method and types of assumptions used in preparing the sensitivity analysis did not change compared to the prior period.

c) Maturity profile of defined benefit obligation (DBO)

Year	(`in lakhs)
2021-2022	138.89
2022-2023	293.70
2023-2024	246.67
2024-2025	53.58
2025-2026	62.12

113

37th ANNUAL REPORT 2020-21

d) Description of risk exposures

"Valuations are based on certain assumptions, which are dynamic in nature and vary over time. As such Company is exposed to various risks as follows:

A) Salary increases - Actual salary increases will increase the Plan’s liability. Increase in salary increase rate assumption in future valuations will also increase the liability.
B) Investment risk - If Plan is funded then assets liabilities mismatch and actual investment return on assets lower than the discount rate assumed at the last valuation date can impact the liability.
C) Discount rate - Reduction in discount rate in subsequent valuations can increase the Plan’s liability.
D) Mortality and disability - Actual deaths and disability cases proving lower or higher than assumed in the valuation can impact the liabilities.
E) Withdrawals - Actual withdrawals proving higher or lower than assumed withdrawals and change of withdrawal rates at subsequent valuations can impact Plan’s liability."

30 I) Related party relationship

a) Wholly owned subsidiary company

Jetking Skill Development Private Limited

b) Key management personnel
i) Mr. Suresh G. Bharwani ii) Mr. Nandu G. Bharwani iii) Mr. Surjit Banga iv) Mr. Mehul Kuwadia v) Mr. Manoj Mandavgane vi) Mrs. Swati Bhatt vii) Mr. Harsh S. Bharwani (from September 01, 2020) viii) Mr. Deepak Savalge (Company Secretary) (Up to August 31, 2020)
ix) Mr. Yogesh Patole (Company Secretary) (from Feb 1, 2021)
c) Relatives of key management personnel i) Mr. Jitu G. Bharwani – Brother of Suresh Bharwani
and Nandu Bharwani
ii) Mr. Harsh Bharwani – Son of Suresh G. Bharwani iii) Mr. Avinash Bharwani – Son of Suresh G. Bharwani iv) Mr. Siddarth Bharwani – Son of Suresh G. Bharwani v) Mrs. Dipti Bharwani – Wife of Nandu G. Bharwani vi) Mrs. Urvashi Bharwani – Daughter of Nandu G. Bharwani
vii) Mrs. Ritika Bharwani - Daughter of Nandu G. Bharwani
viii) Mr. Nandu G. Bharwani- HUF (Karta)
d) Enterprise over which relative of key managerial personnel having control

Wise Men Consulting Service India LLP

114

37th ANNUAL REPORT 2020-21

( `[in lakhs)]

II) Related party transactions (excluding reimbursements)

				(` in lakhs)
Sr. No.		Particulars	As at March 31, 2021	As at March 31, 2020
2 B A 1 1 2 3 4 5 6		Suresh G. Bharwani Yogesh Patole (w.e.f. 01.02.2021) Surjit Banga Manoj Mandavgane Swati Bhatt Jitu G. Bharwani Ritika N. Bhrawani (up to 30.11.2020) Director Sitting Fees Relatives of key management personnel Wise Men Consulting Service India LLP Jetking Skill Development Private Limited Harsh S. Bharwani (w.e.f. 01.09.2020) Deepak Savalge (up to 31.08.2020) Key management personnel Remuneration Nandu G. Bharwani Mehul Kuwadia Rent Avinash S. Bharwani (up to 30.11.2020) Harsh S. Bharwani (up to 30.11.2020) Dipti N. Bharwani (up to 30.11.2020) Urvashi N. Bharwani (up to 30.11.2020) Salary Harsh S. Bharwani (up to 31.08.2020) Avinash S. Bharwani Siddarth Bharwani Reimbursement of expenses Jitu G. Bharwani Legal and professional fees Urvashi N. Bharwani Business and sales promotion Advance given/(recovered) Jetking Skill Development Private Limited	70.99 0.41 1.60 1.60 1.60 6.30 2.79 29.50 8.00 8.37 1.82 70.99 1.60 3.58 3.58 2.79 2.79 4.80 13.85 10.28 0.14 - (3.26)	84.16 - 1.55 1.25 1.55 7.20 8.37 - - - 4.91 84.19 1.55 10.74 10.74 8.37 8.37 16.47 17.47 14.86 - 11.50 83.67

115

37th ANNUAL REPORT 2020-21

III) Closing balance with related parties

( `[in lakhs)]

III) Clos	ing balance with related parties		(` in lakhs)
Sr. No.	Particulars	As at March 31, 2021	As at March 31, 2020
II) I)	Subsidiary Company Jetking Skill Development Private Limited Harsh S. Bharwani Dipti N. Bharwani Urvashi N. Bharwani Ritika N. Bhrawani Investment in shares of company Reimbursement of expenses Avinash S. Bharwani Deposits receivable	- - - - 1.00 107.18 -	8.95 6.98 6.98 6.98 1.00 110.45 8.95

Note: As the future liability for gratuity is provided on an actuarial basis for the company as whole, the amount pertaining to the key management personnel and their relatives is not ascertainable and, therefore, not included above.

The Company has made the payment of remuneration to directors amounting 150.35 lakhs (previous year168.35 lakhs). However, in the view of inadequacy of prots, the Company has made the payment of remuneration in accordance with the provisions of the Companies Act, 2013 and Ministry of Corporate Affairs notication dated September 12, 2018.

31 Risk Management

Financial risk management

The risk management policies of the Company are established to identify and analyse the risks faced by the Company, to set appropriate risk limits and controls, and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reect changes in market conditions and the Company’s activities. The Management has overall responsibility for the establishment and oversight of the Company’s risk management framework. In performing its operating, investing and nancing activities, the Company is exposed to the Credit risk, Liquidity risk and Market risk.

Market risk

Market risk is the risk that the fair value of future cash ows of a nancial instrument will uctuate because of changes in market prices. Market risk comprises three types of risk: interest rate risk, currency risk and other price risk, such as equity price risk and commodity risk. Financial instruments affected by market risk include rental deposits and investments.

Foreign currency risk

The international nature of the Company's business activities generates cash ows in different currencies - especially in USD. The Company's exposure to foreign currency risk at the end of reporting period are as follows:

116

37th ANNUAL REPORT 2020-21

Trade receivables

Credit risk arises from the possibility that customer will not be able to settle their obligations as and when agreed. To manage this, the Company periodically assesses the nancial reliability of customers, taking into account the nancial condition, current economic trends, analysis of historical bad debts, ageing of accounts receivable and forward looking information.

The provision for expected credit loss is recognised on the basis of life-time expected credit losses (simplied approach). Trade receivables are evaluated separately for balances towards progress billings and retention money due from customers. An expected loss rate is calculated at each year-end, based on combination of rate of default and rate of delay. The Company considers the rate of default and delay upon initial recognition of asset, based on the past experience and forward-looking information, wherever available.

	As at March 31,2021	As at March 31,2021	As at March 31,2020	As at March 31,2020
	in lakhs `\|USD\|in lakhs<br>`	USD
Financial assets Foreign currency in hand Trade receivables	0.24 120.99	326 1,65,203	- 55.60	- 73,775
Net exposure to foreign currency risk	121.23	1,65,529	55.60	73,775

The sensitivity of prot or loss to changes in USD exchange rate are as follows:

( `[in lakhs)]

he sensitivity of prot or loss to changes in US	D exchange rate are as	ollows: (` in lakhs)
Impact on Prot or loss Increase by 5%	As at March 31, 2021	As at March 31, 2020
	6.06	2.78
Decrease by 5%	(6.06)	(2.78)

Credit Risk

Revenue / Trade Receivable

Credit risk refers to the risk of default on its obligation by the counterparty resulting in a nancial loss. The maximum exposure to the credit risk at the reporting date is from trade receivables amounting to Rs. 237.86 Lakhs and Rs. 205.12 Lakhs as at 31 March 2021 and 31 March 2020. Trade receivables are typically unsecured and are derived from revenue earned from customers located in India and out of India. Credit risk has always been managed by the Company through credit approvals, establishing credit limits and continuously monitoring the credit worthiness of customers to which the Company grants credit terms in the normal cause of business.

The Company applies a simplied approach in calculating Expected Credit Losses (ECLs) on trade receivables. Therefore, the Company does not track changes in credit risk, but instead recognises a loss allowance based on lifetime ECLs at each reporting date. The Company has established a provision matrix that is based on its historical credit loss experience, adjusted for forward-looking factors specic to the debtors and the economic environment. Based on the provision matrix, the Company has made provision for expected credit loss on trade receivables of Rs. 36.05 lakhs as at March 31, 2021 (as at March 31, 2020 Rs. 121.51 lakhs ).

The Company have provided details of revenue from single largest customer, revenue from top 5 customer and ageing of trade receivables below:

(a) The following table gives details in respect of revenues generated from top customer and top 5 customers: (` in lakhs)

		( in lakhs) `
Particulars	For the year ended 31st March 2021	For the year ended 31st March 2020
Revenue from top customer Revenue from top 5 customers	82.00 186.24	67.22 221.54

117

37th ANNUAL REPORT 2020-21

(b) Ageing analysis of the age of trade receivable amounts that are not due as at the end of reporting year: (` in lakhs)

		( in lakhs) `
Particulars	As at 31st March 2021	As at 31st March 2020
Within credit days	-	-

c) Ageing analysis of the age of trade receivable amounts that are past due as at the end of reporting year but not impaired:

(` in lakhs)

impaired:		( in lakhs) `
Particulars	As at 31st March 2021	As at 31st March 2020
Trade receivables: Less than 180 days 181 days and above	216.93 20.13	196.00 9.12
Total	237.06	205.12

Balances with banks and other financial assets:

The Company holds cash and cash equivalents with bank, which are having highest safety ratings based on ratings published by various credit rating agencies. The Company considers that its cash and cash equivalents have low credit risk based on external credit ratings of the counterparties.

For other nancial assets, the Company assesses and manages credit risk based on reasonable and supportive forward looking information. The Company does not have signicant credit risk exposure for these items.

Interest rate risk

Interest rate risk is the risk that the fair value or future cash ows of a nancial instrument will uctuate because of changes in market interest rates. The following table analyse the breakdown of the nancial assets and liabilities by type of interest rate:

		(` in lakhs)
Particulars	As at 31st March 2021	As at 31st March 2020
Financial assets Interest bearing - xed interest rate Security deposits Bank balances other than cash and cash equivalents - non interest bearing Investment Cash and cash equivalents Trade receivables Other nancial assets	851.86 5.91 59.51 237.06 166.03 251.67	7.77 4.65 507.22 111.71 205.12 597.41
Total	1,572.04	1,433.88
Financial Liabilities Interest bearing - xed interest rate Security deposits Lease liabilities - non interest bearing Trade payables Other nancial liabilities	33.68 43.91 101.49 72.77	19.11 55.58 72.52 111.23.
Total	251.85	258.44

118

37th ANNUAL REPORT 2020-21

32 Liquidity risk

The Company's principal sources of liquidity are cash and cash equivalents and the cash ow that is generated from operations. Liquidity risk is the risk that the Company may not be able to meet its present and future cash and collateral obligations without incurring unacceptable losses. The Company’s objective is to, at all times maintain optimum levels of liquidity to meet its cash and collateral requirements. The Company closely monitors its liquidity position and deploys a robust cash management system.

The Company's maximum exposure to liquidity risk for the components of the balance sheet at 31 March 2021 and 31 March 2020 is the carrying amounts. The liquidity risk is managed on the basis of expected maturity dates of the nancial liabilities. The Company's major nancial liabilities include trade payable, employee dues and other deposits which are generally payable within one year. The average credit period taken to settle trade payables is about 30 days. The other payables are with short-term durations. The following table analysis undiscounted nancial liabilities by remaining contractual maturities:

Maturities of financial liabilities

The table below analyse the Company's nancial liabilities into relevant maturity groupings based on their contractual maturities:

( `[in lakhs)]

contractual maturities:				(` in lakhs
As at March 31, 2021	Below 3 months	3-12 months	More than 12 months	Total
Other nancial liabilities Unpaid dividend Dues to employees Creditors for capital expenditure Trade payables Lease liabilities Trade payables Re-imbursement due to employees Other deposits Security deposits	4.12 37.65 7.23 3.77 101.49 4.22 - 0.22	- - - 11.30 - - - -	- - 3.33 28.84 - - 16.00 33.68	4.12 37.65 10.56 43.91 101.49 4.22 16.00 33.90
Total	57.21	11.30	81.85	150.36
As at March 31, 2020	Below 3 months	3-12 months	More than 12 months	Total
Trade payables Dues to employees Other deposits Other nancial liabilities Trade payables Security deposits Creditors for capital expenditure Unpaid dividend Re-imbursement due to employees Lease liabilities	69.21 - 63.49 7.65 - 5.93 4.61 3.77	- - 4.23 - - - - 11.32	- 20.50 4.80 19.11 3.33 - - 40.48	69.21 20.50 72.52 26.75 3.33 5.93 4.61 55.58
Total	91.18	11.32	83.42	185.92

119

37th ANNUAL REPORT 2020-21

33 Capital Management

For the purpose of the Company's capital management, capital includes issued equity capital, share premium and all other equity reserves attributable to the equity holders of the Company. The primary objective of the Company's capital management is to maximise the shareholder value. The Company manages its capital to ensure that it will continue as going concern while maximising the return to stakeholders. The Company manages its capital structure and makes adjustment in light of changes in business condition. The Company monitors capital using a gearing ratio, which is net debt divided by total capital plus net debt. The Company's policy is to keep optimum gearing ratio. The Company includes within net debt, interest bearing loans and borrowings, trade and other payables, less cash and cash equivalents, excluding discontinued operations.

payables, less cash and cash equivalents, excluding discontinued operations.	payables, less cash and cash equivalents, excluding discontinued operations.	payables, less cash and cash equivalents, excluding discontinued operations.
(` in lakhs)
Particulars	March 31, 2021	March 31, 2020
Trade payables Other nancial liabilities Less: cash and cash equivalents	101.49 150.36 (251.67)	72.52 185.92 (111.71)
Net debt(A)	0.18	146.73
Equity share capital Other equity	590.75 3,234.78	590.75 3,240.03
Total member's capital(B)	3,825.53	3,830.78
Capital and net debt(C=A+B)	3,825.71	3,977.50
Gearing ratio (%) (A/C)	0%	4%

No changes were made in the objectives, policies or processes for managing capital during the aforesaid nancial period.

34 Fair value measurement

The fair values of nancial assets and liabilities are included at the amount at which the instrument can be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale.

The following methods and assumptions were used to estimate the fair vales:

a) Fair value of cash and cash equivalents, trade and other current nancial assets, trade & other payables approximate their carrying amounts due to the short maturities of these instruments.
b) The Company uses the following hierarchy for determining and disclosing the fair value of nancial instruments by valuation techniques:
Level 1: quoted (unadjusted) prices in active markets for identical assets or liabilities.
Level 2: other techniques for which all inputs which have a signicant effect on the recorded fair value are observable, either directly or indirectly.
Level 3: techniques which use inputs that have a signicant effect on the recorded fair value that are not based on observable market data.

120

37th ANNUAL REPORT 2020-21

Financial instruments by category

( `[in lakhs)]

|Financial instruments by category||||( in lakhs)|(
in lakhs)|(`
in lakhs)|
|---|---|---|---|---|---|---|
|Particulars|As at
March 31, 2021|||As at
March 31, 2020|||
||FVPL|FVOCI|Amortised
cost|FVPL|FVOCI|Amortised
cost|
|Financial assets
Investments
- Investment in equity shares
- Mutual funds
- Real estate funds (refer Note 34.1)
- Subsidiary (At cost)
- Private equity
Security deposit
Interest accrued on xed deposits and others
Bank xed deposit
Trade receivables
Cash and cash equivalents
Others|588.50
5.18
257.18
-
-|
-

-

-
-

-|-
-
-
1.00
-|
287.73

7.03

-

-

-|
-

-

-
-

-|-
-
209.25
1.00
2.21|
||850.86
-
-
-
-
-
-|

-

-

-

-

-

-|1.00
27.30
0.69
59.51
237.06
251.67
143.95|294.76

-

-

-

-

-

-|

-

-

-

-

-

-|212.46
64.52
4.44
393.65
205.12
111.71
147.22|
|Total financial assets|850.86|
-|721.18|294.76|
-|1,139.12|
|Financial liabilities
Unpaid dividend
Lease liabilities
Security deposits
Re-imbursement due to employees
Other deposits
Trade payables
Dues to employees
Creditors for capital expenditure|-
-
-
-
-
-
-
-|
-

-

-

-

-

-

-

-|4.12
43.91
33.90
4.22
16.00
101.49
37.65
10.56|
-

-

-

-

-

-

-

-|
-

-

-

-

-

-

-

-|5.93
55.58
26.75
4.61
20.50
72.52
69.21
3.33|
|Total financial liabilities|-|
-|251.85|
-|
-|258.44|

121

37th ANNUAL REPORT 2020-21

Fair value hierarchy


Fair value hierarchy			(` in lakhs)
Financial assets measured at fair value as at March 31, 2021	Level 1	Level 2	Level 3
Financial assets
Investments
- Investment in equity shares	588.50	-	-
- Mutual funds	5.18	-	-
- Real estate funds	-	-	257.18
- Subsidiary	-	-	1.00
Financial assets for which fair values are disclosed as at March 31, 2021
Security deposit	-	-	27.30
Interest accrued on xed deposits	-	-	0.69
Bank xed deposit	-	-	59.51
Others	-	-	143.95
Trade receivables	-	-	237.06
Cash and cash equivalents	-	-	251.67
Total financial assets	593.68	-	978.36
Financial liabilities for which fair values are disclosed as at March 31, 2021
Financial liabilities
Trade payables	-	-	101.49
Unpaid dividend	-	-	4.12
Security deposits	-	-	33.90
Dues to employees	-	-	37.65
Re-imbursement due to employees	-	-	4.22
Creditors for capital expenditure	-	-	10.56
Other deposits	-	-	16.00
Lease liabilities	-	-	43.91
Total financial liabilities	-	-	251.85
Fair value hierarchy			(` in lakhs)

Fair value hierarchy

Fair value hierarchy			(` in lakhs)
Financial assets measured at fair value as at March 31, 2020	Level 1	Level 2	Level 3
Financial assets
Investments
- Investment in equity shares	287.73	-	-
- Mutual funds	7.03	-	-
- Real estate funds	-	-	-
- Private equity	-	-	2.21
- Subsidiary	-	-	1.00
Financial assets for which fair values are disclosed as at March 31, 2020
Security deposit	-	-	64.52
Interest accrued on xed deposits	-	-	4.44
Bank xed deposit	-	-	393.65
Others	-	-	147.22
Trade receivables	-	-	205.12
Cash and cash equivalents	-	-	111.71
Total financialassets	294.76	-	929.87
Financial liabilities for which fair values are disclosed as at March 31, 2020
Financial liabilities
Trade payables	-	-	72.52
Unpaid dividend	-	-	5.93
Security deposits	-	-	26.75
Dues to employees	-	-	69.21
Re-imbursement due to employees	-	-	4.61
Creditors for capital expenditure	-	-	3.33
Other deposits	-	-	20.50
Lease liabilities	-	-	55.58
Total financial liabilities	-	-	258.44

122

37th ANNUAL REPORT 2020-21

34.1 Fair value of investment in Real Estate Funds were not available as at March 31, 2021. The Company has considered latest available NAV's or fair valuation of these Real Estate Funds. The management of the Company has considered additional impact due to uncertainity arised on account of COVID-19 pandemic based on available market reports.

The fair value measurement for investment in Real Estate Funds has been categorised as Level 3 fair value based on the inputs to the valuation technique used. Considering the type of the asset, latest available valuation/ NAV has been considered to estimate the fair value of the subjected funds. Since the fair value of the investment in Real Estate Funds is determined by the management for the year ended March 31, 2021, management has considered to give the sensitivity analysis for the value of the investments due to COVID-19 pandemic.

Sensitivity Level (a hypothetical increase / (decrease) by) 5% would result in increase / (decrease) in fair value by Rs. 10.42 lakhs.

35 Income and expenditure in foreign currency

a) Income in foreign currency: (On accrual basis)

35 Income and expenditure in foreign currency a) Income in forein currenc: (On accrual basis)	35 Income and expenditure in foreign currency a) Income in forein currenc: (On accrual basis)	35 Income and expenditure in foreign currency a) Income in forein currenc: (On accrual basis)
(` in lakhs) g y
Particulars	For the year ended March 31, 2021	For the year ended March 31, 2020
Income from franchisee operations Sale of courseware and other materials	129.14 -	103.88 12.62
Total	129.14	116.50

b) Expenditure in foreign currency: (On accrual basis)


b) Expenditure in foreign currency: (On accrual basis) (` in lakhs)
Particulars	For the year ended March 31, 2021	For the year ended March 31, 2020
Miscellaneous expenses Travelling expenses Software expenses Content digitisation expenses Business and sales promotion Membership and subscription Training expenses Advertisements - online Web hosting charges Legal and professional charges Telephone expenses	- 2.22 2.98 - 6.23 0.32 0.12 3.73 - 4.51 0.10	1.05 3.55 2.42 4.67 2.94 0.46 0.86 14.72 0.62 10.91 1.10
Total	20.21	43.30

123

37th ANNUAL REPORT 2020-21

36 Revenue from contract with customers

Ind AS 115 'Revenue from contracts from customers'

With effect from April 1, 2018, the Company has adopted Ind AS 115 ‘Revenue from Contracts with Customers’ that replaces Ind AS 18. It introduces a new ve-step approach to measuring and recognising revenue from contracts with customers. Under Ind AS 115, revenue is recognised at an amount that reects the consideration to which an entity expects to be entitled in exchange for services to a customer.

The Company has opted for the cumulative effect method (modied retrospective application) permitted by Ind AS 115 upon adoption of new standard. Accordingly, the standard has been applied for the year ended March 31, 2020 . This method requires the recognition of cumulative impact of adoption of Ind AS 115 on all contracts as at April 1, 2018 (‘transition date’) in equity and the comparative information continues to be reported under Ind AS 18. The impact of the adoption of the standard on the nancial statements is not material.

Prior to adoption of IND AS 115, the Company’s revenue was primarily comprised of Training fees and Income from Franchisee operations. The recognition of these revenue streams is largely unchanged by Ind AS 115.

i) Details of revenue from contracts with customers recognised by the Company, net of indirect taxes in its statement of prot and loss.

(` in lakhs)

statement of prot and loss.		(`in lakhs)
Particulars	As at March 31,2021	As at April 1,2020
Training fees Revenue from contract with customers Franchisee operations Other operating revenue Revenue from operations Other revenue	356.64 367.55	748.98 996.75
	30.30 724.19 30.30	13.80 1,745.73 13.80
Total revenue from operations	754.49	1,759.53

ii) Disaggregate revenue

The following table presents Company revenue disaggregated by secondary segment:

(` in lakhs)

		(`in lakhs)
Particulars	March 31,2021 As at	April 1,2020 As at
Within India Revenue based on geography Other operating revenue Outside India Outside India Revenue from contract with customers Within India	129.14 595.05	116.50 1,629.23
	30.30 - 724.19	13.80 - 1,745.73
	30.30	13.80
Total	754.49	1,759.53

124

37th ANNUAL REPORT 2020-21

(iii) Contract balances

The contract liabilities primarily relate to the unaccrued xed afliation fees and the advance consideration received from customers for which revenue is recognised when the performance obligation is over / services delivered.

Advance Collections is recognised when payment is received before the related performance obligation is satised. This includes advances received from the customer towards training fees. Revenue is recognised once the performance obligation is met i.e. imparting training sessions to students with respect to IT Training in Hardware, Networking and digital courses. It also includes unaccrued xed afliation fees received from afliates centres.

||32.57
78.08
March 31,2021
April 1,2020
44.59
101.06
97.11
199.25
19.95
20.11
As at
As at
(in lakhs)|32.57 78.08 March 31,2021 April 1,2020 44.59 101.06 97.11 199.25 19.95 20.11 As at As at (in lakhs)|
|---|---|---|
|Particulars|March 31,2021
As at|April 1,2020
As at|
|Advances collected from customers
Unaccrued xed afliation fees
Income received in advance|32.57
44.59
19.95|78.08
101.06
20.11|
||97.11|199.25|

Footnote: Considering the nature of business of the Company, the above contract liabilities are generally materialised as revenue within the same operating cycle.

37 Corporate social responsibility

The Company is not required to spend towards Corporate Social Responsibility (CSR) as per the Section 135 of the Companies Act, 2013, in the absense of prots, calculated on the basis of average prots for the last three years, as per the provisions of the Act.

38 Excess Provision of Service Tax Written back

During the previous year, the Company have led application under Sabka Vishwas (Legacy Dispute resolution) Scheme Rule, 2019 for Service Tax cases relating to the period July, 2003 to June, 2005. It had received Discharge certicate for full and nal settlement of tax dues under Section 127 of the Finance (No.2) Act, 2019 read with Rule 9 of the Sabka Vishwas (Legacy Scheme, 2019 ) for cases relating to the period July, 2003 to January, 2004, May, 2004 to March, 2005 and April, 2005 to June, 2005. For the case related to the period Feb, 2004 to April, 2004, the Company has received statement under Section 127 of the Finance (No.2) Act, 2019 read with Rule 9 of the Sabka Vishwas (Legacy Scheme, 2019 ) determining amount payable of Rs. 3.24 lacs toward full and nal settlemnet of tax dues under Finance Act, 1994 and which was paid by the Company during F.Y. 2019-20.

The Company had made reversal of excess provision made of Rs. 37.02 Lacs in its books of account during the F.Y. 2019-20 (i.e. upto March 31, 2019, the Company had made provision of Rs. 167.58 lakhs and has deposited Rs. 127.30 lakhs and paid Rs. 3.24 lacs during the nancial year 2019-20).

39 Leases

(i) Lease commitments as lessee:

The Company has entered into agreements for taking on lease certain ofces on lease and licence basis. The lease term is for a period ranging from 36 to 60 months. The Company has contracts which have xed rentals.

(a) Right of use:
Following are the changes in the carrying value of right-of-use assets (disclosed under note 3 (b) - Right of use) for the year ended March 31, 2021:

125

37th ANNUAL REPORT 2020-21

(` in lakhs)

		(`in lakhs)
Particulars	As at March 31, 2021	As at April 1, 2020
Opening gross block Deduction on account of termination of lease Closing gross block Additions during the year Depreciation charged for the year Deduction on account of termination of lease Closing accumulated depreciation Closing net block value as at March 31, 2021 Opening accumulated depreciation	67.80 (25.56) 14.19	- - 67.80
	56.43 20.21 (14.32) 14.27	67.80 14.27 - -
	20.16 36.26	14.27 53.52

(b) Lease liability:

Following are the changes in the carrying value of lease liabilities (disclosed under note 15 - other nancial liabilities) for the year ended March 31, 2021.

The following is the movement in lease liabilities during the year ended March 31, 2021


e following is the movement in lease liabilities during the year ended March 31, 2021 (`in lakhs)
Particulars	March 31,2021 As at	April 1,2020 As at
Finance cost accrued during the year Deletions/termination of lease Payment of lease liabilities Balance at the beginning of the year Additions Balance at the end of the year	5.01 (12.62) (17.77) 55.58 13.71	3.84 - (14.72) - 66.46
	43.91	55.58

(c) Contractual maturities of lease liabilities:

The below table provides details regarding the contractual maturities of lease liabilities on undiscounted basis:

(` in lakhs)

asis:		(`in lakhs)
Particulars	March 31,2021 As at	April 1,2020 As at
Later than one year and not later than ve years Not later than one year More than ve years	31.03 18.09 -	44.16 69.12 -

The cash outow of lease payments with respect to the above lease recognised in the statement of prot and loss for the nancial year 2020-2021 is Rs. 17.77 lakhs and for nancial year 2019-2020 Rs 14.72 lakhs.

(ii) Where the Group is lessor:

The future minimum lease payments receivable as per the lease agreements are as follows:

(` in lakhs)

		(`in lakhs)
Particulars	As at March 31,2021	As at April 1,2020
Not later than one year Later than one year and not later than ve years More than ve years	131.34 412.41 628.25	64.50 291.53 707.60

The amount of minimum lease payments with respect to the above lease recognised in the statement of prot and loss for the nancial year 2020-2021 is Rs. 54.94 lakhs and for nancial year 2019-2020 is Rs. 60.00 lakhs.

126

37th ANNUAL REPORT 2020-21

40 Significant accounting judgements, estimates and assumptions

The preparation of the Company’s nancial statements requires the management to make judgements, estimates and assumptions that affect the reported amounts of revenues, expenses, assets, liabilities, the accompanying disclosures and the disclosure of contingent liabilities. Uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of assets or liabilities affected in future periods. Estimates and assumptions are reviewed on periodic basis. Revisions to accounting estimates are recognised in the period in which the estimates are revised.

The key assumptions concerning the future and other key sources of estimation, that have a signicant risk of causing a material adjustment to the carrying amounts of assets and liabilities, within the next nancial year, are described below. The Company's assumptions and estimates are based on parameters available at the time of preparation of nancial statements. Existing circumstances and assumptions about future developments, however, may change due to market changes or circumstances arising that are beyond the control of the Company. Such changes are reected in the assumptions when they occur.

(a) Employee benefit plans

The cost of the dened benet plan and other employment benets plan are determined using actuarial valuations. An actuarial valuation involves making various assumptions that may differ from actual developments in the future. These include the determination of the discount rate, future salary increases and mortality rates. Due to the complexities involved in the valuation and its long-term nature, a dened benet obligation is highly sensitive to changes in these assumptions. All assumptions are reviewed at each reporting date.

The parameter most subject to change is the discount rate. In determining the appropriate discount rate for plans, the management considers the interest rates of government bonds in currencies consistent with the currencies of the post employment benet obligation. The mortality rate is based on publicly available mortality tables for India. Those mortality tables tend to change only at intervals in response to demographic changes. Future salary increases are based on expected future ination rates.

Based on periodic review of the demographic assumptions, attrition rate assumption used for actuarial valuation of liability related to gratuity has been re-assessed during the year ended 31 March 2021. For the purpose of assessing the attrition rate, the Company considered the historical attrition trend and expected rate based on such trend/ experience. The change in assumption resulted in a increase of closing gratuity by Rs. 24.62 Lakhs, for the year ended 31 March 2021.

Further details about gratuity obligations are given in Note - 29.

(b) Leases

The Company determines the lease term as the non-cancellable term of the lease, together with any periods covered by an option to extend the lease if it is reasonably certain to be exercised, or any periods covered by an option to terminate the lease, if it is reasonably certain not to be exercised.

The Company has several lease contracts that include extension and termination options. The Company applies judgement in evaluating whether it is reasonably certain to exercise the option to renew or terminate the lease. It considers all relevant factors that create an economic incentive for it to exercise either the renewal or termination. After the commencement date, the Company reassesses the lease term if there is a signicant event or change in circumstances that is within its control and affects its ability to exercise or not to exercise the option to renew or to terminate.

127

37th ANNUAL REPORT 2020-21

41 Spread of Covid-19 has severely impacted business around the globe. In many countries including India, there has been severe disruption to regular business operations due to lock down, travel bans, quarantines, social distancing and other emergency measures. This has created enough turbulence in various business transactions, supply chain and related activities. Centers of the Company which were closed during lock down period have started resuming operations in a phased manner. Although there are challenges due to this pandemic as to how long it will continue and what impact it will have on our business, we are positive on student enrolments emanating from the fact that the current economic environment has led to loss of jobs. This job seeking population will be inclined to learn, develop new and latest skill sets and sharpen their existing knowledge to withstand the current prevailing situation.

The Company has made assessment of its liquidity position for a period of at least one year from the reporting date of the recoverability and carrying value of its assets comprising property, plant and equipment, intangible assets, trade receivables, inventory, investments, other current and non-current assets and ability to pay its liabilities as they become due as well as the effectiveness of nancial controls at balance sheet date. The management of the Company believes that it has considered the possible impact of known events till the date of approvals of its standalone nancial results arising from Covid-19 pandemic including among other aspects the nature of its business operations, existing franchisee/customers relationship and its market positions and the overall inuence on business operations. The impact from Covid-19 is signicant and the Company has taken various steps to mitigate this impact. Such impact on the standalone nancial results may differ from that estimated as at the date of approval of the standalone nancial results. The Company will continue to monitor material changes to future economic conditions.

42 Balances of certain trade receivables, trade payables are subject to conrmation/reconciliation, if any. The management does not expect any material difference affecting the nancial statements on such reconciliation/adjustments.
43 In the opinion of management, loans, investments and other nancial assets have a value on realisation in the ordinary course of business at least equal to the amount at which they are stated in the balance sheet. The provision for all known liabilities is adequate and not in excess of the amount reasonably stated.

44 Code On Social Security, 2020

The Indian Parliament has approved the Code on Social Security, 2020 which subsumes the Provident Fund and the Gratuity Act and the Rules thereunder. The Ministry of Labour and Employment has also released draft rules thereunder on 13 November 2020, and has invited suggestions from the stakeholders which are under active consideration by the Ministry. The Company will evaluate the rules, assess the impact, if any, and account the same once the rules are notied and become effective.

45 Subsequent events

No subsequent events have been observed which may require an adjustment to the statement of nancial position.
46 Amounts for the year ended and as at March 31, 2020 were audited by KNAV & Co..
47 Previous year's gure have been recompanyed or rearranged, wherever considered necessary, to conform with the current year's presentation.

Signatures to 1 to 47

As per our report of even date For PYS & Co. LLP Chartered Accountants (Firm's registration number: 012388S/S200048)

On behalf of the Board of Directors Suresh G. Bharwani Chairman and Managing Director (DIN : 00667104)

G.D. Joglekar Partner Membership No. 39407

Nandu G. Bharwani

Joint Managing Director and CFO (DIN : 00618386)

Yogesh Patole Company Secretary Membership No. A48777

Place: Mumbai Date: June 08, 2021

128

37th ANNUAL REPORT 2020-21

INDEPENDENT AUDITORS' REPORT

To, The Members of Jetking Infotrain Limited

Report on the audit of the Consolidated Financial Statements

Opinion

We have audited the accompanying consolidated financial statements of Jetking Infotrain Limited (“the Holding Company”) and its subsidiary (together referred to as “the Group”), which comprise the consolidated balance sheet as at 31 March 2021, the consolidated statement of profit and loss (including other comprehensive income), the consolidated statement of changes in equity and the consolidated statement of cash flows for the year then ended, and notes to the consolidated financial statements including a summary of significant accounting policies and other explanatory information (hereinafter referred to as “the consolidated financial statements”).

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid consolidated financial statements give the information required by the Companies Act, 2013 (“the Act”) in the manner so required and give a true and fair view in conformity with the Indian Accounting Standard prescribed under Section 133 of the Act read with the Companies (Indian Accounting Standard) Rules 2015, as amended (“Ind AS”) and the accounting principles generally accepted in India, of the consolidated state of affairs of the Group as at 31 March 2021, their consolidated profit including other comprehensive income, the consolidated changes in equity and their consolidated cash flows for the year ended on that date.

Basis for Opinion

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

Emphasis of Matter

We draw attention to

a) Note 7 to the consolidated financial statements regarding capital advances of Rs. 107.81 Lakhs given for purchase of property in earlier years for which construction is yet to be commenced. The Management of the Group is confident to get possession of the said property in due course as per the revised schedule committed by the builder.
b) Note 27 (b) to the consolidated financial statements regarding an amount of Rs. 36.77 Lakhs recoverable from a Broker/Sub-broker for an unauthorised trade taken place in NSE F&O segment in earlier years, which is in appeal with the Hon'ble High Court.
c) Note 43 of the consolidated financial statements which describe the management’s assessment of the impact of the COVID-19 pandemic on the financial results of the Company and estimates related to impairment of assets, which are dependent on future developments regarding the severity and duration of the pandemic.

Our opinion is not modified in respect of these matters.

129

37th ANNUAL REPORT 2020-21

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements of the current period. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. For each matter below, our description of how our audit addressed the matter is provided in that context.

We have determined the matters described below to be the key audit matters to be communicated in our report. We have fulfilled the responsibilities described in the Auditor’s responsibilities for the audit of the consolidated financial statements section of our report, including in relation to these matters. Accordingly, our audit included the performance of procedures designed to respond to our assessment of the risks of material misstatement of the consolidated financial statements. The results of audit procedures performed by us and by other auditors of components not audited by us, as reported by them in their audit reports furnished to us by the management, including the procedures performed to address the matters below, provide the basis for our audit opinion on the accompanying consolidated financial statements.

Sr. No. Key Audit Matters How our audit addressed the key audit matters 1. Measurement of investments in accordance with Principal Audit Procedures Ind AS 109 “Financial Instruments” (Refer note 2.10, 6(a) and 34 to the Consolidated Financial • Obtained an understanding of Group’s Statements) business model assessed in accordance with Ind AS 109;
On initial recognition, investments are • Evaluated the Group’s assessment of recognized at fair value, in case of Investments business model; which are recognised at fair value through profit • Obtained an understanding of the and loss (FVTPL), its transaction cost is recognised determination of the measurement of the in the statement of profit and loss. In other cases, investments and tested the reasonableness the transaction costs are attributed to the of the significant judgments applied by the acquisition value of the investments. management; • Evaluated the design of internal controls
The Group’s investments are subsequently relating to the measurement and also tested classified into following categories based on the the operating effectiveness of the aforesaid objective of its business model to manage the controls; cash flows and options available in the standard: • Ensured that the Group has used valuation • Equity instruments, investments in techniques that are appropriate in the mutual funds, real estate funds and circumstances and for which sufficient data other funds at fair value through profit or are available to measure fair value, loss (FVTPL) maximising the use of relevant observable
• Debt instruments at amortised cost inputs and minimising the use of u n o b s e r v a b l e i n p u t s , i n c l u d i n g
The Group has assessed the following two consideration of the current economic and business model: market conditions due to COVID-19 - Realising cash flows through the sale of pandemic; investments. The Group makes • Assessed the appropriateness of the decisions based on the assets’ fair values disclosure in the consolidated financial and manages the assets to realise those statements in accordance with the fair values. applicable financial reporting framework.
- Held to collect contractual cash flows
Since valuation of investments at fair value involves critical assumptions, significant risk in

130

37th ANNUAL REPORT 2020-21

2.	(Refer note 30 of the Consolidated Financial Statements) valuation and complexity in assessment of business model, the valuation of investments as per Ind AS 109 is determined to be a key audit matter in our audit of the consolidated financial statements. The Group has undertaken transactions with its related parties in the normal course of business. Related party transactions and disclosures We have identified the accuracy and completeness of related party transactions and its disclosure as set out in respective notes to the consolidated financial statements as a key audit matter to verify whether the transactions are recorded at arm length basis, disclosure of such transactions in the financial statements and regulatory compliance thereon during the year ended 31 March 2021.	Principal Audit Procedures - Assessed and tested the disclosures made in accordance with the requirements of Ind AS and the applicable regulations. - Obtained, read and assessed the Group’s policies, processes and procedures in respect of identifying related parties, evaluation of arm’s length, obtaining necessary approvals, recording and disclosure of related party transactions, including compliance of transactions and disclosures in accordance with the regulations. - We have tested, on a sample basis, related party transactions with the underlying contracts and other supporting documents for appropriate authorization and approval for such transactions. - We have read minutes of meeting of the Board and its relevant committee meetings and minutes of meetings of those charged with governance in connection with transactions with related parties affected during the year and Group’s assessment of related party transactions being in the ordinary course of business at arm’s length and in accordance with the regulations.

Information Other than the Financial Statements and Auditor’s Report Thereon

The Holding Company’s Board of Directors is responsible for the other information. The other information comprises the information included in Board’s Report including Annexures to Board’s Report and Shareholder’s Information but does not include the consolidated financial statements and our auditor’s report thereon.

Our opinion on the consolidated financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the consolidated financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the consolidated financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated.

If, based on the work we have performed, we conclude that there is a material misstatement of this other information; we are required to report that fact. We have nothing to report in this regard.

131

37th ANNUAL REPORT 2020-21

Management’s Responsibility for the audit of the Consolidated Financial Statements

The Holding Company’s Board of Directors is responsible for the matters stated in section 134(5) of the Act with respect to preparation of these consolidated financial statements that give a true and fair view of the consolidated financial position, consolidated financial performance, consolidated total comprehensive income, consolidated changes in equity and consolidated cash flows of the Group in accordance with the Indian Accounting Standards (Ind AS) and other accounting principles generally accepted in India.

The respective Board of Directors of the companies included in the Group is responsible for maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Group and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and the design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring accuracy and completeness of the accounting records, relevant to the preparation and presentation of the consolidated financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error, which have been used for the purpose of preparation of the consolidated financial statements by the Directors of the Holding Company, as aforesaid.

In preparing the consolidated financial statements, the respective Board of Directors of the companies included in the Group is responsible for assessing the ability of the Group to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.

The respective Board of Directors of the companies included in the Group are also responsible for overseeing the financial reporting process of the Group.

Auditors’ Responsibility for the audit of Consolidated Financial Statements

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

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

Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
Obtain an understanding of internal financial controls relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under Section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the Holding Company and its subsidiary which are companies incorporated in India, has adequate internal financial controls system in place and the operating effectiveness of such controls.
Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may

132

37th ANNUAL REPORT 2020-21

cast significant doubt on the ability of the Group to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Group to cease to continue as a going concern.

Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the audit of the financial statements of such entities included in the consolidated financial statements of which we are the independent auditors. For the other entities included in the consolidated financial statements, which have been audited by other auditors, such other auditors remain responsible for the direction, supervision and performance of the audits carried out by them. We remain solely responsible for our audit opinion.

Materiality is the magnitude of misstatements in the consolidated financial statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the financial statements may be influenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the consolidated financial statements.

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

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Other Matters

The comparative financial information of the Group as at and for the year ended 31 March 2020 included in these consolidated financial statements, have been audited by the predecessor auditors. The report of the predecessor auditors on the comparative financial information dated 31 July 2020 expressed an unmodified opinion.

Report on Other Legal and Regulatory Requirements

As required by Section 143(3) of the Act, we report, to the extent applicable, that:

(a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit of the aforesaid consolidated financial statements;
(b) In our opinion, proper books of account as required by law relating to preparation of the aforesaid consolidated financial statements have been kept so far as it appears from our examination of those books and the reports of the other auditors.

133

37th ANNUAL REPORT 2020-21

(c) The consolidated balance sheet, the consolidated statement of profit and loss (including other comprehensive income), the consolidated statement of changes in equity and the consolidated statement of cash flows dealt with by this Report are in agreement with the relevant books of account maintained for the purpose of preparation of the consolidated financial statements.
(d) In our opinion, the aforesaid consolidated financial statements comply with the Indian Accounting Standards specified under Section 133 of the Act.
(e) On the basis of the written representations received from the directors of the Holding Company as on 31 March 2021 taken on record by the Board of Directors of the Holding Company and representations received from the directors of the subsidiary company as on 31 March 2021 taken on record by the Board of Directors of the subsidiary company, none of the directors of the Group companies, incorporated in India is disqualified as on 31 March 2021 from being appointed as a director in terms of Section 164 (2) of the Act.
(f) With respect to the adequacy of internal financial controls over financial reporting of the Group and the operating effectiveness of such controls, refer to our separate report in “Annexure A”.
(g) With respect to the other matters to be included in the Auditor’s Report in accordance with the requirements of Section 197(16) of the Act, as amended:

In our opinion and to the best of our information and according to the explanations given to us, the remuneration paid or provided to its directors during the year is in accordance with the provision of Section 197 of the Act.

(h) With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies (Audit and Auditor’s) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:
(i) The Group has disclosed the impact of pending litigations on its financial position in its consolidated financial statements. Refer Note 27 (a) to the consolidated financial statements;
(ii) The Group did not have any material foreseeable losses on long-term contracts including derivative contracts; and
(iii) There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Group.

For PYS & Co. LLP Chartered Accountants (Firm's registration number: 012388S/S200048)

G.D. Joglekar Partner Membership No. 39407

Place: Mumbai Date: June 08, 2021

134

37th ANNUAL REPORT 2020-21

ANNEXURE ‘A’ TO THE INDEPENDENT AUDITORS’ REPORT (Referred to in paragraph 2(f) under the heading ‘Report on Other Legal and Regulatory Requirements’ of our report of even date)

Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (“the Act”)

In conjunction with our audit of the consolidated financial statements of the Jetking Infotrain Limited (“the Holding Company”) as of and for the year ended 31 March 2021, we have audited the internal financial controls over financial reporting with reference to the financial statements of the Holding Company and its subsidiary which are incorporated in India, as of that date.

Management’s Responsibility for Internal Financial Controls

The respective Board of Directors of the Holding Company and its subsidiary are responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Holding Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India (“the ICAI)”. These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to the respective company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.

Auditors’ Responsibility

Our responsibility is to express an opinion on the internal financial controls over financial reporting of the Holding Company and its subsidiary which are incorporated in India based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls over Financial Reporting issued by the ICAI (the “Guidance Note”) and the Standards on Auditing, prescribed under Section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the consolidated financial statements, whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Group’s internal financial controls system over financial reporting.

Meaning of Internal Financial Controls over Financial Reporting

A Company's internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A Company's internal financial control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance with authorizations of management and directors of the Company; and (3) provide

135

37th ANNUAL REPORT 2020-21

reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the Company's assets that could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls Over Financial Reporting

Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

According to the information and explanations given to us and based on our audit, the Holding Company and the subsidiary company have policies and procedures in place for major financial reporting areas and prepared preliminary risk control matrices. However, as per the size of the Group and nature of its operations, the Group needs to further elaborated their processes and documented the processes of establishing its internal financial control system over financial reporting criteria considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by Institute of Chartered Accountants of India.

We have considered the matters identified and reported above in determining the nature, timing and extent of audit tests applied in our audit of the consolidated financial statements of the Group, and these matters does not affect our opinion on the consolidated financial statements of the Group.

For PYS & Co. LLP Chartered Accountants (Firm's registration number: 012388S/S200048)

G.D. Joglekar Partner Membership No. 39407

Place: Mumbai Date: June 08, 2021

136

37th ANNUAL REPORT 2020-21

JETKING INFOTRAIN LIMITED ( ` in lakhs)

CONSOLIDATED BALANCE SHEET AS AT MARCH 31, 2021

	Particulars	Note No.	As at March 31,2021	As at March 31,2020
II C B A 1 A B	Other current assets (ii) Cash and cash equivalents EQUITY AND LIABILITIES (ii) Other financial liabilities Total non-current liabilities Other financial liabilities Financial assets Current Liabilities Total Equity (i) Trade payables than micro enterprises and small enterprises Equity share capital Other current liabilities Total current liabilities (iii) Bank balances other than (ii) above Provisions Financial liabilities TOTAL ASSETS (iv) Other financial assets Deferred tax liabilities (net) Other non-current liabilities Total current assets Financial liabilities - Total outstanding dues of creditors other Provisions (i) Trade receivables TOTAL EQUITY AND LIABLITIES -Total outstanding dues of micro enterprises and small enterprises Non-current liabilities Other equity Equity ASSETS Right to use asset Non-current assets Other intangible assets Property, plant and equipment Intangible assets under development Financial assets Investment property (ii) Other financial assets Other non-current assets Total non-current assets (i) Investments Current assets Inventories	10 9 (b) 13 13 16 11 15 9 (c) 17 6 (b) 14 15 17 9 (a) 12 3 (b) 5(a) 3 (a) 5(b) 4 6(b) 7 6(a) 8	33.05 269.99 90.59 141.67 62.52 3,755.04 102.10 590.75 125.62 318.31 59.51 - 4,215.02 39.18 24.80 54.35 672.42 - 246.07 4,215.02 - 3,164.29 36.27 74.04 819.26 - 1,273.37 25.59 463.21 3,542.60 850.86 24.62	60.66 120.56 141.08 176.18 59.59 3,742.51 71.92 590.75 111.80 334.55 4.65 14.15 4,253.24 88.98 - 102.44 526.54 5.55 224.27 4,253.24 4.20 3,151.76 61.95 71.54 1,343.68 62.53 816.80 406.53 457.46 3,726.70 506.21 27.42

Significant accounting policies

The accompanying notes are an integral part of the nancial statements

As per our report of even date For PYS & Co. LLP Chartered Accountants (Firm's registration number: 012388S/S200048)

G.D. Joglekar Partner Membership No. 39407

Place: Mumbai Date: June 08, 2021

On behalf of the Board of Directors

Suresh G. Bharwani Chairman and Managing Director (DIN : 00667104)

Nandu G. Bharwani Joint Managing Director and CFO (DIN : 00618386)

Yogesh Patole Company Secretary Membership No. A48777 Place: Mumbai Date: June 08, 2021

37th ANNUAL REPORT 2020-21

137

JETKING INFOTRAIN LIMITED

CONSOLIDATED STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED MARCH 31, 2021

JETKING INFOTRAIN LIMITED CONSOLIDATED STATEMENT OF PROFIT AND LOSS FOR THE	JETKING INFOTRAIN LIMITED CONSOLIDATED STATEMENT OF PROFIT AND LOSS FOR THE	YEAR ENDED MARCH 31, 2021	YEAR ENDED MARCH 31, 2021
		( in lakhs) `
Particulars	Note	For the year ended March 31, 2021	For the year ended March 31, 2020
Employee benets expense Revenue Revenue from operations Total comprehensive income(loss)for theyear(A+B) Other comprehensive income Tax expense : Profit (loss) before tax Current tax expense Depreciation and amortisation expenses Other comprehensive income (net of tax) (B) Profit (loss) for the year (A) Deferred tax benet Other expenses Prior year tax adjustments (including MAT) Total expenses Items that will not be reclassied to prot or loss Remeasurement of the dene benet obligation Finance costs Income tax relating to remeasurement of the dene benet obligation Other income Total income Expenses Purchase of courseware and other materials Changes in the inventories of courseware and other materials	22 18 25 (a) 3 (c) 25 (b) 24 25 (a) 29 23 19 20 21	805.73 732.35	1,868.16 196.13
		1,538.08	2,064.29
		654.62 216.59 626.68 9.83 6.24 2.80	968.37 257.32 1,565.41 6.65 86.16 2.85
		1,516.76	2,886.76
		21.32	(822.47)
		3.25 22.27 (9.54)	- (112.53) (2.41)
		5.35	(707.53)
		9.70 (2.52)	10.78 (2.80)
		7.18	7.98
		12.53	(699.55)
Basic ( ) `<br>Diluted ( )<br>` (Par value of 10 per share fully paid up) ` Earnings (loss) per equity share:	26 26	0.09 0.09	(11.98) (11.98)

Significant accounting policies On behalf of the Board of Directors The accompanying notes are an integral part of the nancial statements Suresh G. Bharwani As per our report of even date Chairman and Managing Director For PYS & Co. LLP (DIN : 00667104) Chartered Accountants (Firm's registration number: 012388S/S200048) Nandu G. Bharwani Joint Managing Director and CFO G.D. Joglekar (DIN : 00618386) Partner Membership No. 39407 Yogesh Patole Company Secretary Membership No. A48777 Place: Mumbai Place: Mumbai Date: June 08, 2021 Date: June 08, 2021

G.D. Joglekar Partner Membership No. 39407 Place: Mumbai Date: June 08, 2021

37th ANNUAL REPORT 2020-21

138

JETKING INFOTRAIN LIMITED

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED MARCH 31, 2021

				Amount 590.75 - 590.75 - 590.75 (`<br>in lakhs)<br>(` in lakhs)	Amount 590.75 - 590.75 - 590.75 (`<br>in lakhs)<br>(` in lakhs)	Amount 590.75 - 590.75 - 590.75 (`<br>in lakhs)<br>(` in lakhs)	Amount 590.75 - 590.75 - 590.75 (`<br>in lakhs)<br>(` in lakhs)	Amount 590.75 - 590.75 - 590.75 (`<br>in lakhs)<br>(` in lakhs)
A	EQUITY SHARE CAPITAL			Amount
	As at April 01, 2019 Changes in equity share capital during the year As at March 31, 2020 Changes in equity share capital during the year As at March 31,2021			590.75 -
				590.75 -
				590.75

B	OTHER EQUITY As at April 01, 2019 Balance at the beginning of the reporting period Prot/ (loss) for the year Total comprehensive income/ (loss) for the year As at March 31, 2020 Balance at the beginning of the reporting period Other comprehensive income/ (loss) Prot/ (loss) for the year (loss) for the year As at March 31, 2021 Total comprehensive income/ Other comprehensive income/ (loss)	Notes		Attributable to Owners
			General reserve		Securities premium reserve	Retained earnings	Other Comprehensive Income (net of tax)	Total equity other
		12 12	1,155.61 1,155.61 - -		9.44 9.44 - -	2,631.75 2,631.75 (707.53) -	54.51 54.51 - 7.98	3,851.31 3,851.31 (707.53) 7.98
			-		-	(707.53)	7.98	(699.55)
			1,155.61		9.44	1,924.22	62.49	3,151.76
			1,155.61		9.44	1,924.22	62.49	3,151.76
		12 12	- -		- -	5.35	7.18	5.35 7.18
			-		-	5.35	7.18	12.53
			1,155.61		9.44	1,929.57	69.67	3,164.29

The accompanying notes are an integral part of the nancial statements

On behalf of the Board of Directors

Suresh G. Bharwani

As per our report of even date

For PYS & Co. LLP Chartered Accountants (Firm's registration number: 012388S/S200048)

G.D. Joglekar Partner Membership No. 39407

Place: Mumbai Date: June 08, 2021

Chairman and Managing Director (DIN : 00667104)

Nandu G. Bharwani Joint Managing Director and CFO (DIN : 00618386)

Yogesh Patole Company Secretary Membership No. A48777

Place: Mumbai Date: June 08, 2021

139

37th ANNUAL REPORT 2020-21

( `[in lakhs)]

JETKING INFOTRAIN LIMITED CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED MARCH 31, 2021

			, (` in lakhs)
Particulars		For the year ended March 31,2021	For the year ended March 31,2020
Profit/ (Loss) before tax Prot on sale of xed assets Adjustments for: Exchange rate difference (net) Adjustments for operating assets and liabilities: Keyman insurance surrender value received A. Cash flow from operating activities Depreciation and amortization expense Fixed assets written off Interest expense Interest income Dividend income Sundry balances/ excess provision of earlier years written back Net (gain)/loss on fair value changes - realised Bad debts written off Net (gain)/loss on fair value changes - unrealised Expected credit loss for impairment of investments Rent income Allowance for expected credit loss Lease Equalisation charges Gain on terminition of lease Operating profit before working capital changes (Increase)/decrease in inventories (Increase)/decrease in trade receivables (Increase)/decrease in other non current nancial assets (Increase)/decrease in other current nancial assets (Increase)/decrease in other non current assets B. Cash flow from investing activities Interest received Taxes (paid)/ refund received Cash generated from operations Payment for purchase of Property, Plant & Equipment, intangible assets Increase/(Decrease) in other non current liabilities Proceeds from sale of Property, Plant & Equipment Rent received Proceeds/ (investments) in bank deposits having original maturity of Proceeds from sale/ (Payment for purchase) of investments (Net) Increase/(Decrease) in trade payables Net cash generated from investing activities underdevelopment and capital advances Increase/(Decrease) in other non current nancial liabilities Dividend received Keyman insurance surrender value received Increase/(Decrease) in other current liabilities Increase/(Decrease) in short-term and long-term provisions Increase/(Decrease) in other current nancial liabilities (Increase)/decrease in other current assets more than three months but less than 12 months Net cash flows from operating activities	(B) (A)	21.32 (1.16) 16.20 (152.59) 216.59 1.10 9.83 (18.03) (1.99) (45.24) (2.36) 25.67 (411.75) - (97.60) 36.74 (19.33) (1.63)	(822.47) (0.02) - - 257.32 - 3.84 (36.05) (16.91) (67.20) 26.98 83.18 231.54 51.57 (60.00) 40.78 (21.40) -
		(424.23) 2.80 (55.17) 380.95 46.05 (63.50) (48.09) 25.98 14.57 13.82 (19.70) (34.27) 67.06	(328.84) 2.86 (78.22) (384.43) (44.97) 113.70 (98.68) (76.16) 0.80 -28.52 4.52 43.76 196.87
		73.74 (93.72)	34.66 (677.31)
		(19.98)	(642.65)
		21.78 (60.49) 8.53 58.15 (54.86) 69.46 1.99 152.59	36.05 (138.94) 0.02 60.00 52.14 648.64 16.91 -
		197.15	674.82

140

37th ANNUAL REPORT 2020-21

( `[in lakhs)]

			(` in lakhs)
Particulars		For the year ended March 31,2021	For the year ended March 31,2020
Payment of Interest portion of lease liability C. Cash ow from nancing activities Payment of Principal portion of lease liability Proceeds from re-issue of forfeited shares Net (decrease) / increase in cash and cash equivalents (A+B+C) Interest paid Cash and cash equivalent at beginning of year Cash and cash equivalent at end of year Net cash used in financing activities	(C)	(7.20) (17.91) - (2.63)	(4.57) (15.52) - 3.85
		(27.74)	(16.24)
		149.43 120.56 269.99	48.41 72.15 120.56

Note:

a) The above statement of consolidated cash flows has been prepared under the "Indirect Method" as set out in Ind AS 7 - Statement of Cash Flows as notified by Central Government of India.

b) Figures for the corresponding previous year are re-arranged, wherever considered necessary, to conform to the figures of the current year.

The accompanying notes are an integral part of the nancial statements

On behalf of the Board of Directors

As per our report of even date

For PYS & Co. LLP

Chartered Accountants (Firm's registration number: 012388S/S200048)

G.D. Joglekar Partner Membership No. 39407

Place: Mumbai Date: June 08, 2021

Suresh G. Bharwani

Chairman and Managing Director (DIN : 00667104)

Nandu G. Bharwani

Joint Managing Director and CFO (DIN : 00618386)

Yogesh Patole Company Secretary Membership No. A48777

Place: Mumbai Date: June 08, 2021

141

37th ANNUAL REPORT 2020-21

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2021

1 Corporate information

Jetking Infotrain Limited (hereinafter referred to as “the Group”) is a Group incorporated under the Companies Act, 1956 and having its Registered Ofce at 401, Bussa Udyog Bhavan, Tokersi Jivraj Road, Sewri (West), Mumbai 400 015. The Group is engaged in the business of “IT Training in Hardware, Networking and digital courses” having its Head Ofce at Mumbai. The Group operates through its training centres and afliate franchisees to provide these services across India, Nepal and South-east Asia.

The nancial statements for the year ended March 31, 2021 were approved by the Board of Directors and authorised for issue on June 08, 2021.

2 Significant accounting policies

2.1 Basis of preparation and presentation of financial statements

These consolidated nancial statements have been prepared in accordance with lndian Accounting Standards ("Ind AS") notied under Section 133 of the Companies Act 2013 ("the Act"), read with the Companies (Indian Accounting Standards) Rules, 2015 as amended.

The consolidated nancial statements have been prepared in accordance with Indian Accounting Standards (Ind AS) under the historical cost convention on the accrual basis except for certain nancial instruments which are measured at fair values, and on the basis of accounting principle of a going concern in accordance with generally accepted accounting principles (GAAP). Accounting policies have been consistently applied except where a newly issued accounting standard is initially adopted or a revision to an existing accounting standard requires a change in the accounting policy hitherto in use. The Financial Statements are presented in Lakhs or decimal thereof.

The consolidated nancial statements have been presented in accordance with Schedule III-Division II General Instructions for Preparation of nancial statements of a company that is required to comply with Ind AS.

Basis of consolidation

The consolidated nancial statements comprise the nancial statements of the Holding Company and its subsidiary as at 31 March 2021. Control is achieved when the Group is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee. Specically, the Group controls an investee if and only if the Group has:

(i) Power over the investee (i.e. existing rights that give it the current ability to direct the relevant activities of the investee).
(ii) Exposure, or rights, to variable returns from its involvement with the investee, and
(iii) The ability to use its power over the investee to affect its returns
Generally, there is a presumption that a majority of voting rights result in control. To support this presumption and when the Group has less than a majority of the voting or similar rights of an investee, the Group considers all relevant facts and circumstances in assessing whether it has power over an investee, including:
a) The contractual arrangement with the other vote holders of the investee b) The ability to use its power over the investee to affect its returns
c) The Group’s voting rights and potential voting rights d) The size of the group’s holding of voting rights relative to the size and dispersion of the holdings of the other voting rights holders

The Group re-assesses whether or not it controls an investee if facts and circumstances indicate that there are changes to one or more of the three elements of control. Consolidation of a subsidiary begins when the Group obtains control over the subsidiary and ceases when the Group losses control of the subsidiary. Assets,

142

37th ANNUAL REPORT 2020-21

liabilities, income and expenses of a subsidiary acquired or disposed of during the year are included in the consolidated nancial statements from the date the Group gains control until the date the Group ceases to control the subsidiary.

Consolidated nancial statements are prepared using uniform accounting policies for like transactions and other events in similar circumstances. If a member of the group uses accounting policies other than those adopted in the consolidated nancial statements for like transactions and events in similar circumstances, appropriate adjustments are made to that group member’s nancial statements in preparing the consolidated nancial statements to ensure conformity with the group’s accounting policies.

The consolidated nancial statements have been prepared on the following basis:

(a) Combine like items of assets, liabilities, equity, income, expenses and cash ows of the parent with those of its subsidiary. For this purpose, income and expenses of the subsidiary are based on the amounts of the assets and liabilities recognized in the consolidated nancial statements at the acquisition date.
(b) Offset (eliminate) the carrying amount of the parent’s investment in the subsidiary and the parent’s portion of equity of the subsidiary.
(c) Eliminate in full intragroup assets and liabilities, equity, income, expenses and cash ows relating to transactions between entities of the group (prots or losses resulting from intragroup transactions that are recognized in assets, such as inventory and xed assets, are eliminated in full) except as stated in point no (d). Intragroup losses may indicate an impairment that requires recognition in the consolidated nancial statements. Ind AS12 Income Taxes applies to temporary differences that arise from the elimination of prots and losses resulting from intragroup transactions.
(d) Prot or loss and each component of other comprehensive income (OCI) are attributed to the equity holders of the parent of the Group and to the non-controlling interests, even if this results in the noncontrolling interests having a decit balance. When necessary, adjustments are made to the nancial statements of subsidiary to bring their accounting policies into line with the Group’s accounting policies. All intra-group assets and liabilities, equity, income, expenses and cash ows relating to transactions between members of the Group are eliminated in full on consolidation.
(e) Changes in ownership interests The Group treats transactions with non-controlling interests that do not result in a loss of control as transactions with equity owners of the Group. A change in ownership interest results in an adjustment between the carrying amounts of the controlling and non-controlling interests to reect their relative interests in the subsidiary. Any difference between the amount of the adjustment to non-controlling interests and any consideration paid or received is recognised within equity.

When the Group ceases to consolidate or equity account for an investment because of a loss of control, joint control or signicant inuence, any retained interest in the entity is remeasured to its fair value with the change in carrying amount recognised in Consolidated Prot and Loss. This fair value becomes the initial carrying amount for the purposes of subsequently accounting for the retained interest as an associate, joint venture or nancial asset. In addition, any amounts previously recognised in other comprehensive income in respect of that entity are accounted for as if the Group had directly disposed of the related assets or liabilities. This may mean that amounts previously recognised in other comprehensive income are reclassied to Consolidated Statement of Prot and Loss.

If the ownership interest in a joint venture or an associate is reduced but joint control or signicant inuence is retained, only a proportionate share of the amounts previously recognised in other comprehensive income are reclassied to prot or loss where appropriate.

(f) The excess of cost to the Parent Company of its investment in the subsidiary over the Parent Company’s portion of equity of the subsidiary is recognised in the Consolidated Financial Statements as Goodwill. This Goodwill is tested for impairment at the end of the nancial year. The excess of Parent Company’s portion of equity over the cost of investment as at the date of its investment is treated as Capital Reserve.

143

37th ANNUAL REPORT 2020-21

(g) The nancial statements of the subsidiary used in consolidation are drawn upto the same reporting date as that of the Parent Company.

(h) Following company is consolidated:

Name of Company	Country of incorporation	Reporting currency	Effective date of becoming subsidiary	Nature of principal activity	Extent of holding(%)	Extent of holding(%)
					As at March 31, 2021	As at March 31, 2020
Jetking Skill Development Private Limited	India	INR	January 08, 2013	Facility management and manpower supply services	99.99%	99.99%

2.2 Use of estimates

The preparation of the financial statements in conformity with Ind AS requires the Management to make estimates, judgements and assumptions. These estimates, judgements and assumptions affect the application of accounting policies and the reported amounts of assets and liabilities. The disclosures of contingent assets and liabilities at the date of the financial statements and reported amounts of revenues and expenses during the period. The application of accounting policies that require critical accounting estimates involving complex and subjective judgments and the use of assumptions in these financial statements have been disclosed in Note 2.17. Accounting estimates could change from period to period. Actual results could differ from those estimates. Appropriate changes in estimates are made as the Management becomes aware of changes in circumstances surrounding the estimates. Changes in estimates are reflected in the financial statements in the period in which changes are made and, if material, their effects are disclosed in the notes to the financial statements.

2.3 Current versus non-current classification

All assets and liabilities have been classified as current or non-current as per the Group's normal operating cycle (twelve months) and other criteria set out in the Schedule III to the Act.

2.4 a) Property, plant and equipment

The Group has opted to apply the principles of IND AS retrospectively to all items of property, plant and equipment.

Subsequent costs are included in the asset's carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group 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 period in which they are incurred.

Property, plant and equipment are stated at cost less accumulated depreciation/ amortisation. Cost includes all cost incidental to acquisition, installation, commissioning allocated to such assets. Freehold land is carried at cost. All other items of property, furniture & fixtures and equipment are stated at cost less depreciation and impairment, if any.

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

144

37th ANNUAL REPORT 2020-21

Depreciation methods, estimated useful lives and residual value

The Group depreciates its property, furniture & fixture, equipment over the useful life in the manner prescribed in Schedule II to the Act.

The estimated useful lives of assets are as follows:

Description of assets	Useful life (in years)
Leasehold land	99 years or balance lease period
	whichever is lower
Leasehold improvement	Over the lease period
Building: Own	60
Building : Leased	Over the lease period
Plant and machinery	15
Furniture and xtures: Training Centres	8
Furniture and xtures: Support/Back end ofces	10
Electrical installations	10
Vehicles	8
Ofce equipments	5
Computers	3

b) Investment properties

Property that is held for long-term rental yields or for capital appreciation or both, and that is not occupied by the Group, is classified as investment property. Investment property is measured at its cost, including related transaction costs and where applicable borrowing costs less depreciation and impairment if any.

Depreciation on investment property is provided over its useful life.

c)

Intangible assets

Intangible assets are recognised only if it is probable that the future economic benefits that are attributable to the asset will flow to the enterprise and the cost of the asset can be measured reliably. The capitalised cost includes license fees and cost of implementation/ system integration services. The Group has opted for one time transition exemption of considering the carrying cost on the transition date i.e. April 01, 2016 as the deemed cost under Ind AS.

Computer software (intangible assets) is amortised on the straight-line method over a period of thirty six months.

Content development and digitization is amortised on straight line method over a period of thirty six months.

d) Intangible assets under development

Intangible asset under development comprises of content development and development of software.

2.5 Lease

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

145

37th ANNUAL REPORT 2020-21

As a Lessee: Leases in which a significant portion of the risks and rewards of ownership are not transferred to the Group as lessee are classified as operating leases. Payments made under operating leases (net of any incentives received from the lessor) are charged to profit or loss on a straight-line basis over the period of the lease, unless the payments are structured to increase in line with expected general inflation to compensate for the lessor's expected inflationary cost increases.

As a lessor: The Group has leased out certain property, plant and equipment on operating leases. Lease income from operating leases is recognised in the Statement of Profit and Loss on a straight line basis over the lease term unless the payments are structured to increase in line with expected general inflation to compensate for the lessor's expected inflationary cost increases. Initial direct costs are recognised as an expense in the Statement of Profit and Loss in the period in which they are incurred.

The Group as a Lessee

The Group’s lease asset classes primarily consist of leases for office buildings. The group assesses whether a contract contains a lease, at inception of a contract. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified 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 group assesses whether: (1) the contract involves the use of an identified asset (2) the group has substantially all of the economic benefits from use of the asset through the period of the lease and (3) the group has the right to direct the use of the asset.

At the date of commencement of the lease, the Group recognizes a right-of-use asset (“ROU”) and a corresponding lease liability for all lease arrangements in which it is a lessee, except for leases with a term of twelve months or less (short-term leases) and low value leases. For these short-term and low value leases, the Group recognizes the lease payments as an operating expense on a straight-line basis over the term of the lease.

The lease liability is initially measured at amortized cost at the present value of the future lease payments. The lease payments are discounted using the interest rate implicit in the lease or, if not readily determinable, using the incremental borrowing rates in the country of domicile of the leases. Lease liabilities are re-measured with a corresponding adjustment to the related right of use asset if the group changes its assessment if whether it will exercise an extension or a termination option.

The Group as a lessor

Leases for which the group is a lessor is classified as a finance or operating lease. Whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee, the contract is classified as a finance lease. All other leases are classified as operating leases.

For operating leases, rental income is recognized on a straight line basis over the term of the relevant lease.

146

37th ANNUAL REPORT 2020-21

2.6 Cash and cash equivalents

Cash and cash equivalents comprise cash on hand and cash at bank including fixed deposit with original maturity period of less than three months.

2.7 Inventories

Inventories are valued at lower of cost or net realizable value . Cost of inventories comprises of all cost of purchases and other costs incurred in bringing the inventory to their present location and condition. Cost is assigned on First-In-First-Out (FIFO) basis. Obsolete, defective and unserviceable stocks are provided for, wherever required.

2.8 Impairment of financial assets

The Group measures the expected credit loss associated with its assets based on historical trend, industry practices and the business environment in which the entity operates or any other appropriate basis. The impairment methodology applied depends on whether there has been a significant increase in credit risk.

2.9 Trade receivables

The Group applies the simplified approach to providing for expected credit losses prescribed by Ind AS 109, which permits the use of the lifetime expected loss provision for all trade receivables. The Group has computed expected credit losses based on a provision matrix which uses historical credit loss experience of the Group. Forward-looking information (including macroeconomic information) has been incorporated into the determination of expected credit losses.

2.10 Investment and other financial assets

(i) Classification

The Group classifies its financial assets in the following measurement categories-

those to be measured subsequently at fair value (either through other comprehensive income, or through profit or loss), and those measured at amortised cost.

The classification depends on the entity's business model for managing the financial assets and the contractual terms of the cash flows. For assets measured at fair value, gains and losses are recorded in profit or loss (for derivative forward contracts) and other comprehensive income. For investments in debt instruments, this will depend on the business model in which the investment is held.

The Group reclassifies debt investments when and only when its business model for managing those assets changes.

(ii) Measurement

At initial recognition, the Group measures a financial asset at its fair value plus, in the case of a financial assets not at fair value through profit or loss, transaction costs that are directly attributable to the acquisition of the financial asset. Transaction cost of financial assets carried at fair value through profit or loss are expensed in profit or loss statement.

Equity investments

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 applies are classified as at FVTPL. For all other equity instruments, the Group may make an irrevocable election to present in other comprehensive income subsequent changes in the fair value. The Group makes such election on an instrument by-instrument basis. The classification is made on initial recognition and is irrevocable. If the Group decides to classify an equity instrument as at FVOCI, 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 the statement of profit and loss, even on sale of investment. However, the Group may transfer the cumulative

147

37th ANNUAL REPORT 2020-21

gain or loss within equity.

Equity instruments included within the FVTPL category are measured at fair value with all changes recognised in the statement of profit and loss.

Financial assets with embedded derivatives are considered in their entirety when determining whether their cash flows are solely payment of principal and interest.

Debt instruments

Subsequent measurement of debt instruments depends on the Group's business model for managing the asset and the cash flow characteristics of the asset. There are three measurement categories into which the Group classifies its debt instruments:

Amortised cost - Assets that are held for collection of contractual cash flows where those cash flows represent solely payments of principal and interest are measured at amortised cost. A gain or loss on a debt investment that is subsequently measured at amortised cost and is not part of a hedging relationship is recognised in profit or loss when the asset is derecognised or impaired. Interest income from these financial assets is included in other income using the effective interest rate method.

Fair value through other comprehensive income (FVOCI): Assets that are held for collection of contractual cash flows and for selling the financial assets, where the assets’ cash flows represent solely payments of principal and interest, are measured at fair value through other comprehensive income (FVOCI). Movements in the carrying amount are taken through OCI, except for the recognition of impairment gains or losses, interest revenue and foreign exchange gains and losses which are recognised in profit and loss. When the financial asset is derecognised, the cumulative gain or loss previously recognised in OCI is reclassified from equity to profit or loss and recognised in other gains/ (losses). Interest income from these financial assets is included in other income using the effective interest rate method.

Fair value through profit or loss: Assets that do not meet the criteria for amortised cost or FVOCI are measured at fair value through profit or loss. A gain or loss on a debt investment that is subsequently measured at fair value through profit or loss and is not part of a hedging relationship is recognised in profit or loss and presented net in the statement of profit and loss within other gains/(losses) in the period in which it arises. Interest income from these financial assets is included in other income.

(iii) Impairment of financial assets

The Group assesses on a forward looking basis the expected credit losses associated with its assets carried at amortised cost. The impairment methodology applied depends on whether there has been a significant increase in credit risk.

For trade receivables and contract assets only, the Group applies the simplified approach permitted by lnd AS 109 Financial Instruments, which requires expected lifetime losses to be recognised from initial recognition of the receivables.

(iv) Derecognition of financial assets

A financial asset is derecognised only when:

The Group has transferred the rights to receive cash flows from the financial asset or
Retains the contractual rights to receive the cash flows of the financial asset, but assumes a contractual obligation to pay the cash flows to one or more recipients.

148

37th ANNUAL REPORT 2020-21

Where the entity has transferred an asset, the Group evaluates whether it has transferred substantially all risks and rewards of ownership of the financial asset. In such cases, the financial asset is derecognised. Where the entity has not transferred substantially all risks and rewards of ownership of the financial asset, the financial asset is not derecognised.

Where the entity has neither transferred a financial asset nor retains substantially all risks and rewards of ownership of the financial asset, the financial asset is derecognised if the Group has not retained control of the financial asset. Where the Group retains control of the financial asset, the asset is continued to be recognised to the extent of continuing involvement in the financial asset.

2.11 Offsetting financial instruments

2.12 Trade and other payables

These amounts represent liabilities for goods and services provided to the Group prior to the end of financial year which are unpaid. Trade and other payables are unsecured and are presented as current liabilities unless payment is not due within operating cycle determined by the Group after the reporting period. They are recognised initially at their fair value and subsequently measured at amortised cost using the effective interest rate method.

2.13 Provisions, contingent liabilities and assets

(i) Provisions are recognised when the Group has a present, legal or constructive obligation as a result of a past event and it is probable that an outflow of resources will be required to settle the obligation, and a reliable estimate of the amount of the obligation can be made. Provisions are determined based on the best estimate required to settle the obligation at the Balance Sheet date.

If the effect of time value of money is material, provisions are discounted using a current pre-tax rate that reflects, when appropriate, the risks specific to the liability. When discounting is used, the increase in the provision due to the passage of time is recognised as a finance cost.

Provisions are reviewed at each Balance Sheet date and adjusted to reflect current best estimates. Provisions are not recognised for future operating losses.

(ii) The Group makes the provision for anticipated claims from customers on account of material supplied, work undertaken, repair & rectification carried out by the customer, the settlement of which takes place at a later stage of conclusion of the contract.

(iii) Where there are a number of similar obligations, the likelihood that an outflow will be required in settlement is determined by considering the class of obligations as a whole. A provision is recognised even if the likelihood of an outflow with respect to any one item included in the same class of obligations may be small.

Reimbursement expected in respect of expenditure required to settle a provision is recognised only when it is virtually certain that the reimbursement will be received.

149

37th ANNUAL REPORT 2020-21

iv) Contingent liability

A disclosure for a contingent liability is made when there is a possible obligation or a present obligation that may, but probably will not require an outflow of resources embodying economic benefits or the amount of such obligation cannot be measured reliably. When there is a possible obligation or a present obligation in respect of which likelyhood of outflow of resources embodying economic benefits is remote, no provision or disclosure is made.

(v) Contingent assets are disclosed where an inflow of economic benefits is probable.

(vi) Provisions, contingent liabilities and contingent assets are reviewed at each Balance Sheet date.

2.14 Income recognition

Revenue is measured at the fair value of the consideration received or receivable to which the Group expects to be entitled in exchange for transferring the goods or services to a customer i.e. on transfer of control of the goods or service to the customer. Revenue from sales of goods or rendering of services is net of Indirect taxes, returns and discounts.

Income from operations

Training and other allied services

Revenue is recognised at the transaction price that is allocated to the performance obligation i.e. when services are rendered and there are no uncertainties as to its measurability and collectibility.

i) Revenue from course fees from training service is recognised over the duration of course and as per agreed terms.

ii) Revenue from other allied services is recognised as and when such services are completed/performed.

b)

Franchisee operation

Fixed affiliation income from franchisee operations is recognised based on the proportion of value of services the Group is obliged to provide over the contractual tenure and when there are no significant uncertainties as to its collectibility.

c) Royalty income

Royalty income is recognised as per the franchise agreement at specified percentage of gross revenue earned by the franchisee.

d) Interest

Interest income from a financial asset is recognised when it is probable that the economic benefits will flow to the Group and the amount of income can be measured reliably. Interest income is accrued on a timely basis, by reference to the principal outstanding and at the effective interest rate applicable.

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

e) Dividends

Dividend is recognised when the Group’s right to receive the amount is established.

150

37th ANNUAL REPORT 2020-21

2.15 Employee benefits

(i)Short-term obligations

Liabilities for wages and salaries, including non monetary benefits that are expected to be settled wholly within 12 months after the end of the period in which the employees render the related service are recognised in respect of employees' services up to the end of the reporting period and are measured at the amounts expected to be paid when the liabilities are settled. The liabilities are presented as current employee benefit obligations in the balance sheet.

(ii) Other long-term employee benefit obligations

The liabilities for privileged leave and sick leave are not expected to be settled wholly within 12 months after the end of the period in which the employees render the related service. They are therefore measured as the present value of expected future payments to be made in respect of services provided by employees up to the end of the reporting period using the projected unit credit method. The benefits are discounted using the market yields at the end of the reporting period that have terms approximating to the terms of the related obligation. Remeasurements as a result of experience adjustments and changes in actuarial assumptions are recognised in Statement of Profit and Loss. The obligations are presented as current liabilities in the balance sheet if the entity does not have an unconditional right to defer settlement for at least twelve months after the reporting period, regardless of when the actual settlement is expected to occur.

(iii) Post-employment obligations The Group operates the following post-employment schemes-
(a) defined benefit plans - gratuity, provident fund (for management employees) and retirement benefit scheme liability.
(b) defined contribution plans- superannuation and provident fund (for non-management employees).

Defined contribution plans

The Group has Defined Contribution plans for post-employment benefits namely Provident Fund, Superannuation Fund and National Pension Scheme.

Under the Provident Fund Plan (including Employee’s Pension Scheme 1995), the Group contributes to a Government administered Provident Fund on behalf of its employees and has no further obligation beyond making its contribution.

The Superannuation Fund is administered through trustees and constitutes an insured benefit, which is classified as a defined contribution plan as the Group makes contributions to an insurance Group and has no further obligation beyond making the payment to the insurance Group.

The Group contributes to the National Pension Scheme and has no further obligation beyond making its contribution.

The Group’s contributions to the above funds are charged to the Statement of Profit and Loss every year.

Defined benefit plans

The Group has a Defined Benefit Plan namely Gratuity for all its employees. The Gratuity plan provides lump sum payments to vested employees at retirement, death, termination of employment, of an amount, based on the respective employee’s salary and tenure of employment. The Group has taken a group gratuity policy with Life Insurance Corporation of India (‘LIC’) and is funded. Gratuity Fund is recognised by the Income Tax authorities and is administered through trustees.

The cost of providing defined benefits is determined using the projected unit credit method with actuarial valuations being carried out at each reporting date. The defined benefits obligations recognised in the balance sheet represent the present value of the defined benefits obligations as reduced by the fair value of planned assets, if applicable. Any defined benefit asset (negative defined benefit obligations resulting from this calculation) is recognised representing the present value of available refunds and reductions in future contributions to the plan.

151

37th ANNUAL REPORT 2020-21

All expenses represented by current service cost, past service cost, if any, and net interest on the defined benefit liability/ (asset) are recognised in the statement of profit and loss. Remeasurements of the net defined benefit liability/ (asset) comprising actuarial gains and losses and the return on the plan assets (excluding amount included in the net interest on the net defined benefit liability/ asset), are recognised in Other Comprehensive Income. Such remeasurements are not reclassified to the Statement of Profit and Loss in the subsequent periods.

The Group presents the above liability/ (asset) as current and non-current in the balance sheet as per actuarial valuation by the independent actuary.

Others:

(i) Long Service Awards, liability for which is provided for on the basis of an actuarial valuation, carried out by an independent actuary.

(ii) Termination benefits are recognised as an expense as and when incurred.

2.16 Earnings per share

Basic earnings per share is calculated by dividing the net profit for the period attributable to equity shareholders by the weighted average number of equity shares outstanding during the financial year. Earnings considered in ascertaining the Group's earnings per share is the net profit for the period after deducting any attributable tax thereto for the period. The weighted average number of equity shares outstanding during the period and for all periods presented is adjusted for events, such as bonus shares, other than the conversion of potential equity shares that have changed the number of equity shares outstanding, without a corresponding change in resources.

2.17 Significant accounting judgements, estimates and assumptions

The preparation of financial statements requires the use of accounting estimates which, by definition, will seldom equal the actual results. Management also needs to exercise judgement in applying the Group's accounting policies. This note provides an overview of the areas that involved a higher degree of judgement or complexity, and of Items which are more likely to be materially adjusted due to estimates and assumptions turning out to be different than those originally assessed.

Judgements:

In the process of applying the Group's accounting policies, Management has made the following judgements, which have the most significant effect on the amounts recognised in the financial statements-

i) Segment Reporting

lnd-AS 108 Operating Segments requires Management to determine the reportable segments for the purpose of disclosure in financial statements based on the internal reporting reviewed by Chief Operating Decision Maker (CODM) to assess performance and allocate resources. The standard also requires Management to make judgments with respect to aggregation of certain operating segments into one or more reportable segment.

The Group has determined that the Chief Operating Decision Maker (CODM) is the Board of Directors (BoD), based on its internal reporting structure and functions of the BoD. Operating segments used to present segment information are identified based on the internal reports used and reviewed by the BoD to assess performance and allocate resources.

Estimates and assumptions

The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting date, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year, are described below. The Group based its assumptions and estimates

152

37th ANNUAL REPORT 2020-21

on parameters available when the financial statements were prepared. Existing circumstances and assumptions about future developments, however, may change due to market changes or circumstances arising that are beyond the control of the Group. Such changes are reflected in the assumptions when they occur.

The cost of the defined benefit plan and other post employment benefits and the present value of such obligation are determined using actuarial valuations. An actuarial valuation involves making various assumptions that may differ from actual developments in the future. These include the determination of the discount rate, future salary increases and mortality rates. Due to the complexities involved in the valuation and its long-term nature, a defined benefit obligation is highly sensitive to changes in these assumptions. All assumptions are reviewed at each reporting date. The parameter most subject to change is the discount rate. In determining the appropriate discount rate for plans operated in India, the management considers the interest rates of government bonds in currencies consistent with the currencies of the post-employment benefit obligation. The mortality rate is based on Indian Assured Lives Mortality (2006-08) Ultimate. Those mortality tables tend to change only at interval in response to demographic changes. Future salary increases and benefit increases are based on expected future inflation rates. Further details about employee benefit obligations are given in Note 29.

i) Fair value measurement of financial instruments

When the fair values of financial assets and financial liabilities recorded in the balance sheet cannot be measured based on quoted prices in active markets, their fair value is measured using valuation techniques including the DCF model. The inputs to these models are taken from observable markets where possible, but where this is not feasible, a degree of judgement is required in establishing fair values. Judgements include considerations of inputs such as liquidity risk, credit risk and volatility. Changes in assumptions about these factors could affect the reported fair value of financial instruments. See Note 34 for further disclosures.

ii) Provisions

Provisions and liabilities are recognised in the period when it becomes probable that there will be a future outflow of funds.

iii) Impairment of financial assets

The impairment provisions for financial assets are based on assumptions about risk of default, expected loss rates and timing of cash flows. The Group uses judgement in making these assumptions and selecting the inputs to the impairment calculation, based on the Group's past history, existing market conditions as well as forward looking estimates at the end of each reporting period. Refer note 31 for various judgements and estimates used to create provision for impairment.

2.18 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 non cash nature and any deferrals or accruals of past or future cash receipts or payments. Cash flow for the year are classified by operating, investing and financing activities.

2.19 Income taxes

Current income tax

Current income tax assets and liabilities are measured at the amount expected to be recovered from or paid to the taxation authorities. The Group determines the tax as per the provisions of Income-tax Act, 1961 and other rules specified thereunder.

Current income tax relating to items recognised outside the statement of profit and loss is recognised either in other comprehensive income 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

153

37th ANNUAL REPORT 2020-21

establishes provisions where appropriate.

Minimum Alternate Tax (MAT) is accounted as current tax when the Group is subjected to such provisions of the Income Tax Act. However, credit of such MAT paid is available when the Group is subjected to tax as per normal provisions in the future. Credit on account of MAT, is recognised as an asset based on the management’s estimate of its recoverability in the future.

Deferred tax

Deferred tax is measured using the balance sheet approach on temporary differences between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes at the reporting date.

Deferred tax assets are recognised for all deductible 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, except:

(ii) 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.

(iii) 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. (iv) Deferred tax relating to items recognised outside the statement of profit and loss is recognised either in other comprehensive income or in equity. Deferred tax items are recognised in correlation to the underlying transaction either in OCI or directly in equity.

2.20 Foreign currency translation

In preparing the financial statements of the Group, transactions in currencies other than the Group’s functional currency viz. Indian Rupee are recognised at the rates of exchange prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation of monetary assets and liabilities denominated in foreign currencies at year end exchange rates are generally recognised in profit or loss. Non-monetary items carried at fair value that are denominated in foreign currencies are translated at the rates prevailing at the date when the fair value was determined. Non-monetary items that are measured in terms of historical cost in a foreign currency are not retranslated.

Exchange differences on monetary items are recognised in profit or loss in the period in which they arise.

154

37th ANNUAL REPORT 2020-21

2.21 Recent accounting pronouncements

On March 24, 2021, the Ministry of Corporate Affairs ("MCA") through a notification, amended Schedule III of the Companies Act, 2013. The amendments revise Division I, II and III of Schedule III and are applicable from April 1, 2021. Key amendments relating to Division II which relate to companies whose financial statements are required to comply with Companies (Indian Accounting Standards) Rules 2015 are:

Balance Sheet:

Lease liabilities should be separately disclosed under the head ‘financial liabilities’, duly distinguished as current or non-current.
Certain additional disclosures in the statement of changes in equity such as changes in equity share capital due to prior period errors and restated balances at the beginning of the current reporting period.
• Specified format for disclosure of shareholding of promoters.
Specified format for ageing schedule of trade receivables, trade payables, capital work-in-progress and intangible asset under development.
• If a company included in the Group has not used funds for the specific purpose for which it was borrowed from banks and financial institutions, then disclosure of details of where it has been used.
Specific disclosure under ‘additional regulatory requirement’ such as compliance with approved schemes of arrangements, compliance with number of layers of companies, title deeds of immovable property not held in name of Group, loans and advances to promoters, directors, key managerial personnel (KMP) and related parties, details of benami property held etc.

Statement of profit and loss:

Additional disclosures relating to Corporate Social Responsibility (CSR), undisclosed income and crypto or virtual currency specified under the head ‘additional information’ in the notes forming part of the standalone financial statements.

The amendments are extensive and the Group will evaluate the same to give effect to them as required by law.

155

37th ANNUAL REPORT 2020-21

Total	(0.18) 2,592.92 83.85	2,676.59	(633.41) 2,676.59 66.56	2,109.74	1,202.18 130.90 (0.18)	1,332.89	(155.88) 1,332.89 113.47	1,290.48	1,343.68	819.26
Computers	- 631.93 42.05	673.98	(12.50) 673.98 64.71	726.19	478.57 69.14 -	547.71	(7.50) 547.71 61.40	601.61	126.27	124.58
Office equipments	(0.18) 197.69 12.06	209.56	(2.61) 209.56 1.85	208.80	165.53 12.49 (0.18)	177.84	(2.48) 177.84 9.50	184.86	31.72	23.94
Vehicles	- 123.39 -	123.39	(22.26) 123.39 -	101.13	55.83 12.12 -	67.95	(21.14) 67.95 11.45	58.26	55.44	42.87
Electrical installations	- 48.99 -	48.99	- 48.99 -	48.99	35.66 2.99 -	38.65	- 38.65 2.98	41.63	10.34	7.36
Furniture and fixtures	- 201.70 3.47	205.17	(3.44) 205.17 -	201.73	167.29 10.94 -	178.23	(3.42) 178.23 5.58	180.39	26.94	21.34
Plant and machinery	- 13.46 -	13.46	- 13.46 -	13.46	9.97 1.07 -	11.04	- 11.04 1.07	12.11	2.42	1.35
Building	- 1,291.84 -	1,291.84	(592.60) 1,291.84 -	699.24	237.00 19.17 -	256.17	(121.34) 256.17 16.00	150.83	1,035.67	548.41
Leasehold building	- 29.97 -	29.97	- 29.97 -	29.97	1.08 0.41 -	1.49	- 1.49 0.41	1.90	28.48	28.07
Leasehold improvements	- 53.95 26.27	80.22	- 80.22 -	80.22	51.25 2.56 -	53.81	- 53.81 5.08	58.89	26.41	21.33
Particulars	Deductions / adjustments Balance as at March 31, 2020 Balance as at April 01, 2019 Deductions / adjustments Charge for the year Balance as at March 31, 2020 Deductions / adjustments/ Balance as at April 01, 2020 Net carrying amount transfers Balance as at March 31, 2021 transfers Balance as at March 31, 2021 Balance as at March 31, 2020 Balance as at March 31, 2021 Balance as at April 01, 2020 Additions Charge for the year Accumulated depreciation Net carrying amount Gross carrying amount Balance as at April 01, 2019 Additions Deductions / adjustments/

156

37th ANNUAL REPORT 2020-21

3(b) Right-of-use assets

( `[in lakhs)]

3(b) Right-of-use assets		(` in lakhs)
Particulars	Building	Total
Depreciation Expense Net carrying value as at March 31, 2020 At March 31, 2020 At April 1, 2019 Disposal/Adjustment Accumulated depreciation Net carrying value as at March 31, 2021 Disposal/Adjustment At April 1, 2020 At March 31, 2021 Depreciation Expense At April 1, 2019 Addition Disposal/Adjustment At March 31, 2020 At April 1, 2020 Addition Gross Carrying value Disposal/Adjustment At March 31, 2021	- 81.28 -	- 81.28 -
	81.28	81.28
	81.28 14.19 (33.99)	81.28 14.19 (33.99)
	61.48	61.48
	- - 19.33	- - 19.33
	19.33	19.33
	21.16 (15.28) 19.33	21.16 (15.28) 19.33
	25.21	25.21
	61.95	61.95
	36.27	36.27

3(c) Depreciation and amortization expense

( `[in lakhs)]

3(c) Depreciation and amortization expense		(` in lakhs)
Particulars	For the year ended March 31, 2020	For the year ended March 31, 2019
Depreciation on property, plant and equipment Amortization of Intangible assets Depreciation on Investment Property Depreciation on Right of use of assets Total	113.47 67.27 14.69 21.16	130.90 95.48 11.61 19.33
	216.59	257.32

157

37th ANNUAL REPORT 2020-21

4 Investment property

( `[in lakhs)]

4 Investment property		(` in lakhs)
Particulars	Investment Property	Total
Additions/ transfers Balance as at March 31, 2021 Gross carrying amount Balance as at April 01, 2019 Deductions / adjustments Balance as at March 31, 2020 Balance as at April 01, 2020 Additions/ transfers Deductions / adjustments Accumulated depreciation Balance as at April 01, 2019 Charge for the year Deductions / adjustments Balance as at March 31, 2020 Balance as at April 01, 2020 Charge for the year Deductions / adjustments Balance as at March 31, 2020 Balance as at March 31, 2021 Balance as at March 31, 2021 Net carrying amount	917.12 - -	917.12 - -
	917.12	917.12
	- 917.12 592.60	- 917.12 592.60
	1,509.72	1,509.72
	88.71 11.61 -	88.71 11.61 -
	100.32	100.32
	100.32 14.69 121.34	100.32 14.69 121.34
	236.35	236.35

	816.80	816.80
	1,273.37	1,273.37

158

37th ANNUAL REPORT 2020-21

(i) Amounts recognised in prot or loss for investment properties

(i) Amounts recognised in prot or loss for investment properties
Rental income Direct operating expenses from property that generated rental income Depreciation Profit from investment properties Profit from investment properties before depreciation	March 31, 2021 March 31, 2020 (` in lakhs)
	97.60 81.46 5.87 3.32 14.69 11.61 77.04 66.53 91.73 78.14

(ii) Contractual obligations

Refer to note 27 of contractual obligations, to purchase, construct, or develop investment property or its repairs, maintenance or enhancements.

(iii) Estimation of fair value

Sensitivity Level (a hypothetical increase / (decrease) by) 10% would result in increase / (decrease) in fair value by Rs. 210.31 Lakhs.

( `[in lakhs)]

Particulars	Building	Total
“As at March 31, 2019"	1,149.23	1,149.23
Change in the fair value	(67.34)	(67.34)
As at March 31, 2020	1,081.89	1,081.89
Additions during the year	592.60	592.60
Change in the fair value	428.69	428.69
As at March 31, 2021	2,103.18	2,103.18

159

37th ANNUAL REPORT 2020-21

( `[in lakhs)]

5 Other intangible assets

|5 Other intangible assets||||( in lakhs)|(
in lakhs)|(`
in lakhs)|
|---|---|---|---|---|---|---|
||a) Intangible assets|||b) Intangible assets under development|||
|Particulars|Computer
software|Content
development
and digitization|Total|Content
development
and digitization|Software|Total|
|Gross carrying amount
Deemed cost as at April 01, 2019
Additions
Deductions / adjustments
Balance as at March 31, 2020
Deductions / adjustments
Deductions / adjustments
Deductions / adjustments
Accumulated amortization
Balance as at March 31, 2020
Net carrying amount
Net carrying amount
Charge for the year
Additions
Balance as at March 31, 2021
Deemed cost as at April 01, 2019
Balance as at March 31, 2021
Balance as at April 01, 2020
Balance as at April 01, 2020
Balance as at March 31, 2020
Balance as at March 31, 2021
Charge for the year|163.32
0.14
-|218.98
-

-|382.30

0.14

-|5.99
12.81

-|
2.90

40.83

-|
8.89

53.64

-|
||163.46|
218.98|382.44|
18.80|
43.73|
62.53|
||-
54.04
163.46|
-
15.73
218.98|
-

69.77
382.44|
(18.80)
-
18.80|(49.63)

5.90

43.73|(68.43)

5.90

62.53|
||217.50|
234.71|452.21|
-|
-|
-|
||-
50.92
54.29|
-
164.50
41.19|
-
215.42

95.48|-
-
-|
-

-

-|
-

-

-|
||105.21|
205.69|310.90|
-|
-|
-|
||-
49.64
105.22|
-
17.63
205.68|
-

67.27
310.90|-
-
-|
-

-

-|
-

-

-|
||154.86|
223.31|378.17|
-|
-|
-|
||||||||
||58.25|
13.29|
71.54|
18.80|
43.73|
62.53|
||||||||
||62.64|
11.40|
74.04|
-|
-|
-|

160

37th ANNUAL REPORT 2020-21

Financial assets

( `[in lakhs)]

6 (a) Investment

|6. Financial assets
6 (a) Investment|||( in lakhs)|(
in lakhs)|
|---|---|---|---|---|
|Particulars|As at
March 31, 2021||As at
March 31, 2020||
||Units|Amount|Units|Amount|
|Yes Bank Limited
KEI Industries
Repco Home Limited
Accelya Kale Sloutions Limited
ICICI Bank Limited
Britannia Industries Limited
Indraprastha Gas Limited
Thyrocare Technologies Limited
Suven Life Sciences Limited
PNB Housing Finance Limited
VIP Industries Limited
Bharti Airtel Limited
NOCIL Limited
GUJARAT FLUOROCHEMICALS LTD
HDFC Bank Limited
UPL Limited
HCL TECHNOLOGIES LTD
PNC Infratech Limited
HDFC Standard Life Insurance Limited
Cadila Healthcare Ltd
L&T Limited
Persistent Systems Limited
Kotak Mahindra Bank Limited
Siemens Limited
Bajaj Finance Limited
Ashok Leyland Limited
Lupin Limited
SUN PHARMACEUTICAL INDUSTRIES Limited
Suven Pharma
Ultratech Cement Limited
BHARAT HEAVY ELECTRICALS LTD
CARE Ratings Limited
Investment in Equity Shares (quoted)
through profit and loss (FVTPL)"
Reliance Industries Limited
IDFC Limited
Investments measured at fair value
Muthoot Capital Services Limited
Cera Sanitaryware
Kaveri Seed Company Limited
Parag Milk Foods Limited|6397
-
4017
-
353
43
-
3990
16526
7873
5992
350
708
174
162
207
132
-
102
355
147
2789
103
-
-
753
179
292
33,052
-
2342
1906
108
230475
5382
1630
3748
8349|1.00

-
13.54

-
2.05
1.56

-
36.03
11.63
29.48
21.22
1.81
1.24
1.00
2.42
1.33
1.30

-
0.71
1.57
2.08
53.51
1.81

-

-
0.85
1.83
1.74

163.74

-
1.14
7.84
2.16
109.01
19.77
63.64
19.25
8.81|6,397

104
4,017

3,223
553
54

110
3,990
16,526
7,873
5,992
-
-
-
272
-
-

246
7,066
-
129
2,789
132

74

37
-
-
-
16,526

25
-
1,906
216
2,30,475
5,382
1,630
3,748
8,349|
1.44

0.28

4.71

27.35

1.79

1.45

0.43

19.79

3.54

12.85

14.38

-

-

-

2.34

-

-

0.23

31.20

-

1.04

15.37

1.71

0.82

0.82

-

-

-

33.29

0.81

-

6.28

2

34.23

13.45

37.62

12.77

5.34|

161

37th ANNUAL REPORT 2020-21

( `[in lakhs)]

||||( in lakhs)|(
in lakhs)|
|---|---|---|---|---|
|Particulars|As at
March 31, 2020||As at
March 31, 2019||
||Units|Amount|Units|Amount|
|RShares Liquid bees
Rel ETF Liquid Bees #
Fairwinds Reliance Alternative Investment Fund Private Equity Scheme I
Investment in Mutual Fund Units & Other Funds
Dr Reddys Laboratories Ltd
Nippon India ETF Nifty Bees
N M D C LTD
SUN TV NETWORK LTD
IDFC Real Estate Yield Fund
ASK Real Estate Special Opportunities Fund II
Reliance Liquid Fund - Growth
Tata Consultancy Services Ltd
Investment in Real Estate Fund Units (unquoted)
Investments measured at amortised cost
IDFC Real Estate Yield Fund
ASK Real Estate Special Opportunities Fund II
Indiareit Mumbai Redevelopment Fund
Investment in Real Estate Fund Units (unquoted) ^
Indiareit Mumbai Redevelopment Fund
Investment in Private equity
Total non-current investments|0.07
0.39
-
14
-
789
240
4809
100
103.70
19
-
-
81
-
850.86|
0.00

0.00

-
0.63

-
1.07
1.13
27.9
127.52

5.18
0.60

-

-
101.76

-
|0.07
0.39
3,39,409
-
2,208.00
-
-
-
-
104
-

4,809

100
-

81|
0.00

0.00

2.21

-

2.02

-

-

-

-

5.00

-

28.26

100.00

-

80.99
506.21|
|Category-wise investments - Non-current
Aggregate amount of quoted investments
-
Market value of quoted investments
-
Aggregate value of unquoted investments
-
Aggregate value of impairment in value of unquoted investments
-
Financial assets measured at amortised cost
-
Financial assets measured at fair value through prot and loss
-|593.68
-
294.76
593.68
-
294.76
-
-
211.46
-
-
(51.57)
-
-
211.46
593.68
-
294.76||||

^ The Group has reclassified its investments in units of real estate funds from amortised cost category to investment at fair value through profit and loss, based on its current contractual cash flow assessment.

Amount represents Rs. 65 as at March 31, 2021 (Rs. 65 as at March 31, 2020)

Amount represents Rs. 391 as at March 31, 2021 (Rs. 391 as at March 31, 2020)

162

37th ANNUAL REPORT 2020-21

6 (b) Other financial assets

( `[in lakhs)]

|6 (b) Other financial assets|||( in lakhs|(
in lakhs|
|---|---|---|---|---|
|Particulars|As at
March 31, 2021||As at
March 31, 2020||
||Current|Non-
current|Current|Non-
current|
|Others [Refer note 27(d)]
Security deposits (unsecured - considered good)
Related parties (Refer note 30)
External parties
Interest accrued on xed deposits
"Bank deposits with original maturity of more than 12 months|36.77
-
1.72
0.69
-|-

-
25.59
-

-|
36.77

38.84
8.93

4.44

-|-
-
17.53
-
389.00|
|Total|39.18|25.59|88.98|406.53|

(7) Other non-current assets

( `[in lakhs)]

(7) Other non-current assets		(` in lakhs)
Particulars	As at March 31, 2021	As at March 31, 2020
`146.71 lakhs)]<br>Advance tax and tax deducted at source [Net of provisions<br>Fair value of gratuity plan assets<br>Balances with government authorities [Refer note 27 (a) (ii) ]<br>Capital advances #<br>Lease equalization reserve<br>MAT credit entitlement<br>`Nil as at March 31, 2021 (As on March 31, 2020 Prepayments	188.61 2.32 19.13 107.81 104.22 40.97 0.15	256.06 1.59 19.13 115.36 64.77 - 0.55
Total	463.21	457.46

Represents amount given for purchase of property in earlier years for which construction of the property is yet to be commenced. The Management of the Group is confident to get possession of the said property in due course as per the revised schedule committed by the builder keeping in mind the provisions of RERA Act, 2016. In view of above, no provision is required to be made against the said capital advances at this stage.

(8) Inventories

( `[in lakhs)]

(8) Inventories		(` in lakhs)
Particulars	As at March 31, 2021	As at March 31, 2020
Courseware and other materials	24.62	27.42
Total	24.62	27.42

163

37th ANNUAL REPORT 2020-21

9. Financial assets

|9(a) Trade Receivables
( in lakhs)|9(a) Trade Receivables (
in lakhs)|9(a) Trade Receivables
(`
in lakhs)|
|---|---|---|
|Particulars|As at
March 31, 2021|As at
March 31, 2020|
|Secured, considered good
- considered doubtful
Less: Allowance for doubtful debts(Expected credit loss allowance)
Unsecured - considered good|36.86
(36.86)
246.07|122.24
(122.24)
224.27|
|Total|246.07|224.27|

9 (b) Cash and cash equivalents

( `[in lakhs)]

9 (b) Cash and cash equivalents		(` in lakhs)
Particulars	As at March 31, 2021	As at March 31, 2020
Balance with banks in unpaid dividend accounts Cheques on hand Cash on hand Balance with banks in current accounts	4.12 - 1.51 264.36	5.93 0.24 2.61 111.78
Total	269.99	120.56

9 (c) Bank balances other than above

( `[in lakhs)]

9 (c) Bank balances other than above		(` in lakhs)
Particulars	As at March 31, 2021	As at March 31, 2020
but less than 12 months (Bank deposits includes 2.11 lakhs ` xed deposits lodged with Haryana Government projects)" "Bank deposits with original maturity of more than 3 months	59.51	4.65
Total	59.51	4.65

10 Other current assets

( `[in lakhs)]

10 Other current assets		(` in lakhs)
Particulars	As at March 31, 2021	As at March 31, 2020
Fair value of gratuity plan assets Balances with excise authorities Advance to employees Advance to vendors Prepayments	0.95 22.46 - 1.69 7.95	8.77 1.52 7.71 26.05 16.61
Total	33.05	60.66

164

37th ANNUAL REPORT 2020-21

11 Equity share capital

( `[in lakhs)]

11 Equity share capital		(` in lakhs)
Particulars	As at March 31, 2021	As at March 31, 2020
equity shares of 10 each `<br>of 10 each, fully paid up<br>` 10,000,000 (Previous year 10,000,000) Authorised 5,907,500 (Previous year 5,907,500) equity shares Issued, subscribed and paid-up	1,000.00	1,000.00
	1,000.00	1,000.00
	590.75	590.75
Total	590.75	590.75

a) Details of reconciliation of the number of equity shares outstanding:

Particulars	As at March 31, 2020	As at March 31, 2019
Add: Shares issued duringtheyear Shares outstanding at the beginning of the year	- 59,07,500	- 59,07,500
Shares outstanding at the end of the period	59,07,500	59,07,500

b) Terms / rights attached to equity shares

The Holding Company has only one class of equity shares having a par value of � 10 per share. Each holder of equity shares is entitled to one vote per share. The Company declares and pays dividend in Indian rupees. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting.

In the event of the liquidation of the Holding Company, the holder of equity shares will be entitled to receive remaining assets of the Holding Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.

Name of the Shareholder	As at March 31, 2021	As at March 31, 2021	As at March 31, 2020	As at March 31, 2020
	No. of Shares held	% of holding	No. of Shares held	% of holding
Ms. Karishma Bharwani	8,11,200	13.73	8,11,200	13.73
M/s. Suresh G. Bharwani (HUF)	5,45,400	9.23	5,45,400	9.23
Mr.Jitu Gordhandas Bharwani	4,65,000	7.87	4,65,000	7.87
M/s. Nandu G. Bharwani(HUF)	4,68,257	7.93	4,68,257	7.93
Mr. Dipak Kanayalal Shah	-	-	4,02,748	6.81

165

37th ANNUAL REPORT 2020-21

12 Other Equity

12 Other Euit
qy	(` in lakhs)
Particulars	As at March 31, 2021	As at March 31, 2020
Securities premium reserve General reserve Other comprehensive income Retained earnings	9.44 1,155.61 69.67 1,929.57	9.44 1,155.61 62.49 1,924.22
Total other equity	3,164.29	3,151.76

Particulars	As at March 31, 2021	As at March 31, 2020
Closing balance General reserve Closing balance Opening balance Opening balance Retained earnings Opening balance Add: Prot (loss) for the year Other Comprehensive Income Add: Addition during the year (net of tax) Closing balance Opening balance Add: Addition during the year Closing balance Add: Received on issue of equity shares during the year Securities premium reserve	9.44 -	9.44 -
	9.44	9.44
	1,155.61 -	1,155.61 -
	1,155.61	1,155.61
	1,924.22 5.35	2,631.75 (707.53)
	1,929.57	1,924.22
	62.49 7.18	54.51 7.98
	69.67	62.49
Total other equity	3,164.29	3,151.76

Nature and purpose of reserves

Securities premium reserve

Securities premium reserve is used to record the premium on issue of shares and is utilised in accordance with the provisions of the Companies Act, 2013.

General reserve

General reserve is used from time to time to transfer prots from retained earnings for appropriation purposes. As the general reserve is created by a transfer from one component of equity to another and is not an item of other comprehensive income, items included in the General Reserve will not be reclassied subsequently to statement of prot and loss.

Retained earnings

Retained earnings are the prots of the Group earned till date net of appropriations.

166

37th ANNUAL REPORT 2020-21

13 Financial liabilities

( `[in lakhs)]

|13 Financial liabilities|||( in lakhs)|(
in lakhs)|
|---|---|---|---|---|
|Particulars|As at
March 31, 2021||As at
March 31, 2020||
||Current|Non-
current|Current|Non-
current|
|Security deposits
Employee related liabilities
Other nancial liabilities
Unpaid dividend*
Creditors for capital expenditure
Re-imbursement due to employees
Other deposits
Lease liabilities|0.22
40.22
4.12
10.56
4.22
16.18
15.07|
33.68

-

-

-

-

-

28.84|
7.65

74.16

5.93

3.33

5.35

20.60

24.06|
19.11

-

-

-

-

-

40.48|
|Total|90.59|
62.52|
141.08|
59.59|

There are no amounts due for payment to the Investor Protection and Education Fund under Section 125 of the Companies Act, 2013 as at March 31, 2021.

14 Deferred tax liabilities (net) ( `[in lakhs)]

14 Deferred tax liabilities (net)		(` in lakhs)
Particulars	As at March 31, 2021	As at March 31, 2020
Deferred tax liabilities: - Provision for retirement benets Timing difference arising on account of: - Property, plant and equipment - LER on SecurityDeposit - Fair valuation of investments	0.81 289.31 27.10 119.70	1.11 288.15 16.84 -
Total (a)	436.92	306.10
Less: Deferred tax assets: - Carry forward business Loss - Franchisee Income Impact - Fair valuation of investments -Lease rental (Net) Ind AS-116 - Other Comprehensive Income Timing difference arising on account of disallowance of: - Provisions	(390.88) - - (6.82) (18.73) (9.58)	(266.20) (18.72) (70.22) (0.84) - (31.59)
Total(b)	(426.01)	(387.57)
Net deferred tax liabilities (a-b) Less: Deferred tax not recognised in the absense of virtual certainityof futureprots	10.91 13.89	(81.47) 81.47
Net deferred tax liabilities	24.80	-

167

37th ANNUAL REPORT 2020-21

(i) Movements in deferred tax liabilities (net)

(i) Mmnt in dfrrd t libiliti (nt)
ovees eee ax aes e	(` in lakhs)
Particulars	As at March 31, 2021	As at March 31, 2020
Temporary differences on other comprehensive income Net deferred tax at the beginning of the year Credit/(charge) relating to temporary differences Net deferred tax at the end of the year Less: Deferred tax not recognised in the absense of virtual certainityof futureprots	2.52 - 8.39	(0.05) 112.48 (193.90)
	10.91 13.89	(81.47) 81.47
Net deferred tax asset/liabilities	24.80	-

(ii) Movement of deferred tax during the year ended March 31, 2021

Particulars	Opening Balance	Recognition in profit or loss	Recognised in other comprehesive income	Closing balance
Lease rental (Net) Ind AS-116 virtual certainity of future prots Recognition of fair value of investments Other Comprehensive Income, NET of tax Provision for doubtful debts Provision for retirement benets ICDS impact of franchise income Less: Deferred tax not recognised in the absense of Brought forward losses * Total LER on Security Deposit Property, plant and equipment and intangible assets	(0.84) (70.22) - (31.59) 1.90 (18.72) (185.52) 16.84 288.15	(5.98) 189.92 (21.25) 22.01 (1.09) 18.72 (205.36) 10.26 1.16	- - 2.52 - - - - - -	(6.82) 119.70 (18.73) (9.58) 0.81 - (390.88) 27.10 289.31
	- -	13.89 8.39	- 2.52	13.89 10.91
Net deferred tax asset/liabilities	-	22.28	2.52	24.80

168

37th ANNUAL REPORT 2020-21

Movement in deferred tax during the year ended March 31, 2021

( `[in lakhs)]

Movement in deferred tax during the year ended	March 31, 202	1		(` in lakhs)
Particulars	Opening Balance	Recognition in profit or loss	Recognised in other comprehesive income	Closing balance
Property, plant and equipment and intangible assets Statutory payments under Section 43B of the Income Tax Act, 1961 Lease rental (Net) Ind AS-116 ICDS impact of franchise income Provision for retirement benets LER on Security Deposit Recognition of fair value of investments Fair value measurement of lease Provision for doubtful debts Brought forward losses *	288.52 (5.50) - (18.93) 0.24 - (3.01) 9.63 (21.18) (137.29)	(0.37) 5.50 (0.84) 0.21 (1.83) 16.84 (67.21) (9.63) (10.41) (126.16)	- - - - 2.70 - - - - (2.75)	288.15 - (0.84) (18.72) 1.11 16.84 (70.22) - (31.59) (266.20)
Total	112.48	(193.90)	(0.05)	(81.47)
Less: Deferred tax not recognised in the absense of virtual certainityof futureprots	-	81.47	-	81.47
Net deferred tax asset/liabilities	112.48	(112.43)	(0.05)	-

The Holding Company has unabsorbed business losses/depreciation and long/short term capital losses which according to the management will be used to setoff taxable profit arising, in next few years from, operation and/or sale of investments. Significant management judgement has been considered in determining the provision for income tax, deferred tax assets and liabilities and recoverability of deferred tax assets. The recoverability of deferred tax assets is based on estimate of the taxable income for the period over which deferred tax assets will be recovered. The Subsidiary Company has not recognised deferred tax asset in the absense of virtual certainity of future profits.

|15 Other non-current/ current liabilities|( in lakhs)|(
in lakhs)|( in lakhs)|(
in lakhs)|
|---|---|---|---|---|
|Particulars|As at
March 31, 2021||As at
March 31, 2020||
||Current|Non-
current|Current|Non-
current|
|Statutory dues [Refer note 27 (ii)]
Unaccrued xed afliation fees [Refer note 36]
Income received in advance [Refer note 36]
Advance received from customers [Refer note 36]
Total|82.85
7.82
2.37
32.58|
-

36.77

17.58

-|
14.90

17.17

1.56

78.17|
-

83.89

18.55

-|
||125.62|
54.35|
111.80|
102.44|

169

37th ANNUAL REPORT 2020-21

16 Trade payables

( `[in lakhs)]

16 Trade payables		(` in lakhs)
Particulars	As at March 31, 2021	As at March 31, 2020
Others Total outstanding dues of micro and small enterprises Total	102.10 -	71.92 4.20
	102.10	76.12

Following disclosures as required under Section 22 of the Micro, Small and Medium Enterprises Development Act, 2006 has been made to the extent information available with the Group :

Particulars	As at March 31, 2021	As at March 31, 2020
(iv) The amount of interest due and payable for the period of delay in making payment (which have been paid but beyond the appointed day during the year) but without adding the interest specied under Micro, Small and Medium Enterprise Development Act, 2006. (vi) The amount of further interest remaining due and payable even in the succeeding years, until such date when the interest dues as above are actually paid to the small enterprise for the purpose of disallowance as a deductible expenditure under section 23 of the Micro, Small and Medium Enterprise Development Act, 2006 (v) The amount of interest accrued and remaining unpaid at the end of each accounting year; and (iii) The amount of interest paid by the buyer in terms of section 16 of the Micro, Small and Medium Enterprise Development Act, 2006, along with the amount of the payment made to the supplier beyond the appointed day during each accounting year. (i) Principal amount remaining unpaid to any supplier as at the end of the accounting year (ii) Interest due thereon remaining unpaid to any supplier as at the end of the accounting year	- - - - - -	- - - 4.20 - -

17 Provisions

( `[in lakhs)]

|17 Provisions|||( in lakhs)|(
in lakhs)|
|---|---|---|---|---|
|Particulars|As at
March 31, 2021||As at
March 31, 2020||
||Current|Non-
current|Current|Non-
current|
|Provision for leave benets (unfunded)
Provision for gratuity (funded)|-
-|-
-|2.77
2.78|5.95
8.20|
|Total|-|-|5.55|14.15|

170

37th ANNUAL REPORT 2020-21

18 Revenue from operations

( `[in lakhs)]

18 Revenue from operations		(` in lakhs)
Particulars	For the year ended March 31, 2021	For the year ended March 31, 2020
Facility Management Services Training fees Income from franchisee operations Other operatingincome	23.35 356.64 367.54 58.20	108.63 748.98 996.75 13.80
Total	805.73	1,868.16

19 Other income

( `[in lakhs)]

19 Other income		(` in lakhs
Particulars	For the year ended March 31, 2021	For the year ended March 31, 2020
Dividend income Net gain on fair value changes - Realised Sundry balances written back Interest income Prot on sale of xed assets - Un-realised Insurance surrender value Rent income Gain on termination of lease	1.99 2.36 45.24 18.03 1.16 411.75 152.59 97.60 1.63	16.91 - - 61.69 36.05 0.02 - - 81.46 -
Total	732.35	196.13

20 Purchase of courseware and other materials

( `[in lakhs)]

20 Purchase of courseware and other materials		(` in lakhs
Particulars	For the year ended March 31, 2021	For the year ended March 31, 2020
- Courseware Purchases of courseware and other materials*	6.24	86.16
Total	6.24	86.16

*Includes materials used for own consumption

171

37th ANNUAL REPORT 2020-21

21 Changes in Inventories of stock-in-trade

21 Ch i Iti f tkitd
anges n nvenores o soc-n-rae	(` in lakhs)
Particulars	For the year ended March 31, 2021	For the year ended March 31, 2020
Opening stock of courseware and other materials Total (b) - Courseware - Courseware Total (a) Closing stock of courseware and other materials	24.62	27.42
	27.42 24.62	30.27 27.42
	27.42	30.27
Total (b-a)	2.80	2.85

22 Employee benefits expense

( `[in lakhs)]

22 Employee benefits expense		(` in lakhs)
Particulars	For the year ended March 31, 2021	For the year ended March 31, 2020
Gratuity expense [Refer note 29] Staff welfare expenses Contribution to provident fund and other funds Salaries and allowances	17.10 2.13 43.28 592.11	18.34 12.47 62.44 875.12
Total	654.62	968.37

23 Finance costs

( `[in lakhs)]

23 Finance costs		(` in lakhs)
Particulars	For the year ended March 31, 2021	For the year ended March 31, 2020
Interest cost on lease liability Interest on Statutory Dues Interest cost on other	7.20 2.62 0.01	4.64 2.01 -
Total	9.83	6.65

172

37th ANNUAL REPORT 2020-21

24 Other expenses

( `[in lakhs)]

24 Other expenses		(` in lakhs)
Particulars	For the year ended March 31, 2021	For the year ended March 31, 2020
- Others Less: Provision for doubtful debts of earlier years Electricity charges Insurance Repairs and maintenance - Audit fee Advertisement and publicity - Reimbursement of out of pocket expenses - Building Bank charges Printing and stationery Legal and professional fees - Others Loss on sale of Investment Bad debts and advances written off Provision for Impairment on Investment Rent Fixed assets written off Business and sales promotion Rates and taxes Directors' sitting fees Security and service charges Telephone expenses Statutory auditors' remuneration: Recruitment charges Training expenses Loss on investments marked to market Miscellaneous expenses - Tax Audit fee Travelling expenses Freight and transport expenses Allowance for doubtful debts - Limited review Foreign exchange loss (net)	4.42 (121.51) 11.78 0.59 6.75 65.02 0.62 29.10 1.07 0.79 153.47 39.51 - 147.18 - 31.80 1.10 27.51 62.28 7.60 3.36 12.56 5.00 25.48 - 19.36 1.00 34.85 - 36.74 3.05 16.20	0.32 - 35.25 16.24 8.00 320.24 0.62 43.84 4.90 5.10 166.64 69.01 26.98 83.18 51.57 64.32 - 113.87 21.80 5.92 15.55 23.09 4.68 43.38 231.54 44.35 1.78 110.87 10.09 40.78 1.50 -
Total	626.68	1,565.41

173

37th ANNUAL REPORT 2020-21

25 Income tax expense

( `[in lakhs)]

25 Income tax expense		(` in lakhs)
Particulars	For the year ended March 31, 2021	For the year ended March 31, 2020
(b) Deferred tax (a) Current tax Total deferred tax expense/(benefit) multiplied by India's tax rate: Tax at the Indian tax rate Effects of income exempt from taxation Effect of MAT Prior year tax adjustments(Including MAT) Current tax Total Current tax expenses (Credit)/charge relating to temporary differences (c) Reconciliation of tax expense and the accounting profit Total Income tax expense (a+b) Prot/(Loss) from continuing operations before income tax expense Effects of expense that are non-deductible for determining taxable prots Indian tax rate % (previous year %) Tax effect of items on which deferred tax was not created in earlier years and created during the year. Deferred tax asset not recognised on carry forward loss Other items Adjustments for current tax of prior periods Effects of tax rate changes (net)	(9.54) 3.25	(2.41) -
	(6.29)	(2.41)
	22.27	(112.53)
	22.27	(112.53)
	15.98	(114.94)
	5.54 (0.15) 0.10 21.32 0.43 26.00% 21.78 - - (9.53) (2.19)	(213.82) (4.40) - (822.47) 23.19 26.00% - 81.47 1.03 (2.41) -
Income tax expense	15.98	(114.94)

(d) The Gross movement in the current income tax asset/(Liability) for the year ended March 31, 2021 and March 31, 2020 is as follows

( `[in lakhs)]

		(` in lakhs)
Particulars	For the year ended March 31, 2021	For the year ended March 31, 2020
Net current income tax asset/(liability) at the end of the year Current tax expenses Net current income tax asset/(liability) at the beginning of the year Income tax paid Excess/(short) provision of earlier year	(3.25) 256.06 (73.74) 9.54	- 291.06 (37.41) 2.41
	188.61	256.06

174

37th ANNUAL REPORT 2020-21

26 Earnings per share

26 Earnings per share
Particulars	As at March 31, 2021	As at March 31, 2020
Profit (loss) attributable to equity holders for Basic earnings Adjusted for the effect of dilution Diluted Basic EPS Adjusted for the effect of dilution Par value per share ( ) `<br>Weighted average number of equity shares (in lakhs) for:<br>Basic<br>Earnings (loss) per share ( )<br>`	5.35 5.35 0.09 59.08 59.08 10.00 0.09	(707.53) (707.53) (11.98) 59.08 59.08 10.00 (11.98)

27. Contingent liabilities and commitments

( `[in lakhs)]

27. Contingent liabilities and commitments		(` in lakhs)
Particulars	As at March 31, 2021	As at March 31, 2020
c) Against disputed Service tax demand for F.Y. 2014-15 of 19.25 `<br>lakhs (as at March 31, 2020 17.50 lakhs) [ including penalty and<br>` excluding interest] against which the Group has preferred an appeal and has deposited of 1.31 lakhs (as at March 31, 2020 1.31 lakhs) `<br>` under protest. The Group has made provision of 9.62 lakhs (as at `<br>March 31, 2020 nil) against the same.<br>` b) Against disputed Service tax demand for F.Y. 2012-13 to F.Y. 2013- 14 of 75.25 lakhs (as at March 31, 2020 37.58 lakhs) [ including `<br>` penalty and excluding interest] against which the Group has preferred an appeal and has deposited of 2.82 lakhs (as at March 31, 2020 . `<br>` 2.82 lakhs) under protest. The Group has made provsion of 37.63 `<br>lakhs (as at March 31, 2020 nil) against the same.<br>` a) Against disputed Service tax demand for F.Y. 2005-06 to F.Y. 2009- 10 of 307.45 lakhs (as at March 31, 2020 307.45 lakhs) [ including `<br>` penalty and excluding interest] against which the Group has preferred an appeal and has deposited of 15.00 lakhs (as at March 31, 2020 `<br>` 15.00 lakhs) under protest. i) Income Tax Matters # Disputed Income Tax demand for F.Y. 2008-09 of aggregating to 8.31 `<br>lakhs (as at March 31, 2020 8.31 lakhs) against which the<br>` department has already adjusted the due refunds. The Group has preferred an rectication application before Commissioner of Appeal under the Income-tax Act, 1961. The same is yet to conrm by Income Tax Department. ii) Service Tax Matters #	9.62 307.45 37.63 8.31	17.50 307.45 37.58 8.31

175

37th ANNUAL REPORT 2020-21

Future cash flows in respect of above, if any, is determinable only on receipt of judgement/ decisions pending with relevant authorities.

b) Others

During the financial year 2016-17, the Group had filed arbitration proceedings against a Broker/Sub-broker for an unauthorised trade taken place in NSE F&O segment for an aggregate amount of � 36.77. The Group has preferred an appeal before the Hon’ble Arbitral Tribunal of the National Stock Exchange of India Limited (Mumbai Regional Centre) on May 24, 2016. The Order has been received in favour of the Group. Subsequent to the Order, the Broker/Sub-broker has filed an appeal in Hon'ble High Court against the Order of Arbitral Tribunal. The appeal is at the admission stage with the Hon'ble High Court. Necessary adjustments will be made, if required in books of account based on the outcome of High Court proceedings in the matter.

28. Segment information

I) The Group operates in a single primary business segment i.e. “IT Training in Hardware and Networking”. Hence, there are no reportable segments as per Indian Accounting Standard (Ind AS) - 108 “Operating Segment”. The secondary segment, i.e. ‘geographical segments by location of customers’ is given below:
II) The Group is domiciled in India. The amount of its revenue from external customers broken down by location of the Customers is shown in the table below:

II) The Group is domiciled in India. The amount of its revenue from external customers broken down by location of the Customers is shown in the table below:	II) The Group is domiciled in India. The amount of its revenue from external customers broken down by location of the Customers is shown in the table below:	II) The Group is domiciled in India. The amount of its revenue from external customers broken down by location of the Customers is shown in the table below:
(` in lakhs)
Particulars	For the year ended March 31, 2021	For the year ended March 31, 2020
Within India Outside India	676.59 129.14	1,751.65 116.50
Total	805.73	1,868.15

Information about major customers

Details of single customers representing 10% or more of the Group's total revenue for the year ended March 31, 2021 and March 31, 2020 is given hereunder :

Information about major customers Details of single customers representing 10% or more of the Group's total revenue for the year ended March 31, 2021 and March 31, 2020 is given hereunder :	Information about major customers Details of single customers representing 10% or more of the Group's total revenue for the year ended March 31, 2021 and March 31, 2020 is given hereunder :	Information about major customers Details of single customers representing 10% or more of the Group's total revenue for the year ended March 31, 2021 and March 31, 2020 is given hereunder :
Particulars Total 82.00 - FPT Academy International Hochinminh City 82.00 - (` in lakhs) For the year ended March 31, 2021 For the year ended March 31, 2020
Particulars	For the year ended March 31, 2021	For the year ended March 31, 2020
FPT Academy International Hochinminh City	82.00	-
Total	82.00	-

176

37th ANNUAL REPORT 2020-21

29) Employee benefits

I) Defined contribution plan:

(i) Provident fund:

II) Defined benefit plans:

(i) Post employment obligations:

Gratuity:

Gratuity liability is dened benet obligation and is provided for on the basis of an actuarial valuation made at the end of each nancial year.

I Assumptions

Demographic assumptions at the valuation date:

i) Retirement age: The employees of the Group are assumed to retire at the age of 60 and 70 years.
ii) Mortality and morbidity rates: 100% of IALM (2012-14) rates have been assumed which also includes the allowance for disability benets.
iii) Leaving service: Rates of leaving service at specimen ages.
iv) Disability: Leaving Service due to disability is included in the provision made for all causes of leaving service.

( `[in lakhs)]

||( in lakhs)|(
in lakhs)|
|---|---|---|
|Particulars|Gratuity||
||As at
March 31, 2021|As at
March 31, 2020|
|ExpectedRate of returnonplanassets
Rate of increase in compensation
Discount rate|6.91%
5.00%
6.91%|7.74%
5.00%
6.91%|
|II Changes inpresent value of obligations(PVO)|||
|Interest cost
PVO at beginning of period
PBO Transferred
Current service cost
Benets paid
Actuarial (gain)/ loss on obligation from change in nancial assumptions
Actuarial (gain)/loss on obligation from change in demographic assumptions
Actuarial (gain)/ loss on obligation from experience changes
PVO at end ofperiod|26.70
386.35
-
15.31
(9.51)
6.28

-
(14.15)
410.98|29.12
380.64
(9.40)
16.97
(14.58)
(0.15)
1.77
(16.44)
387.93|
|III Changes in fair value ofplan assets|||
|Benets paid
Fair value of plan assets at end of period
Actuarial gain/(loss) on plan assets
Fair value of plan assets at beginning of period
Expected return on plan assets
Actual return on plan assets
Fund charges
Contributions|(9.51)
414.24
-
396.71
-
29.24
(2.51)
0.31|(14.58)
396.71
-
382.58
-
25.23
(1.53)
5.00|

177

37th ANNUAL REPORT 2020-21

( `[in lakhs)]

||( in lakhs)|(
in lakhs)|
|---|---|---|
|Particulars|Gratuity||
||As at
March 31, 2021|As at
March 31, 2020|
|IV Actuarial gain/ (loss) recognised in other comprehensive income|||
|Total gain/ (loss) for the period
Actuarial gain/ (loss) for the period (plan assets)
Actuarial gain/ (loss) for the period (obligation)|9.70
1.82
7.88|10.78
(4.04)
14.82|
|V Amounts to be recognised in the balance sheet|||
|Net asset/ (liability) recognised in the balance sheet
PVO at end of period
Fair value of plan assets at end of period|3.26
410.98
414.24|10.36
386.35
396.71|
|VI Expense recognised in the statement of profit and loss|||
|Current service cost
Fund charges
Expense recognised in the statement of profit and loss
Interest cost|15.31
2.51
17.10
(0.72)|16.97
1.53
1.00
(0.15)|
|VIII Movements in the liability recognised in balance sheet|||
|Closing net liability/ (asset)
Expenses as above
Opening net liability
Benets paid|(9.63)
7.40
(16.72)
(0.31)|(16.72)
(9.78)
(1.94)
(5.00)|

b) Sensitivity analysis:

The sensitivity of the dened benet obligation (DBO) to changes in the weighted principal assumptions is:

( `[in lakhs)]

e sesvy o e ee ee ogao o cages e weg	e pcpa assu	pos s: (` in lakhs)
Particulars	March 31, 2021	March 31, 2020
Impact of -0.50% in rate of discounting Impact of +0.50% in rate of salary increase Impact of -0.50% in rate of salary increase Impact of +0.50% in rate of discounting	6.54 6.60 (2.20) (2.10)	8.94 9.00 (2.06) (1.94)

Sensitivities due to mortality & withdrawals are not material and hence impact of change due to these not calculated. Sensitivities as rate of increase of pensions in payment, rate of increase of pensions before retirement and life expectancy are not applicable.

The method and types of assumptions used in preparing the sensitivity analysis did not change compared to the prior period.

c) Maturity profile of defined benefit obligation (DBO)

Year	(`in lakhs)
2021-2022	138.89
2022-2023	293.70
2023-2024	246.67
2024-2025	53.58
2025-2026	62.12

178

37th ANNUAL REPORT 2020-21

d) Description of risk exposures

"Valuations are based on certain assumptions, which are dynamic in nature and vary over time. As such Group is exposed to various risks as follows:

A) Salary increases - Actual salary increases will increase the Plan’s liability. Increase in salary increase rate assumption in future valuations will also increase the liability.
B) Investment risk - If Plan is funded then assets liabilities mismatch and actual investment return on assets lower than the discount rate assumed at the last valuation date can impact the liability.
C) Discount rate - Reduction in discount rate in subsequent valuations can increase the Plan’s liability.
D) Mortality and disability - Actual deaths and disability cases proving lower or higher than assumed in the valuation can impact the liabilities.
E) Withdrawals - Actual withdrawals proving higher or lower than assumed withdrawals and change of withdrawal rates at subsequent valuations can impact Plan’s liability."

30 I) Related party relationship

a) Wholly owned subsidiary company

Jetking Skill Development Private Limited

b) Key management personnel

i) Mr. Suresh G. Bharwani ii) Mr. Nandu G. Bharwani iii) Mr. Surjit Banga iv) Mr. Mehul Kuwadia v) Mr. Manoj Mandavgane vi) Mrs. Swati Bhatt vii) Mr. Harsh S. Bharwani (from September 01, 2020) viii) Mr. Deepak Savalge (Company Secretary) (Up to August 31, 2020) ix) Mr. Yogesh Patole (Company Secretary) (from Feb 1, 2021)

c) Relatives of key management personnel i) Mr. Jitu G. Bharwani – Brother of Suresh Bharwani
and Nandu Bharwani

ii) Mr. Harsh Bharwani – Son of Suresh G. Bharwani iii) Mr. Avinash Bharwani – Son of Suresh G. Bharwani iv) Mr. Siddarth Bharwani – Son of Suresh G. Bharwani v) Mrs. Dipti Bharwani – Wife of Nandu G. Bharwani vi) Mrs. Urvashi Bharwani – Daughter of Nandu G. Bharwani vii) Mrs. Ritika Bharwani - Daughter of Nandu G. Bharwani viii) Mr. Nandu G. Bharwani- HUF (Karta)

d) Enterprise over which relative of key managerial personnel having control

Wise Men Consulting Service India LLP

179

37th ANNUAL REPORT 2020-21

( `[in lakhs)]

II) Related party transactions (excluding reimbursements)

			(` in lakhs)
Sr. No.	Particulars	As at March 31, 2021	As at March 31, 2020
1 B 1 2 2 4 3	Urvashi N. Bharwani (up to 30.11.2020) Harsh S. Bharwani (up to 30.11.2020) Remuneration Siddarth Bharwani Jitu G. Bharwani Yogesh Patole (w.e.f. 01.02.2021) Mehul Kuwadia Deepak Savalge (up to 31.08.2020) Suresh G. Bharwani Nandu G. Bharwani Harsh S. Bharwani (w.e.f. 01.09.2020) Surjit Banga Manoj Mandavgane Swati Bhatt Relatives of key management personnel Rent Director Sitting Fees Avinash S. Bharwani (up to 30.11.2020) Dipti N. Bharwani (up to 30.11.2020) Ritika N. Bhrawani (up to 30.11.2020) Salary Harsh S. Bharwani (up to 31.08.2020) Avinash S. Bharwani Wise Men Consulting Service India LLP Legal and Professional Fees Reimbursement of expenses Urvashi N. Bharwani Jitu G. Bharwani	2.79 3.58 10.28 6.30 0.41 1.60 1.82 70.99 70.99 8.37 1.60 1.60 1.60 3.58 2.79 2.79 4.80 13.85 29.50 - 0.14	8.37 10.74 14.86 7.20 - 1.55 4.91 84.16 84.19 - 1.55 1.25 1.55 10.74 8.37 8.37 16.47 17.47 - 11.50 -

180

37th ANNUAL REPORT 2020-21

III) Closing balance with related parties

( `[in lakhs)]

III) Clos	ing balance with related parties		(` in lakhs)
Sr. No.	Particulars	As at March 31, 2021	As at March 31, 2020
I)	Deposits receivable Avinash S. Bharwani Harsh S. Bharwani Dipti N. Bharwani Urvashi N. Bharwani Ritika N. Bhrawani	- - - - -	8.95 8.95 6.98 6.98 6.98

Note: As the future liability for gratuity is provided on an actuarial basis for the Group as whole, the amount pertaining to the key management personnel and their relatives is not ascertainable and, therefore, not included above.

The Group has made the payment of remuneration to directors amounting 150.35 lakhs (previous year 168.35 lakhs). However, in the view of inadequacy of prots, the Group has made the payment of remuneration in accordance with the provisions of the Companies Act, 2013 and Ministry of Corporate Affairs notication dated September 12, 2018.

31 Risk Management

Financial risk management

The risk management policies of the Group are established to identify and analyse the risks faced by the Group, to set appropriate risk limits and controls, and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reect changes in market conditions and the Group’s activities. The Management has overall responsibility for the establishment and oversight of the Group’s risk management framework. In performing its operating, investing and nancing activities, the Group is exposed to the Credit risk, Liquidity risk and Market risk.

Market risk

Foreign currency risk

The international nature of the Group's business activities generates cash ows in different currencies - especially in USD. The Group's exposure to foreign currency risk at the end of reporting period are as follows:

181

37th ANNUAL REPORT 2020-21

	As at March 31,2021	As at March 31,2021	As at March 31,2020	As at March 31,2020
	in lakhs `\|USD\|in lakhs<br>`	USD
Financial assets Foreign currency in hand Trade receivables	0.24 120.99	326 1,65,203	- 55.60	- 73,775
Net exposure to foreign currency risk	121.23	1,65,529	55.60	73,775

The sensitivity of prot or loss to changes in USD exchange rate are as follows:

|The sensitivity of prot or loss to changes in US|D exchange rate are as follows:
( in lakhs)|D exchange rate are as follows: (
in lakhs)|
|---|---|---|
|Impact on Prot or loss
Increase by 5%|As at March 31, 2021|As at March 31, 2020|
||6.06|2.78|
|Decrease by 5%|(6.06)|(2.78)|

Credit Risk

Revenue / Trade Receivable

Credit risk refers to the risk of default on its obligation by the counterparty resulting in a nancial loss. The maximum exposure to the credit risk at the reporting date is from trade receivables amounting to Rs. 237.86 Lakhs and Rs. 205.12 Lakhs as at 31 March 2021 and 31 March 2020. Trade receivables are typically unsecured and are derived from revenue earned from customers located in India and out of India. Credit risk has always been managed by the Group through credit approvals, establishing credit limits and continuously monitoring the credit worthiness of customers to which the Group grants credit terms in the normal cause of business.

The Group applies a simplied approach in calculating Expected Credit Losses (ECLs) on trade receivables. Therefore, the Group does not track changes in credit risk, but instead recognises a loss allowance based on lifetime ECLs at each reporting date. The Group has established a provision matrix that is based on its historical credit loss experience, adjusted for forward-looking factors specic to the debtors and the economic environment. Based on the provision matrix, the Group has made provision for expected credit loss on trade receivables of Rs. 36.05 lakhs as at March 31, 2021 (as at March 31, 2020 Rs. 121.51 lakhs ).

The Group have provided details of revenue from single largest customer, revenue from top 5 customer and ageing of trade receivables below:

(a) The following table gives details in respect of revenues generated from top customer and top 5 customers:

(` in lakhs)

customers:		( in lakhs) `
Particulars	For the year ended 31st March 2021	For the year ended 31st March 2020
Revenue from top 5 customers Revenue from top customer	198.81 82.00	237.05 67.22

(b) Ageing analysis of the age of trade receivable amounts that are not due as at the end of reporting year:

(` in lakhs)

year:		( in lakhs) `
Particulars	For the year ended 31st March 2021	For the year ended 31st March 2020
Within credit days	-	-

182

37th ANNUAL REPORT 2020-21

(c) Ageing analysis of the age of trade receivable amounts that are past due as at the end of reporting year but not impaired:

(` in lakhs)

but not impaired:		( in lakhs) `
Particulars	For the year ended 31st March 2021	For the year ended 31st March 2020
Less than 180 days Trade receivables: 181 days and above	225.93 20.14	2 07.57 1 6.70
Total	246.07	2 24.27

Balances with banks and other financial assets:

The Group holds cash and cash equivalents with bank, which are having highest safety ratings based on ratings published by various credit rating agencies. The Group considers that its cash and cash equivalents have low credit risk based on external credit ratings of the counter parties.

For other financial assets, the Group assesses and manages credit risk based on reasonable and supportive forward looking information. The Group does not have significant credit risk exposure for these items.

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 following table analyse the breakdown of the financial assets and liabilities by type of interest rate:

Particulars	For the year ended 31st March 2021	For the year ended 31st March 2020
Trade receivables Other financial assets Security deposits Bank balances other than cash and cash equivalents - fixed interest rate Investment Financial assets Cash and cash equivalents Interest bearing - non interest bearing	246.07 58.86 5.91 59.51 850.86 269.99	224.27 487.74 7.77 4.65 506.21 120.56
Total	1 ,491.20	1,351.20
Trade payables Other financial liabilities Interest bearing - fixed interest rate Lease liabilities Security deposits Financial Liabilities - non interest bearing	102.10 75.52 43.91 33.68	76.12 117.02 64.54 19.11
Total	255.21	2 76.79

183

37th ANNUAL REPORT 2020-21

32 Liquidity risk

The Group's principal sources of liquidity are cash and cash equivalents and the cash ow that is generated from operations. Liquidity risk is the risk that the Group may not be able to meet its present and future cash and collateral obligations without incurring unacceptable losses. The Group’s objective is to, at all times maintain optimum levels of liquidity to meet its cash and collateral requirements. The Group closely monitors its liquidity position and deploys a robust cash management system.

The Group's maximum exposure to liquidity risk for the components of the balance sheet at 31 March 2021 and 31 March 2020 is the carrying amounts. The liquidity risk is managed on the basis of expected maturity dates of the nancial liabilities. The Group's major nancial liabilities include trade payable, employee dues and other deposits which are generally payable within one year. The average credit period taken to settle trade payables is about 30 days. The other payables are with short-term durations. The following table analysis undiscounted nancial liabilities by remaining contractual maturities:

Maturities of financial liabilities

The table below analyse the Group's nancial liabilities into relevant maturity groupings based on their contractual maturities:

( `[in lakhs)]

contractual maturities:				(` in lakhs
As at March 31, 2021	Below 3 months	3-12 months	More than 12 months	Total
Lease liabilities Creditors for capital expenditure Trade payables Security deposits Other financial liabilities Dues to employees Other deposits Re-imbursement due to employees Trade payables Unpaid dividend	3.77 7.23 0.22 40.22 0.18 4.22 102.10 4.12	11.30 - - - - - - -	28.84 3.33 33.68 - 16.00 - - -	43.91 10.56 33.90 40.22 16.18 4.22 102.10 4.12
Total	59.96	11.30	81.85	153.11
As at March 31, 2020	Below 3 months	3-12 months	More than 12 months	Total
Trade payables Security deposits Dues to employees Other financial liabilities Other deposits Trade payables Re-imbursement due to employees Creditors for capital expenditure Unpaid dividend Lease liabilities	7.65 74.16 - 66.95 5.35 - 5.93 6.02	- - - 4.37 - - - 18.05	19.11 - 20.60 4.80 - 3.33 - 40.48	26.76 74.16 20.60 76.12 5.35 3.33 5.93 64.54
Total	99.11	18.05	83.52	200.67

184

37th ANNUAL REPORT 2020-21

33 Capital Management

For the purpose of the Group's capital management, capital includes issued equity capital, share premium and all other equity reserves attributable to the equity holders of the Group. The primary objective of the Group's capital management is to maximise the shareholder value. The Group manages its capital to ensure that it will continue as going concern while maximising the return to stakeholders. The Group manages its capital structure and makes adjustment in light of changes in business condition. The Group monitors capital using a gearing ratio, which is net debt divided by total capital plus net debt. The Group's policy is to keep optimum gearing ratio. The Group includes within net debt, interest bearing loans and borrowings, trade and other payables, less cash and cash equivalents, excluding discontinued operations.

equivalents, excluding discontinued operations.	equivalents, excluding discontinued operations.	equivalents, excluding discontinued operations.
(` in lakhs)
Particulars	March 31, 2021	March 31, 2020
Trade payables Other nancial liabilities Less: cash and cash equivalents	102.10 153.11 (269.99)	76.12 200.67 (120.56)
Net debt (A)	(14.78)	156.23
Other equity Equity share capital	3,164.29 590.75	3,151.76 590.75
Total member's capital(B)	3,755.04	3,742.51
Capital and net debt (C=A+B)	3,740.26	3,898.74
Gearing ratio (%) (A/C)	0%	4%

No changes were made in the objectives, policies or processes for managing capital during the aforesaid nancial period.

185

37th ANNUAL REPORT 2020-21

34 Fair value measurement

The following methods and assumptions were used to estimate the fair vales:

a) Fair value of cash and cash equivalents, trade and other current nancial assets, trade & other payables and short term borrowings approximate their carrying amounts due to the short maturities of these instruments.

b) The Group uses the following hierarchy for determining and disclosing the fair value of nancial instruments by valuation techniques:

Level 1: quoted (unadjusted) prices in active markets for identical assets or liabilities.
Level 2: other techniques for which all inputs which have a signicant effect on the recorded fair value are observable, either directly or indirectly.
Level 3: techniques which use inputs that have a signicant effect on the recorded fair value that are not based on observable market data.

Financial instruments by category

( `[in lakhs)]

|Financial instruments by category||||( in lakhs)|(
in lakhs)|(`
in lakhs)|
|---|---|---|---|---|---|---|
|Particulars|As at
March 31, 2021|||As at
March 31, 2020|||
||FVPL|FVOCI|Amortised
cost|FVPL|FVOCI|Amortised
cost|
|- Private equity
Interest accrued on xed deposits and others
Financial assets
Investments
- Investment in equity shares
- Mutual funds
- Real estate funds (refer Note 34.1)
Security deposit
Bank xed deposit
Others
Cash and cash equivalents
Trade receivables|-
588.50
5.18
257.18|-

-

-

-|-
-
-
-|-

287.73

7.02

-|-

-

-

-|2.21
-
-
209.25|
||-
850.86
-
-
-
-
-|
-

-

-

-

-
-

-|0.69
-
27.31
59.51
36.77
269.99
246.07|
-
294.76

-

-

-

-

-|
-

-

-

-

-
-

-|4.44
211.46
65.30
393.65
36.77
120.56
224.27|
|
Total financial assets|850.86|
-|640.34|294.76|
-|1,056.45|
|Financial liabilities
Trade payables
Unpaid dividend
Security deposits
Dues to employees
Re-imbursement due to employees
Creditors for capital expenditure
Other deposits
Lease liabilities|-
-
-
-
-
-
-
-|
-

-

-

-

-

-

-
-|102.10
4.12
33.90
40.22
4.22
10.56
16.18
43.91|
-

-

-

-

-

-

-

-|
-

-

-

-

-

-

-
-|76.12
5.93
26.76
74.16
5.35
3.33
20.60
64.54|
|Total financial liabilities|-|
-|255.21|
-|
-|276.79|

186

37th ANNUAL REPORT 2020-21

Fair value hierarchy


Fair value hierarchy (` in lakhs)
Financial assets measured at fair value as at March 31, 2021	Level 1	Level 2	Level 3
- Subsidiary Investments - Investment in equity shares - Real estate funds Financial assets for which fair values are disclosed as at March 31, 2021 Security deposit - Mutual funds Others - Private equity Financial assets Interest accrued on xed deposits Bank xed deposit - Debenture Trade receivables Cash and cash equivalents	- 588.50 257.18 - 5.18 - - - - - - -	- - - - - - - - - - - -	- - - 27.31 - 36.77 - 0.69 59.51 - 246.07 269.99
Total financial assets	850.86	-	640.34
Other deposits Financial liabilities Trade payables Financial liabilities for which fair values are disclosed as at March 31, 2021 Security deposits Dues to employees Unpaid dividend Lease liabilities Re-imbursement due to employees Creditors for capital expenditure	- - - - - - - -	- - - - - - - -	16.18 102.10 33.90 40.22 4.12 43.91 4.22 10.56
Total financial liabilities	-	-	255.21

( `[in lakhs)]

Fair value hierarchy

Fair value hierarchy			(` in lakhs)
Financial assets measured at fair value as at March 31, 2020	Level 1	Level 2	Level 3
Investments Financial assets - Investment in equity shares - Mutual funds - Real estate funds - Private equity Financial assets for which fair values are disclosed as at March 31, 2020 Interest accrued on xed deposits - Debenture Trade receivables Bank xed deposit Security deposit Cash and cash equivalents Dividend receivable on investment Others	287.73 7.02 - - - - - - - - - -	- - - - - - - - - - - -	- - 209.25 2.21 4.44 - 224.27 393.65 65.30 120.56 - 36.77
Total financial assets	294.76	-	1,056.45
Creditors for capital expenditure Re-imbursement due to employees Other deposits Unpaid dividend Trade payables Financial liabilities Leaseliabilities Dues to employees Financial liabilities for which fair values are disclosed as at March 31, 2020 Security deposits	- - - - - - - -	- - - - - - - -	3.33 5.35 20.60 5.93 76.12 64.54 74.16 26.76
Total financial liabilities	-	-	276.79

187

37th ANNUAL REPORT 2020-21

34.1 Fair value of investment in Real Estate Funds were not available as at March 31, 2021. The Group has considered latest available NAV's or fair valuation of these Real Estate Funds. The management of the Group has considered additional impact due to uncertainity arised on account of COVID-19 pandamic based on available market reports.

Sensitivity Level (a hypothetical increase / (decrease) by) 5% would result in increase / (decrease) in fair value by Rs. 10.42 lakhs.

35 Income and expenditure in foreign currency

a) Income in foreign currency: (On accrual basis)

35 Income and expenditure in foreign currency a) Income in forein currenc: (On accrual basis)	35 Income and expenditure in foreign currency a) Income in forein currenc: (On accrual basis)	35 Income and expenditure in foreign currency a) Income in forein currenc: (On accrual basis)
(` in lakhs) g y
Particulars	For the year ended March 31, 2021	For the year ended March 31, 2020
Income from franchisee operations Sale of courseware and other materials	129.14 -	103.88 12.62
Total	129.14	116.50

b) Expenditure in foreign currency: (On accrual basis)


b) Expenditure in foreign currency: (On accrual basis) (` in lakhs)
Particulars	For the year ended March 31, 2021	For the year ended March 31, 2020
Advertisements - online Web hosting charges Legal and professional charges Content digitisation expenses Training expenses Software expenses Business and sales promotion Membership and subscription Travelling expenses Miscellaneous expenses Telephone expenses	3.73 - 4.51 - 0.12 2.98 6.23 0.32 2.22 - 0.10	14.72 0.62 10.91 4.67 0.86 2.42 2.94 0.46 3.55 1.05 1.10
Total	20.21	43.30

188

37th ANNUAL REPORT 2020-21

36 Revenue from contract with customers

Ind AS 115 'Revenue from contracts from customers'

With effect from April 1, 2018, the Group has adopted Ind AS 115 ‘Revenue from Contracts with Customers’ that replaces Ind AS 18. It introduces a new ve-step approach to measuring and recognising revenue from contracts with customers. Under Ind AS 115, revenue is recognised at an amount that reects the consideration to which an entity expects to be entitled in exchange for services to a customer.

The Group has opted for the cumulative effect method (modied retrospective application) permitted by Ind AS 115 upon adoption of new standard. Accordingly, the standard has been applied for the year ended March 31, 2020 . This method requires the recognition of cumulative impact of adoption of Ind AS 115 on all contracts as at April 1, 2018 (‘transition date’) in equity and the comparative information continues to be reported under Ind AS 18. The impact of the adoption of the standard on the nancial statements is not material.

Prior to adoption of IND AS 115, the Group’s revenue was primarily comprised of Training fees and Income from Franchisee operations. The recognition of these revenue streams is largely unchanged by Ind AS 115.

i) Details of revenue from contracts with customers recognised by the Group, net of indirect taxes in its statement of prot and loss.

(` in lakhs)

		(`in lakhs)
Particulars	As at March 31, 2021	As at April 1, 2020
Revenue from operations Training fees Franchisee operations Other operating revenue Other revenue Facility Management Service Total revenue from operations Revenue from contract with customers	356.64 367.54 23.35	748.98 996.75 108.63
	747.53	1,854.36
	58.20	13.80
	58.20	13.80
	805.73	1,868.16

ii) Disaggregate revenue

The following table presents Group revenue disaggregated by secondary segment:

(` in lakhs)

		(`in lakhs)
Particulars	As at March 31,2021	As at April 1,2020
Revenue based on geography Outside India Within India Other operating revenue Within India Outside India Revenue from contract with customers Total	129.14 618.39	116.50 1,737.86
	747.53 58.20 -	1,854.36 13.80 -
	58.20	13.80
	805.73	1,868.16

189

37th ANNUAL REPORT 2020-21

(iii) Contract balances

||March 31,2021
April 1,2020
As at
As at
44.59
101.06
19.95
20.11
32.58
78.17
97.12
199.34
(in lakhs)|March 31,2021 April 1,2020 As at As at 44.59 101.06 19.95 20.11 32.58 78.17 97.12 199.34 (in lakhs)|
|---|---|---|
|Particulars|March 31,2021
As at|April 1,2020
As at|
|Contract liabilities
Unaccrued xed afliation fees
Income received in advance
Advances collected from customers|44.59
19.95
32.58|101.06
20.11
78.17|
||97.12|199.34|

Footnote: Considering the nature of business of the Group, the above contract liabilities are generally materialised as revenue within the same operating cycle.

37 Corporate social responsibility

The Group is not required to spend towards Corporate Social Responsibility (CSR) as per the Section 135 of the Companies Act, 2013, in the absense of prots, calculated on the basis of average prots for the last three years, as per the provisions of the Act.

38 Excess Provision of Service Tax Written back

During the previous year, the Group have led application under Sabka Vishwas (Legacy Dispute resolution) Scheme Rule, 2019 for Service Tax cases relating to the period July, 2003 to June, 2005. It had received Discharge certicate for full and nal settlement of tax dues under Section 127 of the Finance (No.2) Act, 2019 read with Rule 9 of the Sabka Vishwas (Legacy Scheme, 2019 ) for cases relating to the period July, 2003 to January, 2004, May, 2004 to March, 2005 and April, 2005 to June, 2005. For the case related to the period Feb, 2004 to April, 2004, the Group has received statement under Section 127 of the Finance (No.2) Act, 2019 read with Rule 9 of the Sabka Vishwas (Legacy Scheme, 2019 ) determining amount payable of Rs. 3.24 lacs toward full and nal settlemnet of tax dues under Finance Act, 1994 and which was paid by the Group during F.Y. 2019-20.

The Group had made reversal of excess provision made of Rs. 37.02 Lacs in its books of accounts during the F.Y. 2019-20 (i.e. upto March 31, 2019, the Group had made provision of Rs. 167.58 lakhs and has deposited Rs. 127.30 lakhs and paid Rs. 3.24 lacs during the nancial year 2019-20).

39 Leases

(I) Lease commitments as lessee:

The Group has entered into agreements for taking on lease certain ofces on lease and licence basis. The lease term is for a period ranging from 36 to 60 months. The Group has contracts which have xed rentals.

(a) Right of use:

Following are the changes in the carrying value of right-of-use assets (disclosed under note 3 (b) - Right of use) for the year ended March 31, 2021:

190

37th ANNUAL REPORT 2020-21

(` in lakhs)

		(`in lakhs)
Particulars	As at March 31,2021	As at April 1,2020
Deduction on account of termination of lease Additions during the year Deduction on account of termination of lease Opening accumulated depreciation Opening gross block Closing gross block Depreciation charged for the year Closing accumulated depreciation Closing net block value as at March 31, 2021	14.19 (33.99) 81.28	81.28 - -
	(15.28) 19.33 61.48 21.16	- - 81.28 19.33
	25.21	19.33
	36.27	61.95

(b) Lease liability:

Following are the changes in the carrying value of lease liabilities (disclosed under note 15 - other nancial liabilities) for the year ended March 31, 2021.

The following is the movement in lease liabilities during the year ended March 31, 2021

(` in lakhs)

e following is the movement in lease liabilities during the yea	r ended March 31, 20	1 (`in lakhs)
Particulars	As at March 31, 2021	As at April 1, 2020
Balance at the beginning of the year Additions Deletions/termination of lease Balance at the end of the year Payment of lease liabilities Finance cost accrued during the year	64.61 13.71 (21.79) (17.77) 5.15	- 80.14 - (20.09) 4.56
	43.91	64.61

(c) Contractual maturities of lease liabilities:

The below table provides details regarding the contractual maturities of lease liabilities on undiscounted basis:

(` in lakhs)

asis:		(`in lakhs)
Particulars	March 31,2021 As at	April 1,2020 As at
Later than one year and not later than ve years More than ve years Not later than one year	31.03 - 18.09	44.16 - 69.12

(ii) Where the Company is lessor:

The future minimum lease payments receivable as per the lease agreements are as follows:

(` in lakhs)

		(`in lakhs)
Particulars	As at March 31,2021	As at April 1,2020
Not later than one year Later than one year and not later than ve years More than ve years	131.34 412.41 628.25	64.50 291.53 707.60

The amount of minimum lease payments with respect to the above lease recognised in the statement of profit and loss for the financial year 2020-2021 is Rs. 54.94 lakhs and for financial year 2019-2020 is Rs. 60.00 lakhs.

191

37th ANNUAL REPORT 2020-21

40 Significant accounting judgements, estimates and assumptions

The preparation of the Group’s nancial statements requires the management to make judgements, estimates and assumptions that affect the reported amounts of revenues, expenses, assets, liabilities, the accompanying disclosures and the disclosure of contingent liabilities. Uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of assets or liabilities affected in future periods. Estimates and assumptions are reviewed on periodic basis. Revisions to accounting estimates are recognised in the period in which the estimates are revised.

(a) Employee benefit plans

The parameter most subject to change is the discount rate. In determining the appropriate discount rate for plans, the management considers the interest rates of government bonds in currencies consistent with the currencies of the postemployment benet obligation. The mortality rate is based on publicly available mortality tables for India. Those mortality tables tend to change only at intervals in response to demographic changes. Future salary increases are based on expected future ination rates.

Based on periodic review of the demographic assumptions, attrition rate assumption used for actuarial valuation of liability related to gratuity has been re-assessed during the year ended 31 March 2021. For the purpose of assessing the attrition rate, the Group considered the historical attrition trend and expected rate based on such trend/ experience. The change in assumption resulted in a increase of closing gratuity by Rs. 24.62 Lakhs, for the year ended 31 March 2021.

Further details about gratuity obligations are given in Note - 29.

(b) Leases

The Group determines the lease term as the non-cancellable term of the lease, together with any periods covered by an option to extend the lease if it is reasonably certain to be exercised, or any periods covered by an option to terminate the lease, if it is reasonably certain not to be exercised.

The Group has several lease contracts that include extension and termination options. The Group applies judgement in evaluating whether it is reasonably certain to exercise the option to renew or terminate the lease. It considers all relevant factors that create an economic incentive for it to exercise either the renewal or termination. After the commencement date, the Group reassesses the lease term if there is a signicant event or change in circumstances that is within its control and affects its ability to exercise or not to exercise the option to renew or to terminate.

192

37th ANNUAL REPORT 2020-21

41 Additional information as required under Schedule III to the Companies act 2013, of enterprises consolidated as Subsidiary Company:

Sr. No	Particulars	Parent	Subsidiaries	Non controlling interest	Adjustment due to consolidation	Total
4 1 3 2	As a percentage of consolidated total comprehensive income (%) income Share in total comprehensive As a percentage of consolidated Net assets net assets (%) As a percentage of consolidated profit or loss (%) Share in other comprehensive income As a percentage of consolidated other comprehensive income (%) Share in profit or loss	(42.14%) (5.28) 3,825.52 101.88% (232.90%) 7.18 100.00% (12.46)	142.14% 17.81 (69.45) (1.85%) 332.90% - 0.00% 17.81	- - - - - - - -	- - (1.00) (0.03%) - - - -	100.00% 12.53 3,755.04 100.00% 100.00% 7.18 100.00% 5.35

42 Salient Features of Financial Statements of Subsidiary Companies Act, 2013 (Pursuant to first proviso to sub-section (3) of section 129:

Part "A" : Subsidiary

Jetking Skilll Development Private Limited

(` in lakhs)

lll Development Private Limited	(`in lakhs
Particulars	Amount
Proposed dividend % of Shareholding Total Assets Total Liabilities Investments Turnover/Total Income Profit after taxation Profit before taxation Share Capital Reserves & Surplus	1.00 (70.45) 44.11 113.56 - 59.24 21.06 17.81 - 99.99%

**Effective shareholding Notes

1 Name of subsidiaries which are yet to commence operations: None

2 Name of subsidiaries which have been liquidated or sold during the year: None

Part "B" : Associates and Joint ventures

The Group does not have any associates and joint ventures.

193

37th ANNUAL REPORT 2020-21

43 Spread of Covid-19 has severely impacted business around the globe. In many countries including India, there has been severe disruption to regular business operations due to lock down, travel bans, quarantines, social distancing and other emergency measures. This has created enough turbulence in various business transactions, supply chain and related activities. Centers of the Group which were closed during lock down period have started resuming operations in a phased manner. Although there are challenges due to this pandemic as to how long it will continue and what impact it will have on our business, we are positive on student enrolments emanating from the fact that the current economic environment has led to loss of jobs. This job seeking population will be inclined to learn, develop new and latest skill sets and sharpen their existing knowledge to withstand the current prevailing situation.

The Group has made assessment of its liquidity position for a period of at least one year from the reporting date of the recoverability and carrying value of its assets comprising property, plant and equipment, intangible assets, trade receivables, inventory, investments, other current and non-current assets and ability to pay its liabilities as they become due as well as the effectiveness of financial controls at balance sheet date. The management of the Group believes that it has considered the possible impact of known events till the date of approvals of its consolidated financial results arising from Covid-19 pandemic including among other aspects the nature of its business operations, existing franchisee/customers relationship and its market positions and the overall influence on business operations. The impact from Covid-19 is significant and the Group has taken various steps to mitigate this impact. Such impact on the consolidated financial results may differ from that estimated as at the date of approval of the consolidated financial results. The Group will continue to monitor material changes to future economic conditions.

44 Balances of certain trade receivables, trade payables are subject to confirmation/reconciliation, if any. The management does not expect any material difference affecting the financial statements on such reconciliation/adjustments.
45 In the opinion of management, loans, investments and other financial assets have a value on realisation in the ordinary course of business at least equal to the amount at which they are stated in the consolidated balance sheet. The provision for all known liabilities is adequate and not in excess of the amount reasonably stated.
46 Code On Social Security, 2020
The Indian Parliament has approved the Code on Social Security, 2020 which subsumes the Provident Fund and the Gratuity Act and the Rules thereunder. The Ministry of Labour and Employment has also released draft rules thereunder on 13 November 2020, and has invited suggestions from the stakeholders which are under active consideration by the Ministry. The Group will evaluate the rules, assess the impact, if any, and account the same once the rules are notified and become effective.
47 Subsequent events No subsequent events have been observed which may require an adjustment to the consolidated statement of financial position.
48 Amounts for the year ended and as at March 31, 2020 were audited by KNAV & Co..
49 Previous year's figure have been regrouped or rearranged, wherever considered necessary, to conform with the current year's presentation.

Signatures to 1 to 49

As per our report of even date For PYS & Co. LLP Chartered Accountants (Firm's registration number: 012388S/S200048)

On behalf of the Board of Directors Suresh G. Bharwani Chairman and Managing Director (DIN : 00667104)

G.D. Joglekar Partner Membership No. 39407

Nandu G. Bharwani Joint Managing Director and CFO (DIN : 00618386)

Yogesh Patole Company Secretary Membership No. A48777

Place: Mumbai Date: June 08, 2021

194

37th ANNUAL REPORT 2020-21

NOTES

195

37th ANNUAL REPORT 2020-21

NOTES

196

37th ANNUAL REPORT 2020-21

==> picture [150 x 51] intentionally omitted <==

434, Floor - 4, Bussa Udyog Bhavan, Tokersey Jivraj Road, Sewri (W), Mumbai - 400 015. Tel: 022 - 24156528, 24156486, 32919741 Email: [email protected] CIN - L72100MH1983PLC127133

AI assistant

Jetking Infotrain Ltd. — Annual Report 2021

64146_rns_2021-09-04_65f0781f-774b-42f0-b493-6e06e1bfc97c.pdf

CORPORATE INFORMATION

BOARD OF DIRECTORS

REGISTERED OFFICE

MR. SURESH G.BHARWANI

MR. NANDU G.BHARWANI

CIN: L72100MH1983PLC127133

MR. HARSH BHARWANI

INDEPENDENT DIRECTORS:

MR. MEHUL K. KUWADIA

MR. SURJIT BANGA MR. MANOJ MANDAVGANE MRS. SWATI BHATT

COMMITTEES OF BOARD

AUDIT COMMITTEE

CORPORATE OFFICE

STATUTORY AUDITORS

INTERNAL AUDITORS

SECRETARIAL AUDITOR

NOMINATION & REMUNERATION COMMITTEE

STAKEHOLDERS RELATIONSHIP COMMITTEE

MR. DEEPAK SAVALGE

BANKERS

REGISTRAR AND SHARE TRANSFER AGENT

TRAINING CENTRES

ORDINARY BUSINESS:

SPECIAL BUSINESS:

4. Appointment of Mr. Siddarth Suresh Bharwani (DIN:02020370) as a Director & Whole-Time Director of the Company.

A. Salary:

B. Perquisites:

5. of the Company.

6. Appointment of Mr. Nandu Bharwani (DIN: 00618386) as a Vice Chairman & Non-Executive Director of the Company.

7. Approval for Payment of Remuneration to Mr. Suresh Bharwani (DIN: 00667104), Former Managing Director of the Company.

8. Approval for Payment of Remuneration to Mr. Nandu Bharwani (DIN: 00618386), Former Joint Managing Director & CFO of the Company.

Instructions to members for Remote E-voting:

THE INSTRUCTIONS FOR MEMBERS FOR REMOTE E-VOTING AND JOINING GENERAL MEETING ARE AS UNDER:-

- Step 1: Access to NSDL e Voting system

A) Login method for e-Voting and joining virtual meeting for Individual shareholders holding securities in demat mode

How to cast your vote electronically and join General Meeting on NSDL e-Voting system?

General Guidelines for shareholders

THE INSTRUCTIONS FOR MEMBERS FOR e-VOTING ON THE DAY OF THE EGM/AGM ARE AS UNDER:-

INSTRUCTIONS FOR MEMBERS FOR ATTENDING THE EGM/AGM THROUGH VC/OAVM ARE AS UNDER:

Explanatory Statement pursuant to Section 102 of the Companies Act, 2013

Item No.4:

Item no. 5:

Item no. 6:

Item no. 7:

Item no. 8:

Disclosure as required under Schedule V of the Companies Act, 2013 is given as under:

I. General information

Consolidated financial performance

II. Information about the appointee:

III Other information:

A. Industry structure, Development and Outlook:

B.

Key Trends:

C.

Geographical Expansion:

D.

System and Process:

Digital Content:

New Initiatives:

E. Opportunities, Threats, Risks/Concerns:

Opportunities:

Threats:

Risks:

F. Product Wise Performance:

Career courses:

Modular and Short courses:

G. Internal control systems and their adequacy

H. Financial Performance with respect to operational performance

I. Financial Condition

J. Material developments in Human Resources / Industrial Relations front, including number of people employed

K.

Key Financial Ratios:

Return on Networth

L. The other key financial ratios are as below:

BOARD'S REPORT

To, The Members, Jetking Infotrain Limited

RESULTS OF OUR OPERATIONS

Jetking Infotrain Ltd. Annual Report 2021