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To The General Manager- Listing BSE Limited 24[th] Floor, P J Towers, Dalal Street, Fort Mumbai - 400001

August 18, 2023

Dear Sir/Madam,

Sub: Intimation of 43[rd] Annual General Meeting of MAC Charles (India) Limited, Sending notice of AGM by email, Closure of Register of Members and E-voting, Scrutinizer of E-voting and cut-off date.

Ref: Scrip Code 507836

1. 43[rd] Annual General Meeting

This is to inform you that, pursuant to Section 96 of the Companies Act, 2013, Regulation 30 and other relevant provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, the 43[rd] Annual General Meeting (AGM) of the Company will be held on Thursday, 14[th] September,2023 at 12:00 Noon through Video Conferencing (VC) and Other Audio Visual Means(OAVM).

2. Sending of Notice of AGM by email only:

In view of the relaxation granted by the Ministry of corporate Affairs vide its General Circular No. 20/2020 dated May 5, 2020 and SEBI vide its Circular No. SEBI/HO/CFD/CMD1/CIR/P/2020/79 dated 12th May 2020 the validity of which has been extended till December 31, 2021 by SEBI, vide its Circular No. SEBI/HO/CFD/CMD2/CIR/P/2021/11 dated January 15, 2021 (“SEBI Circulars”), Notice of AGM, Directors Report, Auditors Report and other attachments will be sent to the shareholders by email only and physical notices and statements are not being sent to the shareholders.

3. Closure of Register of Members

We also hereby inform you that pursuant to Section 91 of the Companies Act, 2013 and Regulation 42 of the Securities and Exchange Board of India (Listing Obligation and Disclosure Requirements) Regulations, 2015, the Register of Members of the Company will be closed from 01[st] September,2023 to 14[th] September,2023 (both days inclusive) for the purpose of AGM.

4. E-voting, Scrutinizer of E-voting and cut-off date

Pursuant to Section 108 of the Companies Act, 2013 read with the Companies (Management and Administration) Rules, 2014, as may be amended from time to time and Regulation 44 of Securities and Exchange Board of India (Listing Obligation and Disclosure Requirements) Regulations, 2015, the Company is pleased to provide e-voting facility to all its Members, to

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enable them to cast their votes electronically for all the resolutions set out in the Notice of Annual General Meeting.

The Company has engaged the services of Central Depository Services (India) Limited for the purpose of providing e-voting facility to all its Members.

Mr. Umesh.P.Maskeri, Practicing Company Secretary FCS 4831 and COP No 12704 has been appointed as the Scrutinizer by the Company to scrutinize the entire voting process in a fair and transparent manner.

The remote e-voting period shall commence on Monday, 11[th] September,2023 at 10:00 A.M. and will end at Wednesday, 13[th] September,2023 on 5:00 P.M. The remote e-voting module shall be disabled by CDSL thereafter.

The cut-off date for determining the eligibility of shareholders for remote e-voting rights and attendance at Annual General Meeting (AGM) is 07[th] September,2023. A person, whose name is recorded in the Register of Members or in the Register of Beneficial Owners maintained by the Depositories as on cut-off date, shall be entitled to avail the facility of E-voting or voting at the meeting through ballot paper.

We request you to take on record of the same.

Thanking you,

For MAC Charles (India) Limited

CHANDANA Digitally signed by CHANDANA SARWESWARAR SARWESWARARAO NAIDU AO NAIDU Date: 2023.08.18 18:13:41 +05'30'

Chandana Naidu Company Secretary and Compliance Officer

MAC CHARLES (INDIA) LIMITED 43[rd] ANNUAL REPORT

2022-2023

MAC CHARLES (INDIA) LIMITED

ANNUAL REPORT 2022-23

BOARD OF DIRECTORS

I N D E X

Mr. P. B. Appiah Mr. Suresh Vaswani Ms. Tanya Girdhar John Mr. P.R.Ramakrishnan Mr. Aditya Virwani Mr. Sartaj Sewa Singh

Independent Director Independent Director Independent Director Director Director Director

COMPANY SECRETARY

Ms. Chandana Naidu

CHIEF FINANCIAL OFFICER

Mr. Ankit Shah

REGISTERED OFFICE

1[st] Floor, Embassy Point, 150 Infantry Road, Bengaluru - 560 001 Tel : 080-49030000/Extn:3490 Fax : - CIN : L55101KA1979PLC003620 website : www.maccharlesindia.com e-mail : [email protected]

Notice of Annual General Meeting	2
Directors’ Report	12
Corporate Governance Report	30
Management Discussion & Analysis Report	57
BRSR Report	62
Auditors’ Report	90
Balance Sheet	101
Profit & Loss Account	102
Cash Flow Statement	103
Notes to Financial Statements
for the year ended March 31, 2023	105
Audit Report &
Consolidated Financial Statements	141
Form for Registering E-Mail ID	186

GRIEVANCE REDRESSAL DIVISION: AUDITORS DEBENTURE TRUSTEE REGISTRARS & SHARE TRANSFER AGENTS Ms. Chandana Naidu Walker Chandiok & Co. LLP Catalyst Trusteeship Limited BgSE Financials Limited Company Secretary and Compliance Chartered Accountants 5th Address: GDA House, Plot No. 85, Registrar & Transfer Agent (RTA Officer Tel : 080-4903 0000/Extn: Floor, No.65/2, Block “A”, Bhusari Colony, Paud Road, Division) No.51, 1[st] Cross, JC Road 3490 Bagmane Tridib, Pune – 411038, India Email: Bagmane C V Tel No.: 022-49220548 Bengaluru – 560027 [email protected] Raman Nagar, Fax: 022-49220505 Tel: 080-4132 9661, 4140 5259 Bengaluru Contact person: Umesh Salvi Fax: 080 – 4157 5232 560093 Website: Email: [email protected] T+ 91 80 4243 0700 https://www.catalysttrustee.com/ F +91 80 4126 1228 Email: [email protected]

43[rd] Annual General Meeting of MAC CHARLES (INDIA) LTD. will be held on 14[th] September,2023 at 12:00 Noon via Video Conferencing (“VC”) or Other Audio Visual Means(“OAVM”)

Note:

In accordance with, the General Circular No. 20/2020 dated May 5, 2020 issued by MCA and Circular No. SEBI/HO/CFD/CMD1/CIR/P/2020/79 dated May 12, 2020 issued by SEBI, the financial statements including Report of Board of Directors, Auditor’s report or other documents required to be attached therewith and the Notice of AGM are being sent in electronic mode to Members whose e-mail address is registered with the Company or the Depositories/Depository Participant(s).

MAC CHARLES(INDIA) LIMITED

ANNUAL REPORT 2022-23

MAC CHARLES (INDIA) LIMITED CIN: L55101KA1979PLC003620

Registered office: 1[st] Floor, Embassy Point, 150 Infantry Road, Bangalore – 560001 Tel: 080-49030000| Fax: 080 – 49030000| email: [email protected]| web: www.maccharlesindia.com

NOTICE OF FORTY-THIRD (43[rd] ) ANNUAL GENERAL MEETING

NOTICE is hereby given that the Forty - Third (43[rd] ) Annual General Meeting of the members of M/s. Mac Charles (India) Limited will be held on Thursday September 14, 2023 at 12:00 Noon through Video Conferencing (“VC”) or Other Audio Visual Means(“OAVM”) organised by the Company to transact following businesses:

S. PARTICULAR(S)

No.

A. ORDINARY BUSINESSES:

To consider and adopt (a) the audited financial statements of the Company for the financial year ended March 31, 2023 and the reports of the Board of Directors and Auditors thereon; and (b) the audited consolidated financial statements of the Company for the financial year ended March 31, 2023 and the report of Auditors thereon
To appoint Mr. Aditya Virwani (DIN 06480521 ) who retires by rotation and being eligible, offers himself for re-appointment as a Director.

A. ORDINARY BUSINESS:

To consider and adopt (a) the audited financial statements of the Company for the financial year ended March 31, 2023 and the reports of the Board of Directors and Auditors thereon; and (b) the audited consolidated financial statements of the Company for the financial year ended March 31, 2023 and the report of Auditors thereon.

To consider and if thought fit, to pass the following resolution as an Ordinary resolution:

of Directors and Auditors thereon laid before this meeting, be and are hereby considered and adopted.”

b. “ RESOLVED THAT the audited consolidated financial statements of the Company for the financial year ended March 31, 2023 and the report of Auditors thereon laid before this meeting, be and are hereby considered and adopted.”

2. To appoint Mr. Aditya Virwani (DIN 06480521), who retires by rotation and being eligible, offers himself for re-appointment as a Director:

To consider and if thought fit, to pass the following resolution as an Ordinary resolution:

“ RESOLVED THAT pursuant to the provisions of Section 152 read with Schedule IV and other applicable provisions, if any, of the Companies Act, 2013, Mr. Aditya Virwani (DIN 06480521), who retires by rotation at this AGM and being eligible has offered himself for re-appointment, be and is hereby re-appointed as a Director of the Company, who shall be liable to retire by rotation.”

By Order of the Board of Directors For MAC CHARLES (INDIA) LIMITED Sd/-

Chandana Naidu Company Secretary Membership No.A25570

Place: Bengaluru Date: 11.08.2023

Registered office & Website site and Email ID 1[st] Floor, Embassy Point, 150 Infantry Road, Bangalore - 560001

www.maccharlesindia.com

[email protected]

a. “ RESOLVED THAT the audited financial statements of the Company for the financial year ended March 31, 2023 and the reports of the Board

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

email through its registered email address to [email protected] with a copy marked to www.evotingindia.com

NOTES:

In view of the COVID-19 pandemic, the Ministry of Corporate Affairs (‘MCA’) issued General Circular Nos.14/2020, 17/2020 and 20/2020 dated 8th April 2020, 13th April 2020 and 5th May 2020, respectively, General Circular No. 02/2021 dated 13th January 2021 and General Circular No. 10/2022 dated 28.12.2022 allowed the companies whose AGMs are due in the year 2023 to conduct their AGMs on or before 30.09.2023 through video conferencing (VC) or other audio-visual means (OAVM) in accordance with the requirements laid down in Para 3 and Para 4 of General Circular No. 20/2020 dated 05.05.2020 (“MCA Circulars”). The Securities and Exchange Board of India (‘SEBI’) also issued Circular No. SEBI/HO/CFD/CMD1/CIR/P/2020/79 dated 12th May 2020 the validity of which has been extended till September 30, 2023 by SEBI, vide its Circular No. SEBI/HO/CFD/PoD-2/P//CIR/2023-24 dated January 05, 2023 (“SEBI Circulars”). In compliance with these Circulars, provisions of the Act and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”),, the 43[rd] AGM of the Company is being held through VC / OAVM facility, which does not require physical presence of members at a common venue. The deemed venue for the 43[rd] AGM shall be the Registered Office of the Company .Central Depository Services (India) Limited (‘CDSL’) has provided the facility for voting through remote e-voting, for participation in the AGM through VC / OAVM facility and e-voting during the AGM. The procedure for participating in the meeting through VC / OAVM is explained at Note No. (7) to (18) below and is also available on the website of the Company www.maccharlesindia.com
In accordance with, the General Circular No. 20/2020 dated May 5, 2020 issued by MCA and Circular No. SEBI/HO/CFD/CMD1/CIR/P/2020/79 dated May 12, 2020 issued by SEBI, the financial statements including Report of Board of Directors, Auditor’s report or other documents required to be attached therewith and the Notice of AGM are being sent in electronic mode to Members whose e-mail address is registered with the Company or the Depositories/Depository Participant(s).
Process for registration of email id for obtaining Annual Report and user id/password for e-voting : Members holding shares in physical mode and who have not updated their email addresses with the Company are requested to submit ISR-1 to the Registrar and Transfer Agents of the Company BgSE Financials Limited at [email protected], self-attested copy of the PAN card and self-attested copy of any document (eg.: Driving License, Election Identity Card, Passport) in support of the address of the Member. Members holding shares in dematerialised mode are requested to register/update their email addresses with the relevant Depository Participants. In case of any queries/difficulties in registering the e-mail address, Members may write to [email protected]
The Notice of AGM along with Annual Report for the financial year 2022-23 is available on the website of the Company at www.maccharlesindia.com and on the website of Stock Exchanges i.e. www.bseindia.com.

PROCEDURE FOR JOINING THE AGM THROUGH VC / OAVM:

The Members will be able to attend the AGM through VC/OAVM or view the webcast of AGM provided by CDSL at https://www.evotingindia.com by using their remote e-voting login credentials and selecting the EVSN for Company’s AGM. The link for VC / OAVM will be available in Members login where the EVSN 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. Further Members can also use the OTP based login for logging into the e-voting system of CDSL.
As the AGM shall be conducted through VC / OAVM, the facility for appointment of Proxy by the Members is not available for this AGM pursuant to the MCA Circular No 14/2020 dated April 8, 2020 and hence the Proxy Form and Attendance Slip including Route Map are not annexed to this Notice.
Institutional / Corporate Shareholders (i.e. other than individuals / HUF, NRI, etc.) are required to send a scanned copy (PDF/JPG Format) of its Board or governing body Resolution/Authorization etc., authorizing its representative to attend the AGM through VC / OAVM on its behalf and to vote through remote e-voting, as provided in Section 113 of the Companies Act, 2013. The said Resolution/Authorization shall be sent by
The facility of joining the AGM through VC/OAVM shall open 30 minutes before the time scheduled for the AGM and will be available for Members on first come first served basis. The Members can join the AGM in the VC/OAVM

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

mode 15 minutes before and after the scheduled time of the commencement of the Meeting by following the procedure mentioned in the Notice. The facility of participation at the AGM through VC/OAVM will be made available to atleast 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.

If a member has any queries or issues regarding attending AGM & e-Voting from the eVoting System, you may refer the Frequently Asked Questions (“FAQs”) and e-voting manual available at www.evotingindia.com, under help section or write an email to [email protected] or contact Mr. Nitin Kunder (022- 23058738 ) or Mr. Bhavesh (022-23058543) or Mr. Rakesh Dalvi (022-23058542).
- All grievances connected with the facility for voting by electronic means may be addressed to Mr. Rakesh Dalvi, Manager, (CDSL) Central Depository Services (India) Limited, A Wing, 25th Floor, Marathon Futurex, Mafatlal Mill Compounds, N M Joshi Marg, Lower Parel (East), Mumbai - 400013 or send an email to [email protected] or call on 02223058542/43.
- Members who need assistance before or during the AGM can contact CDSL on the aforesaid contact numbers and email Ids.
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. In line with the Ministry of Corporate Affairs (MCA) Circular No. 17/2020 dated April 13, 2020, the Notice calling the AGM has been uploaded on the website of the Company at www.maccharlesindia.com. The Notice can also be accessed from the websites of the Stock Exchange i.e. BSE Limited at www.bseindia.com. The AGM Notice is also disseminated on the website of CDSL (agency for providing the Remote e-Voting facility and e-voting system during the AGM i.e. www.evotingindia.com)
10A. The Members attending the AGM through VC/OAVM will be counted for the purpose of reckoning the quorum under Section 103 of the Companies Act, 2013.

PROCEDURE TO RAISE QUESTIONS DURING ANNUAL GENERAL MEETING:

Members who would like to express their views or ask questions during the AGM may register themselves as a speaker by sending their request from their registered email address mentioning their name, demat account number/folio number, email Id, PAN, mobile number at [email protected] from 10-00 AM (IST) from September 01, 2023 upto 5-00 PM (IST) on September 07, 2023. Those Members who have registered themselves as a speaker will only be allowed to express their views/ask questions during the AGM. The Company reserves the right to restrict the number of speakers depending on the availability of time for the AGM. The shareholders who do not wish to speak during the AGM but have queries may send their queries in advance at least seven days prior to meeting mentioning their name, demat account number/folio number, email id, mobile number at (company email id). These queries will be replied to by the company suitably by email.

PROCEDURE FOR REMOTE E-VOTING AND E- VOTING DURING THE AGM:

Pursuant to the provisions of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014 (as amended) and Regulation 44 of SEBI (Listing Obligations & Disclosure Requirements) Regulations 2015 (as amended), the Members are provided with the facility to cast their vote electronically, through the e- voting services provided by CDSL, on all the resolutions set forth in this Notice.
Members may cast their votes on electronic voting system from any place (remote e-voting). The remote e-voting period commences on 10-00 AM (IST) on September 11 2023 and closes at 05-00 PM (IST) on September 13, 2023 During this period, Members holding shares either in physical form or in dematerialized form, as on September 07,2023 i.e. cut-off date, may cast their vote electronically. The e-voting module shall be disabled by CDSL for voting thereafter.
The Board of Directors has appointed Mr. Umesh P. Maskeri, Practicing Company Secretary (Membership No. 4831 and CP No. 12704) as the Scrutinizer to scrutinize the voting during the AGM and remote e-voting process in a fair and transparent manner.
Members attending the AGM who have not cast their vote by remote e-voting shall be eligible to cast their vote through e-voting during the AGM. The Members who have cast their vote by remote e-voting prior to the AGM may

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

(ii)

(iii)

16.

18.

(iv)

also attend/ participate in the AGM through VC / OAVM but shall not be entitled to cast their vote again.

The voting rights of Members shall be in proportion to their shares in the paid-up equity share capital of the Company as on the cut-off date. A person who is not a Member as on the cut-off date should treat this Notice of AGM for information purpose only.

Any person, 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, may obtain the login ID and password by sending a request at [email protected]. However, if he/she is already registered with CDSL for remote e-voting then he/she can use his/her existing User ID and password for casting the vote.

The details of the process and manner for remote e-voting are explained herein below:

In terms of the provisions of SEBI Circular No. SEBI/HO/CFD/CMD/CIR/P/2020/242 dated

09.12.2020, under Regulation 44 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, listed entities are required to provide remote e-voting facility to its shareholders, in respect of all shareholders’ resolutions. However, it has been observed that the participation by the public non-institutional shareholders/retail shareholders is at a negligible level.

Currently, there are multiple e-voting service providers (ESPs) providing e-voting facility to listed entities in India. This necessitates registration on various ESPs and maintenance of multiple user IDs and passwords by the shareholders.

In order to increase the efficiency of the voting process, pursuant to a public consultation, it has been decided to enable e-voting to all the demat account holders , by way

of a single login credential, through their demat accounts/ websites of Depositories/ Depository Participants . Demat account holders would be able to cast their vote without having to register again with the ESPs, thereby, not only facilitating seamless authentication but also enhancing ease and convenience of participating in e- voting process.

In terms of SEBI circular no. SEBI/HO/CFD/CMD/CIR/P/2020/242 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 to access e-Voting facility.

Pursuant to abovesaid SEBI Circular , Login method for e- Voting and joining virtual meetings for Individual shareholders holding securities in Demat mode is given below:

elow:
Type of shareholders	Login Method
Individual Shareholders holding securities in Demat mode withCDSL	(i) Users who have opted for CDSL Easi / Easiest facility, can login through their existing 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/ho me/login or visit www.cdslindia.com and click on Login icon and select New System Myeasi. (ii)After successful login the Easi / Easiest user will be able to see the e- Voting option for eligible companies where the e-voting is in progress as per the information provided by company. On clicking the Evoting option, the user will be able to see e- Voting page of the e-Voting service provider for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting. Additionally, there is also links provided to access the system of all e-Voting Service Providers i.e. CDSL/NSDL/KARVY/LINKINTIM E, so that the user can visit the e- Voting service providers’ website directly. (iii)If the user is not registered for Easi/Easiest, option to register is available at https://web.cdslindia.com/myeasi/Re gistration/EasiRegistration (iv)Alternatively, the user can directly access e-Voting page by providing Demat Account Number and PAN No. from a e-Voting link available on www.cdslindia.com home page. The system will authenticate the user by sending OTP on registered Mobile & Email as recorded in the Demat Account. After successful

elow:

Type
of
shareholders

Login Method

Individual
Shareholders
holding
securities in
Demat mode
withCDSL

(i) Users who have opted for CDSL Easi
/ Easiest facility, can login through
their existing 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/ho
me/login or visit www.cdslindia.com
and click on Login icon and select
New System Myeasi.
(ii)After successful login the Easi /
Easiest user will be able to see the e-
Voting option for eligible companies
where the e-voting is in progress as
per the information provided by
company. On clicking the Evoting
option, the user will be able to see e-
Voting page of the e-Voting service
provider for casting your vote during
the remote e-Voting period or joining
virtual meeting & voting during the
meeting. Additionally, there is also
links provided to access the system of
all e-Voting Service Providers i.e.
CDSL/NSDL/KARVY/LINKINTIM
E, so that the user can visit the e-
Voting service providers’ website
directly.
(iii)If the user is not registered for
Easi/Easiest, option to register is
available
at
https://web.cdslindia.com/myeasi/Re
gistration/EasiRegistration
(iv)Alternatively, the user can directly
access e-Voting page by providing
Demat Account Number and PAN
No. from a e-Voting link available
on www.cdslindia.com home page.
The system will authenticate the user
by sending OTP on registered Mobile
& Email as recorded in the Demat
Account.
After
successful

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

			(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 or e- Voting service provider name and you will be redirected to e-Voting service provider website for casting your vote during the remote e- Voting period or joining virtual meeting & voting during the meeting.	(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 or e- Voting service provider name and you will be redirected to e-Voting service provider website for casting your vote during the remote e- Voting period or joining virtual meeting & voting during the meeting.
Individual Shareholders holding securities in demat mode with NSDL
		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. After Successful login, you will be able to see e-Voting option. Once you 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 name and you will be redirected to e-Voting service provider website for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting.

	v) 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	Important note:	Members who are unable to retrieve User
		ID/ Password are	advised to use Forget User ID and Forget
	demat mode for any technical issues related to login
	through Depository i.e. CDSL and NSDL
	Login type			Helpdesk details
	Individual Shareholders holding securities in Demat mode withCDSL			Members facing any technical issue in login can contact CDSL helpdesk by sending a request at [email protected] or contact at 022- 23058738 and 22-23058542-43.

(v) Important note:Members who are unable to retrieve User	(v) 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. CDSL and NSDL
Login type	Helpdesk details
Individual	Members facing any technical
Shareholders holding	issue in login can contact CDSL
securities in Demat	helpdesk by sending a request at
mode withCDSL	[email protected]
	or contact at 022- 23058738 and
	22-23058542-43.

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Individual Shareholders holding securities in Demat mode withNSDL	Members facing any technical issue in login can contact NSDL helpdesk by sending a request at [email protected] or call at toll free no.: 1800 1020 990 and 1800 22 44 30

(vii)After entering these details appropriately, click on “SUBMIT” tab.
(viii)Shareholders holding shares in physical form will then directly reach the Company selection screen. However, shareholders holding shares in demat form will now reach ‘Password Creation’ menu wherein they are required to mandatorily enter their login password in the new password field. Kindly note that this password is to be also used by the demat holders for voting for resolutions of any other company on which they are eligible to vote if company opts for e-voting through CDSL platform. It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential.
(vi) Login method for e-Voting for shareholders other than

individual shareholders holding in Demat form & physical shareholders.

1) The shareholders should log on to the e-voting website www.evotingindia.com.
2) Click on “Shareholders” module.
3) Now enter your User ID
a. For CDSL: 16 digits beneficiary ID,
b. For NSDL: 8 Character DP ID followed by 8 Digits Client ID,
(ix)For shareholders holding shares in physical form, the details can be used only for e-voting on the resolutions contained in this Notice.
c. Shareholders holding shares in Physical Form should enter Folio Number registered with the Company.
(x)Click on the EVSN for the relevant on which you choose to vote.
4) Next enter the Image Verification as displayed and Click on Login.
(xi)On the voting page, you will see “RESOLUTION DESCRIPTION” and against the same the option “YES/NO” for voting. Select the option YES or NO as desired. The option YES implies that you assent to the Resolution and option NO implies that you dissent to the Resolution.
5) If you are holding shares in demat form and had logged on to www.evotingindia.com and voted on an earlier e-voting of any company, then your existing password is to be used.
6) If you are a first-time user follow the steps given below:

	For Shareholders holding shares in Demat Form other than individual and Physical Form
PAN	Enter your 10-digit alpha-numeric *PAN issued by Income Tax Department (Applicable for both demat shareholders as well as physical shareholders) • Shareholders who have not updated their PAN with the Company/Depository Participant are requested to use the sequence number sent by Company/RTA or contact Company/RTA.
Dividend Bank Details ORDate of Birth (DOB)	Enter the Dividend Bank Details or Date of Birth (in dd/mm/yyyy format) as recorded in your demat account or in the company records to login. • If both the details are not recorded with the depository or company, please enter the member id / folio number in the Dividend Bank details field as mentioned in instruction (v).

(xii)Click on the “RESOLUTIONS FILE LINK” if you wish to view the entire Resolution details.
(xiii)After selecting the resolution, you have decided to vote on, click on “SUBMIT”. A confirmation box will be displayed. If you wish to confirm your vote, click on “OK”, else to change your vote, click on “CANCEL” and accordingly modify your vote.
(xiv)Once you “CONFIRM” your vote on the resolution, you will not be allowed to modify your vote.
(xv)You can also take a print of the votes cast by clicking on
“Click here to print” option on the Voting page.
(xvi)If a demat account holder has forgotten the login password, then Enter the User ID and the image verification code and click on Forgot entering the details as prompted by the system.
(xvii) Facility for Non – Individual Shareholders and Custodians –Remote Voting

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Non-Individual shareholders (i.e. other than Individuals, PROCESS FOR THOSE SHAREHOLDERS WHOSE HUF, NRI etc.) and Custodians are required to log on to EMAIL ADDRESSES ARE NOT REGISTERED WITH www.evotingindia.com and register themselves in the THE DEPOSITORIES FOR OBTAINING LOGIN “Corporates” module. CREDENTIALS FOR E-VOTING FOR THE
• RESOLUTIONS PROPOSED IN THIS NOTICE:
A scanned copy of the Registration Form bearing the stamp and sign of the entity should be emailed to [email protected].
For Physical shareholders- please provide necessary details like 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 Company/RTA email id.
After receiving the login details a Compliance User should be created using the admin login and password. The Compliance User would be able to link the account(s) for which they wish to vote on.
For Demat shareholders -, please provide Demat account detials (CDSL-16 digit beneficiary ID or NSDL-16 digit DPID + CLID), 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 Company/RTA email id.
The list of accounts linked in the login should be mailed to [email protected] and on approval of the accounts they would be able to cast their vote.
A scanned copy of the Board Resolution and Power of Attorney (POA) which they have issued in favour of the Custodian, if any, should be uploaded in PDF format in the system for the scrutinizer to verify the same.

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

Alternatively Non Individual shareholders are required to send the relevant Board Resolution/ Authority letter etc. together with attested specimen signature of the duly authorized signatory who are authorized to vote, to the Scrutinizer and to the Company at the email address viz; [email protected] or [email protected], if they have voted from individual tab & not uploaded same in the CDSL e-voting system for the scrutinizer to verify the same.
Shareholder will be provided with a facility to attend the EGM/AGM through VC/OAVM through the CDSL e- Voting system. Shareholders may access the same at https://www.evotingindia.com under shareholders/members login by using the remote e-voting credentials. The link for VC/OAVM will be available in shareholder/members login where the EVSN of Company will be displayed.
Shareholders are encouraged to join the Meeting through Laptops / IPads for better experience.
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
Further shareholders 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.
i. In case you have any queries or issues regarding e-voting, you may refer the Frequently Asked Questions (“FAQs”) and e-voting manual available at www.evotingindia.com, under help Section or write an email to [email protected].
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 atleast seven days prior to meeting mentioning their name, demat account number/folio number, email id, mobile number at (company email id) [email protected]. The shareholders who do not wish to speak during the AGM but have queries may send their queries in advance seven days prior to meeting mentioning their name, demat
ii. The voting period begins on September 11,2023 and ends on September 13,2023. During this period shareholders’ of the Company, holding shares either in physical form or in dematerialized form, as on the cut-off date (record date) of 07[th] September,2023 may cast their vote electronically. The e-voting module shall be disabled by CDSL for voting thereafter.
iii. Shareholders who have already voted prior to the meeting date would not be entitled to vote at the meeting venue.

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

account number/folio number, email id, mobile number at (company email id). 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.

INSTRUCTIONS FOR SHAREHOLDERS FOR E- VOTING DURING THE AGM/EGM 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 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.
If any Votes are cast by the shareholders through the e- voting available during the AGM and if the same shareholders have not participated in the meeting through VC/OAVM facility , then the votes cast by such shareholders shall be considered invalid as the facility of e-voting during the meeting is available only to the shareholders attending the meeting.
Shareholders 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.

(ii) Note for Non – Individual Shareholders and Custodians

Non-Individual shareholders (i.e. other than Individuals, HUF, NRI etc.) and Custodians are required to log on to www.evotingindia.com and register themselves in the “Corporates” module.
A scanned copy of the Registration Form bearing the stamp and sign of the entity should be emailed to [email protected].
After receiving the login details a Compliance User should be created using the admin login and password. The Compliance User would be able to link the account(s) for which they wish to vote on.
The list of accounts linked in the login should be mailed to [email protected] and on approval of the accounts they would be able to cast their vote.
A scanned copy of the Board Resolution and Power of Attorney (POA) which they have issued in favour of the Custodian, if any, should be uploaded in PDF format in the system for the scrutinizer to verify the same.
Alternatively Non Individual shareholders are required to send the relevant Board Resolution/ Authority letter etc.

together with attested specimen signature of the duly authorized signatory who are authorized to vote, to the Scrutinizer and to the Company at the email address viz; [email protected] (designated email address by company), if they have voted from individual tab & not uploaded same in the CDSL e-voting system for the scrutinizer to verify the same.

If you have any queries or issues regarding attending AGM & e-Voting from the e-Voting System, you may refer the Frequently Asked Questions (“FAQs”) and e-voting manual available at www.evotingindia.com, under help section or write an email to [email protected] or contact Mr. Nitin Kunder (022- 23058738 ) or Mr. Bhavesh (02223058543) or Mr. Rakesh Dalvi (022-23058542).

All grievances connected with the facility for voting by electronic means may be addressed to Mr. Rakesh Dalvi, Manager, (CDSL, ) Central Depository Services (India) Limited, A Wing, 25th Floor, Marathon Futurex, Mafatlal Mill Compounds, N M Joshi Marg, Lower Parel (East), Mumbai - 400013 or send an email to [email protected] or call on 02223058542/43.

19. Other information:

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.evotingindia.com to reset the password.

In case of any queries relating to e-voting, you may refer the Frequently Asked Questions (FAQs) for Shareholders and e-voting user manual for Shareholders available at the download section of https://www.evotingindia.com or call on toll free no.: __1800-200-5533 or send a request to [email protected]
The Scrutinizer shall, immediately after the conclusion of voting at the AGM, first count the votes cast during the AGM, thereafter unblock the votes cast through remote e-voting and make, not later than 48 hours of conclusion of the AGM, a consolidated Scrutinizer’s Report of the total votes cast in favour or against, if any, to the Executive Director or a person authorised by him in writing, who shall countersign the same.

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

The results of the electronic voting shall be declared to with BgSE Financials Limited. In respect of shares held in the Stock Exchanges after the conclusion of AGM. The dematerialize form, the nomination may be filed with the results along with the Scrutinizer’s Report, shall also be respective Depository Participants. Members who are holding placed on the website of the Company at shares in a single name are adviced to avail the nomination www.maccharlesindia.com and on the website of CDSL facility on a priority basis to save the prospective legal heirs https://www.evotingindia.com immediately. The Company from hasles of going through the legal process. shall simultaneously forward the results to the BSE Limited, 28. SEBI has mandated that securities of listed companies where the shares of the Company are listed. can be transferred only in dematerialised form from April
SEBI has mandated that securities of listed companies can be transferred only in dematerialised form from April 01, 2019, except in case of transmission and transposition of securities. In view of the same and to avail various benefits of dematerialisation, Members are advised to dematerialise shares held by them in physical form and for ease in portfolio management.
The venue of the meeting shall be deemed to be the Registered Office of the Company at 1[st] Floor, 150 Infantry Road, Embassy Point, Bangalore – 560001.
All the documents referred to in the accompanying Notice and Explanatory Statements, shall be available for inspection through electronic mode, upon the request being sent on [email protected] from 10 A.M. from August,22 2023 upto 5:00 P.M. on September 13,2023.
The Securities and Exchange Board of India has mandated the submission of Permanent Account Number (PAN) by every participant in securities market. Members holding shares in electronic form are, therefore, requested to submit their PAN to their Depository Participants with whom they are maintaining their demat accounts. Members holding shares in physical form can submit their PAN to the Company / BgSE Financials Limited.
Members seeking any information with regard to the accounts or any matter to be placed at the AGM, are requested to write to the Company on or before September 07,2023 through email on [email protected]. The same will be replied by the Company suitably
Members who wish to claim dividends, which had remained 30. unpaid are requested to contact the Registrar and Share Transfer Agents, BgSE Financials Limited. Members are requested to note that the amount of dividend which remains unclaimed for a period of 7 years from the date part of the Notice of the 43 of such transfer to the unpaid dividend account of the Company, will be transferred along with the underlying appointment. shares to the Investor Education and Protection Fund (IEPF) as per Sections 124 and 125 of the Companies Act. Members are requested to claim their unclaimed Sd/-

dividends immediately to avoid transfer of the said Chandana Naidu

dividends and underlying shares to the IEPF. Members Company Secretary

may note that the dividend and shares transferred to Membership No.A25570

IEPF could be claimed by the concerned shareholders from IEPF Authority after complying with the procedure Place: Bengaluru prescribed under the Investors Education and Protection Fund Date: 11.08.2023 Authority (Accounting, Audit, Transfer and Refund) Rules, 2016.

Details, as required in sub-regulation (3) of Regulation 36 of the Listing Regulations and Secretarial Standard on General Meeting (SS-2) of ICSI, in respect of the Director seeking re-appointment at the 43[rd] AGM, forms integral part of the Notice of the 43[rd] AGM. Requisite declarations have been received from the Director for seeking reappointment.

By Order of the Board of Directors For MAC CHARLES (INDIA) LIMITED Sd/-

Registered office & Website site and Email ID 1st Floor, Embassy Point, 150 Infantry Road, Bangalore-560 001

As per the provisions of Section 72 of the Act, and Rule 19(1) of the Companies (Share Capital and Debentures) Rules, 2014, Members holding shares in physical form may file nomination in the prescribed Form SH.13

www.maccharlesindia.com

[email protected]

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Annexure

Details of Directors seeking appointment and re-appointment as Directors at this Annual General Meeting pursuant to the provisions of Regulation 36(3) (Listing Obligations and Disclosure Requirements) Regulation, 2015 and Secretarial Standard-2 on General Meetings.

nnexure etails of Directors seeking appointment and re-appointment as Directors at this Annual General Meeting pursuant to e provisions of Regulation 36(3) (Listing Obligations and Disclosure Requirements) Regulation, 2015 and Secretarial tandard-2 on General Meetings.	nnexure etails of Directors seeking appointment and re-appointment as Directors at this Annual General Meeting pursuant to e provisions of Regulation 36(3) (Listing Obligations and Disclosure Requirements) Regulation, 2015 and Secretarial tandard-2 on General Meetings.
Particulars of the Director seeking re-appointment
Name	Mr. Aditya Virwani
DIN	06480521
Date of Birth and Age	12-05-1994
Date of appointment	01-12-2016
Brief Resume	Bachelor’s of science degree in business administration from the University of San Francisco
Expertise in specific functional areas	Real Estate development,construction,Infrastructure
Directorship held in public and private companies (excluding foreign companies)	Mac Charles(India)Limited
	EPDPL ColivingPrivate Limited
	EmbassyOne Developers Private Limited
	EmbassyServices Private Limited
	EmbassyPropertyDevelopments Private Limited
	Garuda Maverick Infrastructure Projects Private Limited
	EmbassyMaverick Malls Private Limited
	EmbassyOffice Parks Management Services Private Limited
	Winterfell RealtyPrivate Limited
	EmbassyShelters Private Limited
	Nam Estates Private Limited
	JV HoldingPrivate Limited
	Embassy-Columbia Pacific ASL Private Limited
	Terranova Investment Management Services Private Limited
	EPDPL ColivingOperations Pvt Ltd
Memberships/Chairmanships of companies (only Audit and Stakeholder RelationshipCommittee)	Member of Stakeholder Relationship Committee, CSR Committee and Debenture of Embassy Office Parks Management Services Private Limited (Manager of EmbassyOffice Parks REIT)
Shareholdingin the Company	-
Disclosure of Relationship between DirectorsInter-se	He is not related to any director of the Company

In terms of Section 152(6) of the Act, Mr. Aditya Virwani shall retire by rotation at the forthcoming AGM and being eligible offers himself for re-appointment.

Except Mr. Aditya Virwani, none of the Directors and Key Managerial Personnel of the Company and their relatives are concerned or interested, financially or otherwise, in the resolution set out at Item No. 2 of the accompanying Notice of 43[rd] AGM.

By Order of the Board of Directors For MAC CHARLES (INDIA) LIMITED Sd/-

Chandana Naidu Company Secretary Membership No.A25570

Place: Bengaluru Date: August 11, 2023

MAC CHARLES(INDIA) LIMITED

ANNUAL REPORT 2022-23

DIRECTORS’ REPORT 2022-23

TO THE MEMBERS MAC CHARLES (INDIA) LIMITED

Your Directors have pleasure in presenting the 43[rd] Annual Report of the Company together with the Audited Statement of Accounts for the year ended 31[st] March 2023.

1. FINANCIAL SUMMARY/HIGHLIGHTS

The summarized standalone performance of the Company for the financial year 2022-23 and 2021-22 is given below:

below:	below:
		(000’)
PARTICULARS	Financial Year ended 31-03-2023	Financial Year ended 31-03-2022
Segmentwise Turnover/Revenue
(a)Sale of Electricity	108.27	105.55
(b)Office rentals	3.62	114.22
(c)Others	1014.56	1153.94
Total Revenue	1126.45	1373.71
Profit/(Loss)before Depreciation and Finance Cost & Tax	997.10	1239.59
Less : Depreciation	19.13	26.36
Less : Finance Cost	325.30	59.58
Profit/(Loss)before tax	652.67	1153.65
Profit/(Loss)for theyear	589.75	1110.32
Total Comprehensive Income/(Loss)	588.52	1109.74
Earningsper share – basic and diluted – Rs.	45.02	84.75

2. CONSOLIDATED FINANCIAL 3. COMPANY’S PERFORMANCE: STATEMENTS:

In accordance with the provisions of Regulation 33 of the ( SEBI Listing Obligations and Disclosure Requirements) Regulations, 2015, and applicable provisions of the Companies Act, 2013 read with the rules made thereunder, the Consolidated Financial Statements of the Company for the financial year 2022-23 have been prepared in compliance with applicable Accounting Standards and on the basis of audited financial statements of the Company and its subsidiaries , as approved by the respective Board of Directors.

During the financial year 2022-23, the overall revenue of the Company was INR 1126.45 million against the previous year’s revenue of INR 1373.71 million, which includes revenue from sale of electricity, office space rent and other income. The profit before tax for the FY 202223 was INR 652.67 million registering profit of INR 1153.65 million for the FY 2021-22.

4. FUTURE PROSPECTS:

Your Company has diversified into the real estate & property development business as per amended and approved Main Objects clause of the Memorandum of

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Association of the Company. We has started the construction of a landmark commercial building at the erstwhile site of the Le Meridien hotel to leverage the robust demand for Grade A office space in Central Business District(CBD) Bangalore . This is expected to secure a better return on capital employed & enhance the long-term interests of the shareholders.

5. DIVIDEND

During the year under review, the Board of Directors of your company, have not declared any Dividend for the current financial year.

6. TRANSFER TO RESERVES

During the year under review, it has been proposed not to transfer any amount to reserves.

7. HOLDING AND SUBSIDIARY COMPANIES

During the year under review, M/s. Embassy Property Developments Pvt. Ltd., continues to be the Holding Company.

During the year, the Company has 3 wholly owned subsidiaries(WOS), namely, Mac Charles Hub Projects Private Limited, Blue Lagoon Real Estate Private Limited and Neptune Real Estate Private Limited, Bangalore which are Non-listed Indian subsidiaries.

A Statement containing the salient features of the financial statement of the WOS in Form AOC-I (pursuant to first proviso to sub-section (3) of section 129 read with rule 5 of Companies (Accounts) Rules, 2014) is attached to this report.

8. MANAGEMENT DISCUSSION & ANALYSIS AND CORPORATE GOVERNANCE

Report on Management Discussion & Analysis and Corporate Governance and Compliance Certificate on Corporate Governance is annexed to this Report.

9. CORPORATE GOVERNANCE

A separate section on Corporate Governance standards followed by your Company, as stipulated under Regulation 27 read with Schedule V of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, is annexed to this Report. The Report on Corporate Governance also contains certain disclosures as required under the Companies Act, 2013.

A Certificate from Mr. Umesh Maskeri, Practicing Company Secretary, regarding compliance with the conditions of Corporate Governance, as stipulated under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, is annexed to the Report.

10. BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT

The Securities and Exchange Board of India (‘SEBI’), in May, 2021, introduced new sustainability related reporting requirements to be reported in the specific format of Business Responsibility and Sustainability Report (‘BRSR’). Further, SEBI has mandated top 1,000 listed companies, based on market capitalization, to submit BRSR with effect from the financial year 2022-23. In compliance with the provisions of Regulation 34 of the Listing Regulations, Business Responsibility and Sustainability Report describing initiatives taken from an environmental, social and governance perspective is attached to this report.

11. MATERIAL CHANGES AND COMMITMENTS:

The company had sold Embassy Tech Square (Alpha Building) on April 2022 for Rs 1120 Million.
The company repaid balance HDFC Bank term loan Rs 490.20 Million.
In July 2021, the Company had proposed to issue and allot up to 3,000 reedemable, rated, listed, secured, non-convertible debentures with nominal value of ₹ 1,000,000 each and to issue and allot up to 3,000 reedemable, rated, unlisted, secured, non-convertible debentures with nominal value of ₹ 1,000,000 each, which was revised to issue and allot up to 3,000 reedemable, rated, listed, secured, non-convertible debentures with nominal value of ₹ 1,000,000 each and to issue and allot up to 500 reedemable, rated, unlisted, secured, non-convertible debentures with nominal value of ₹ 1,000,000 each on 02 August 2022.

Further, as per SEBI circular no. SEBI/HO/DDHS/P/CIR/2022/00144 dated 28 October 2022 the face value of each debt security was reduced from ₹ 10,00,000 each to ₹ 100,000 each. Out of the above, Company had issued 1499 redeemable, rated, listed, secured, non-convertible

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

debentures and 250 redeemable, unrated, unlisted, secured, non convertible debentures were issued untill 31 March 2023 and the Company has subsequently issued 5000 redeemable, rated, listed, secured, non-convertible debentures of ₹ 100,000 each amounting to 500 million on 11 May 2023 further, the money has been received on 22 May 2023.

In June 2022, the Company proposed to issue and allot upto 3200 INR denominated, senior, secured, redeemable, listed, rated, non convertible debentures with nominal value of ₹1,000,000 each aggregating to an amount of ₹ 3,200 million in dematerialized form and in three tranches to eligible investors. Out of the above the Company had issued and allotted 3,200 INR denominated, senior, secured, redeemable, listed, rated, non convertible debentures with nominal value of ₹1,000,000 each aggregating to an amount of ₹ 3,200 million till 31 March 2023.

12. ENERGY CONSERVATION, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO AND OTHER DISCLOSURES:

The disclosures to be made under sub-section (3) (m) of Section 134 of the Companies Act 2013 read with Rule (8)(3) of the Companies (Accounts) Rules, 2014 by your Company are furnished below:

• ENERGY CONSERVATION

Conservation of energy continues to be on top priority of the management. The information on energy conservation, is detailed herein below.

Please regroup the contents stated under paragraphs (a) to (g) under the following heads:

i) The steps taken or impact on conservation of enerby – N.A.
ii) The steps take by the company for utilizing alternate soureces of energy – N.A.
iii) The capital investment on energy conservation equipments – N.A.
iv) During the year under review , the Company has generated about 1,52,20,290 units’ green power which is being sold to GESCOM & HESCOM & Vikas Telecom Pvt. Ltd.
TECHNOLOGY ABSORPTION

In the opinion of the Board, the required particulars pertaining to technology absorption under Section 134 of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014, are not applicable, as industry in which Company operates does not have any significant manufacturing operations.

• FOREIGN EXCHANGE EARNINGS AND OUTGO

Foreign Exchange Earnings during the year is NIL. There are no Foreign Exchange utilization during the year.

13. DIRECTORS AND KEY MANAGERIALPERSONNEL

As on the date of this Report, the Company has Six (6) Directors consisting of three (3) Independent Directors and three (2) Non- Executive Directors and (1) Executive Director.

The Key Managerial Personnels of the company as on March 31, 2023 are Mr. Sartaj Singh Whole-Time Director, Mr. Ankit Shah Chief Finance Officer and Ms. Chandana Naidu Company Secretary of the Company.

a. Disqualification of Directors:

None of the directors of the Company are disqualified pursuant to the provisions of Section 164 of Companies Act, 2013 or debarred or disqualified from being appointed or continuing as directors of companies by the Securities and Exchange Board of India or Ministry of Corporate Affairs or any such statutory authority. A certificate from a Practising Company Secretary in this regard is attached to this report.

b. Appointment / Resignation from the Board of Directors:

Mr. Sartaj Sewa Singh’s term as Whole-time Director expired on 28[th] June, 2023. Mr. Harish Anand was appointed as Whole-time Director w.e.f. 22[nd] June,2023.

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Mr. Suresh Vaswani, Non-Executive Independent Director term completed w.e.f. 29th July,2023. Mr. Bijoy Kumar Das is appointed as Non-Executive Independent Director w.e.f. 29th July,2023 with approval of Shareholder through postal ballot.

c. Directors retiring by rotation

In accordance with the provisions of Section 152 of the Companies Act, 2013 read with Section 149 of the said Act, at least 2/3rd of the total number of Directors, excluding Independent Directors, shall be liable to retire by rotation and out of the Directors liable to retire by rotation, at least 1/3rd of the Directors shall retire by rotation at every Annual General Meeting.

In view of the above, Mr. Aditya Virwani, Director (DIN 06480521) who is liable to retire by rotation and being eligible, offers himself for re-appointment, a resolution seeking shareholders’ approval for his re-appointment forms part of the Notice.

d. Declaration by Independent Director

The Company has received necessary declaration from each of the Independent Directors, under Section 149(7) of the Companies Act, 2013, that he / she meets the criteria of Independence laid down in Section 149(6) of the Companies Act, 2013 and Regulation 16 of SEBI (Listing Obligations and Disclosure Requirement) Regulations, 2015. Independent Directors have also confirmed that they are not aware of any circumstance or situation which exists or may be reasonably anticipated that could impair or impact their ability to discharge their duties.

In the opinion of the Board, all the independent directors are persons of integrity, possesses relevant expertise and experience.

e. Woman Director

In terms of the provisions of Section 149 of the Companies Act, 2013 and Regulation 17 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, your Company has complied with the requirement of having at least one Woman Director on the Board of the Company. Ms. Tanya Girdhar, is an Independent and Women Director of the Company.

f. Changes in KMP

The term of office of Mr. Pranesh K Rao as CFO concluded on 14[th] November,2022 and appointed Mr. Ankit Shah as CFO w.e.f. 14[th] November,2022.

The term of office of Mr. Sartaj Sewa Singh as Wholetime Director concluded on 28[th] June, 2023 and appointed Mr. Harish Anand as Whole-time Director w.e.f. 22[nd] June,2023.

During the year under review, the non- executive directors of the company had no pecuniary relationship or transactions with the Company, other than sitting fee, reimbursement of expenses incurred by them for the purpose of attending meetings of the Board/Committee of the Company and payment of fees for rendering services in professional capacity.

14. BOARD EVALUATION

The Board of Directors has carried out an annual evaluation of its own performance, Board committees and individual directors pursuant to the provisions of the Companies Act, 2013 and corporate governance requirements as prescribed by SEBI LODR Regulations through structured questionnare. The performance of the Board was evaluated by the Board based on the criteria such as the Board composition and structure, effectiveness of Board process, information and functioning etc. The performance of the committees was evaluated by the Board based on the criteria such as the composition of the committee’s effectiveness of committee meetings, etc. The Board and Nomination and Remuneration Committee reviewed the performance of the individual directors based on the criteria such as the contribution of individual director to the Board and committee meetings like preparedness on the issue to be discussed, meaningful and constructive contribution and inputs in meetings, etc. In a separate meeting of independent directors, performance of non-independent directors, performance of the Board and performance of Chairman was evaluated.

15. BOARD DIVERSITY:

The Company recognizes and embraces the importance of a diverse board in its success. We believe that a truly

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

diverse board will leverage differences in thought, perspective, knowledge, skill, regional and industry experience, cultural and geographical backgrounds, age, ethnicity, race and gender, that will help us retain our competitive advantage. The Board Diversity Policy adopted by the Board sets out its capproach to diversity. The policy is available on our website, https://www.maccharles.com/investor-relations.

16. FAMILIRIZATION PROGRAM FOR INDEPENDENT DIRECTOR:

The regulatory changes on the SEBI LODR Regulations and Companies Act,2013 are updated to the Independent Directors at each of the Board Meetings held during the year.

17. NUMBER OF MEETINGS OF THE BOARD:

Regular meetings of the Board are held to discuss and decide on various business policies, strategies and other businesses. The schedule of the Board/Committee meetings to be held in the forthcoming financial year are circulated to the Directors in advance to enable them to plan their time schedule for effective participation in the meetings.

The Board of Directors met 05 (Five) times during the year. The intervening gap between two Meetings was within the period prescribed under the Companies Act, 2013 and Regulations 17 of the Securities and Exchange Board of India (Listing Obligation and Disclosure Requirements) Regulation, 2015. Detailed information on the meetings of the Board is included in the Report on Corporate Governance, which forms part of this Report.

18. AUDIT COMMITTEE

The Audit Committee met 5 (Five) times during the year under review. The details with respect to the composition, powers, roles, terms of reference, etc. of the Audit Committee are given in detail in the ‘Report on Corporate Governance’ of the Company which forms part of this Report.

The details with respect to the composition, powers, roles, terms of reference, etc. of the Committee are given in

detail in the ‘Report on Corporate Governance’ of the Company which forms part of this Report.

As part of the risk assessment and minimization procedures, the Company had identified certain risk areas about the operations of the Company and initiated steps, wherever possible, for risk minimization. The Company’s Board is conscious of the need to review the risk assessment and minimization procedures on regular intervals. During the year under review the Company has not received any order passed by the regulators/ courts/ tribunals which impacted the going concern status and Company’s operation in future.

There are no recommendations of the Audit and Risk Management Committee which have not been accepted by the Board.

19. STAKEHOLDERS’ RELATIONSHIP COMMITTEE

During the year under review, the Stakeholders’ Relationship Committee met once.

The details with respect to the composition, powers, roles, terms of reference, etc. of the Committee are given in detail in the ‘Report on Corporate Governance’ of the Company which forms part of this Report.

20. NOMINATION & REMUNERATION COMMITTEE

During the year under review, the Nomination and Remuneration Committee met once.

The details with respect to the composition, powers, roles, terms of reference, etc. of the Nomination and Remuneration Committee are given in detail in the ‘Report on Corporate Governance’ of the Company which forms part of this Report.

21. RISK MANAGEMENT COMMITTEE

During the year under review, the Risk Management Committee met Twice.

The details with respect to the composition, powers, roles, terms of reference, etc. of the Risk Management Committee are given in detail in the ‘Report on Corporate

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Governance’ of the Company which forms part of this Report.

22. NOMINATION AND REMUNERATION POLICY

The Company has formulated and adopted the Nomination and Remuneration Policy in accordance with the provisions of Companies Act, 2013 read with the Rules issued thereunder and the Listing Regulations.

The said Policy of the Company, provides that the Nomination and Remuneration Committee shall formulate the criteria for appointment of Executive, Non-Executive and Independent Directors and persons in the Senior Management of the Company, including criteria for determining qualifications, remuneration, positive attributes, independence of a Director and other matters as provided under sub-section (3) of Section 178 of the Companies Act, 2013.

The salient features of the Policy are set out in the Corporate Governance Report which forms part of this Report. The Policy is also available on the website of the Company web-link:

https://www.maccharles.com/investor-relations.

23. REVIEW AND UPDATION OF POLICIES:

During the year under review, the following policies were reviewed and updated in line with Companies Act, 2013 and SEBI (LODR) Regulations, 2015 along with all amendments

Policy on preservation and archival of documents
Code of Conduct and Ethics
Familiarisation Programmes for IDs
Policy for Annual Evaluation of Board and its Performance
Policy on Diversity of Board
Risk Management Policy
CSR Policy
Policy on materiality of related party transactions
Policy on determining material subsidiary

13.Policy of POSH at Workplace

14.Succession Policy for Board and Senior Management.

24. DIRECTORS’ RESPONSIBILITY STATEMENT

The Board of Directors acknowledges the responsibility for ensuring compliance with the provisions of Section 134(3)(c) read with Section 134(5) of the Companies Act, 2013 in the preparation of the annual accounts for the year ended March 31[st] , 2023 and states that:

a) In the preparation of the annual accounts for the year ended March 31, 2023, the applicable accounting standards have been followed and there was no material departure;
b) The Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent to give a true and fair view of the of the Company at the end of the financial year under review and of the profit or loss of the Company for the financial year ended March 31, 2023:
c) The Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;
d) The directors have prepared the annual accounts on a going concern basis;
e) The directors have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and are operating effectively; and
f) The Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.
10.Policy on determination of materiality of the disclosure of events and information
11.Nomination and Remuneration Policy
12.Vigil Mechanism Policy

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

25. PARTICULARS OF EMPLOYEES AND DETAILS PERTAINING TO REMUNERATION AND OTHER DETAILS AS REQUIRED UNDER SECTION 197(12) OF THE ACT READ WITH RULE 5 OF THE COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNEL) RULES, 2014

26. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

The Company has entered into a transaction with related parties which are at arm’s length and which are not in the ordinary course of business, pursuant to the provisions of Section 188 of the Companies Act, 2013 read with Rule 15 of Companies (meeting of the Board and its Powers) Rules, 2014. Accordingly, particulars of the contracts or arrangements with related parties referred to in Section 188(1) along with the justification for entering into such contracts or arrangements in Form AOC-2 are furnished which is attached to this Directors Report”. In line with the requirements of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has formulated Policy on Related Party Transactions which is available on the website of the Company. Further there were no materially significant related party transactions made by the Company with the Promoters, Directors, Key Managerial Personnel or other designated persons which may have a potential conflict with the interest of the Company at large.

A. The information stipulated under Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is furnished below:
i) The ratio of the remuneration of each Director to the median remuneration of the employees of the Company for the financial year 2022-23: During the year under review, Mr. Sartaj Singh, Whole- Time Director was paid the remuneration and since his appointment has happened in the current financial year, median of remuneration is not applicable.
ii) The percentage increase in remuneration of each Director, Chief Financial Officer, Chief Executive Officer, Company Secretary or Manager in the financial year: There was no increase in remuneration of any Director, CFO, Company Secretary during the financial year.
iii) The percentage increase in the median remuneration of employees in the financial year: There was no increase in remuneration of employees during the year.

Accordingly, particulars of the contracts or arrrangements with related parties referred to in Section 188(1) along with the justification for entering into such contract or arrangement in Form AOC-2 is provided as annexure to this report. In line with the requirements of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has formulated Policy on Related Party Transactions which is available on the website of the Company.

iv) The number of permanent employees on the roles of the Company: 06
v) Average percentile increase already made in the salaries of employees other than the managerial personnel in the past financial year and its comparison with the percentile increase in the managerial remuneration and justification thereof and point out if there are any exceptional circumstances for increase in the managerial remuneration. There was no increase in the salaries of employees or other managerial personnel, hence no comparison is possible.

27. COMPLIANCE CERTIFICATE ON CORPORATE GOVERNANCE

of As per SEBI ( LODR) regulation, the Practicing Company Secretary’s Certificate on compliance with the conditions of Corporate governance has been furnished as an Annexure to this Report.

B. Employee is in receipt of remuneration Rs. 1.20 crore per annum and hence information in terms of the provisions of Section 197(12) of the Companies Act, 2013 read with Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, the Information is as below: NIL

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

28. SECRETARIAL STANDARDS:

The Company Complies with all applicable mandatory secretarial Standards issued by Institute of Company Secretary of India.

29. AUDITORS

• Statutory Auditors and Auditors’ Report

M/s. Walker Chandiok & Co. LLP (FRN 001076N/N500013) has been appointed as the Statutory Auditor of the Company for a term of five years from the conclusion of 40[th] Annual General Meeting till the conclusion of 45[th] Annual General Meeting to be held in the year 2024-25.

The report of the statutory auditors does not contain any qualifications, observations or adverse comments on financial statements and matters, which have any material bearing on the functioning of the Company and hence there is no need to furnish any explanation or comments from the Board of Directors thereon. The company has furnished the management comments on the observations made by the Secretarial Auditors which is attached hereto, as required under Section 134(3)(f) of the Companies Act, 2013. During the period under review, even though there are no audit qualifications or adverse remarks, the notes on accounts referred to in the Auditors’ Report are selfexplanatory and therefore, do not call for any further comments.

• Internal Auditors

M/s. Ernst & Young LLP, Bengaluru Internal Auditors have been conducting quarterly audits of all operations of the Company and their findings have been reviewed regularly by the Audit Committee. Your Directors note with satisfaction that no material deviations from the prescribed policy and procedures have been observed.

Secretarial Auditor and Secretarial Auditor’s Report

The Board has appointed Mr. Umesh P. Maskeri, Practicing Company Secretary to conduct The Secretarial Audit under the provisions of Section 204 of the Companies Act, 2013 for the financial year 2022-23. Secretarial Audit Report in Form MR-3 is attached to this

Directors’ Report. Management response against each of the qualification, reservation or adverse remark or observation made in the Secretarial Audit Report has been furnished thereon and hence does not call for any further comments separately.

• Cost Auditor and Cost Records

The provision of Cost audit and maintenance of cost records as per section 148 is not applicable to the Company.

• Reporting of Frauds by Auditors

During the year under review, the Statutory Auditors or Secretarial Auditor of the Company have not reported any frauds to the Audit Committee or to the Board of Directors under Section 143(12) of the Act, including rules made thereunder.

30. CORPORATE SOCIAL RESPONSIBILITY (CSR)

During the year under review, the CSR Committee met once.

31. VIGIL MECHANISM/WHISTLE BLOWER POLICY

Pursuant to Section 177 of the Companies Act, 2013 read with listing Regulations, the Board of Directors at its meeting held on 26.06.2020 has adopted a revised vigil mechanism/whistle blower policy of the Company. The policy provides a framework for directors and employees to report genuine concerns about unethical behavior, actual or suspected fraud or violation of the Company’s code of conduct or ethics policy. Protected disclosures can be made by a whistle blower through an email or direct access to the Chairman of the Audit Committee. The vigil mechanism/whistle blower policy can be accessed on the Company’s website www.maccharlesindia.com.

32. DISCLOSURE AS PER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013

The Company has zero tolerance towards sexual harassment at workplace and during the year under

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

• Dues to small scale undertakings

review, your Board has constituted an internal Complaints Committee to consider and redress complaints of sexual harassment & also adopted a policy on prevention, prohibition and redressal of sexual harassment at workplace in line with the provisions of Sexual Harassment of women at Workplace ( prevention, prohibition and Redressal) Act, 2013 and the rules framed thereunder. During the year, no complaints pertaining to sexual harassment were received.

There are no dues payable to small scale undertakings.

• Green Initiatives

Electronic copies of the Annual Report and notice of the ensuring AGM are sent to all the members whose email address are registered with the Company /Depository Participant(s) vide general circular from MCA number 17/2020 dated 14[th] April,2020. The Company is providing e-voting facility to all members to enable them to cast their votes electronically on all resolutions set forth in the AGM Notice. The instructions for e-voting are provided in the AGM Notice.

33. PARTICULARS OF LOANS GIVEN, INVESTMENT MADE, GUARANTEES GIVEN, AND SECURITY PROVIDED:

Loans given, investments made by the Company along with the purpose for which the loan is proposed to be utilized by the recipient, are provided in the financial statements.

• Other declarations

i.Declaration by the Chief Financial Officer affirming compliance with the code of conduct is annexed elsewhere in this Report.

34. EXTRACT OF THE ANNUAL RETURN:

ii.There are no material changes and commitments made during the financial year except in the change in nature of business as mentioned elsewhere in this report..

A copy of the Annual Return in Form MGT-7 as per the requirements of Section 92(3) of the Act FY 2022-23 has been displayed on the website of the company: www.maccharlesindia.com.

iii.During the financial year, the company is engaged the business of generation of electricity through its Windmills and also development of Real Estates.

35. INTERNAL FINANCIAL CONTROL POLICY AND ITS ADEQUACY:

iv.There is a material variation of market capitalization during the financial year.
v.The company is in the process of transferring the unclaimed shares to demat suspense accounts / unclaimed suspense account during the financial year pursuant to the provisions of Regulation 39(4) and Schedule VI of SEBI LODR.

The Board has adopted an Internal Financial Control Policy to be followed by the Company and such policies and procedures adopted by the Company 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. The Audit Committee evaluates the internal financial control system periodically. The observations and comments of the Audit Committee are placed before the Board.

vi.Necessary disclosures of Accounting Treatment have been made in the financial statements.
vii.The Company has issued senior secured listed redeemable non – convertible debentures of Rs.10,00,000/- each aggregating to Rs.370 Crs.

• Other Disclosures and reports

Your directors state that no disclosure or reporting is required in respect of the following items as there were no transactions on these items during the year under review:

36. DISCLOSURES:

• Borrowing from banks:

Details relating to deposits covered under Chapter V of the Companies Act, 2013.

During the year under review, there are no borrowings from banks.

Issue of equity shares with differential rights as to dividend, voting or otherwise.
Issue of shares (including sweat equity shares) to

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

employees of the Company under any scheme.

No significant or material orders were passed by the Regulators or Courts of Tribunals which impact the going concern status and Company’s operations in future.

37. DEMATERIALIZATION

The equity shares of the Company have been admitted for dematerialization with both the Depositories viz., Central Depository Services (India) Limited (CDSL) and National Securities Depository Limited (NSDL). The ISIN allotted to your Company’s equity shares is INE435D01014.

The Listed Non-convertible debentures(NCDs) of the company have been admitted for dematerialization with both the Depositories viz., Central Depository Services (India) Limited (CDSL) and National Securities Depository Limited (NSDL). The ISIN allotted to your Company are as below:

INE435D07011

40. INVESTOR EDUCTAION AND PROTECTION FUNDS(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 dividends of Rs. 45,63,416/-. Further no shares on which dividends were unclaimed for seven consecutive years were transferred as per the requirements of the IEPF Rules.

41. ACKNOWLEDGEMENTS

INE435D07037
INE435D07045
INE435D07060
INE435D07078

38. LISTING ON STOCK EXCHANGE:

The Company’s Shares are listed on BSE Limited and script code of the company is 507836.

The company’s NCDs are listed on BSE Limited and script code of the company are as below: 973344; 974113; 974123; 974432; 974457

39. PROHIBITION OF INSIDER TRADING REGULATIONS

Based on the requirements under SEBI (Prohibition of Insider Trading) Regulations, 1992, as amended from time to time, the Code of Conduct for Prohibition of Insider Trading (Code), as approved by the Board is in force by the Company. The Company also adopts the concept of Trading Window Closure, to prevent its Directors, Officers, designated employees, their relatives and other employees from trading in the securities of the Company at the time when there is unpublished price sensitive information.

Your Directors are grateful to the Shareholders for their support and co-operation extended to the Company for many years. We would like to thank all our clients, partners, vendors and other business associates for their continued support and encouragement during the year. We also thank the Government of India, Government of Karnataka, Ministry of Corporate Affairs, Central Board of Indirect Taxes and Customs, Income Tax Department and all other regulatory agencies for their assistance and co-operation during the year and look forward to their continued support in the future.

On behalf of the Board of Directors For Mac Charles (India) Limited Sd/- Sd/-

P.B. Appiah P.R.Ramakrishnan Place: Bengalur u Director Directo Date: 11.08.2023 DIN: 00215646 DIN: 00055416

Registered office Website site and Email ID: #1[st] Floor, Embassy Point, 150 Infantry Road, Bangalore-560 001

www.maccharlesindia.com

[email protected]

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

AOC-1

(pursuant to first proviso to sub-section (3) of section 29 read with Rule 5 of Companies (Accounts) Rules, 2014) Statement containing salient features of the financial statement of Subsidiaries, Associate Companies / Joint Ventures

Part “A”: Subsidiaries :

Name	Mac Charles Hub Projects Pvt Ltd	Blue Lagoon Real Estates Pvt. Ltd.	Neptune Real Estates Pvt. Ltd.
Reporting Period	2022-23	2022-23	2022-23
Share Capital(In Rupees)	100	500	500
Reserves & Surplus	7,94,923	72,293	(36,346)
Total Assets	17,65,441	2,67,942	1,40,410
Total Liabilities	9,70,417	1,95,149	1,76,256
Turnover	NIL	NIL	NIL
Profit before taxation	(81,805)	(18,353)	(16,913)
Profit after taxation	(81,805)	(18,353)	(16,913)
Proposed Dividend	NIL	NIL	NIL
% Share Holding	100%	100%	100%

Part “B”: Associates and Joint Ventures: Not Applicable

On behalf of the Board of Directors For Mac Charles (India) Limited

Sd/- Sd/-

Place: Bengalur u Date: 11.08.2023

P.B. Appiah P.R.Ramakrishnan Director Directo DIN: 00215646 DIN: 00055416

Registered office Website site and Email ID: #1[st] Floor, Embassy Point, 150 Infantry Road, Bangalore-560 001 www.maccharlesindia.com [email protected]

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

FORM NO. AOC -2

(Pursuant to clause (h) of sub-section (3) of section 134 of the Companies Act, 2013 and Rule 8(2) of the Companies (Accounts) Rules, 2014)

Form for Disclosure of particulars of contracts/arrangements entered into by the company with related parties referred to in sub section (1) of section 188 of the Companies Act, 2013 including certain arms length transaction under third proviso thereto.

Details of contracts or arrangements or transactions not at Arm’s length basis: NIL
Details of contracts or arrangements or transactions at Arm’s length basis. (Rs. In Millions)

Since all Related Party Transactions entered into by your Company were in the ordinary course of business and also on an arm’s length basis, therefore, details required to be provided in the hereunder is not applicable to the Company. Necessary disclosures required under the Ind AS 24 have been made in Note No. 38 of the Notes to the Financial Statements for the year ended March 31, 2023.

On behalf of the Board of Directors For Mac Charles (India) Limited

Sd/- Sd/-

Place: Bengalur u Date: 11.08.2023

P.B. Appiah P.R.Ramakrishnan Director Directo DIN: 00215646 DIN: 00055416

D i r e c t o r

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

FORM NO. MR-3 SECRETARIAL AUDIT REPORT

For the Financial Year ended March 31, 2023

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, Mac Charles (India) Limited 1st Floor, Embass y Point 150, Infantry Road Bangalore-5600001

I have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate practices by Mac Charles (India) Limited (hereinafter called “the Company”) incorporated on September 28, 1979 having CIN L55101KA1979PLC003620 and Registered Office at 1[st] Floor, Embassy Point, 150, Infantry Road, Bangalore560001 for the Financial Year ended on March 31, 2023 . Secretarial Audit was conducted in a manner that provided me a reasonable basis for evaluating the corporate conducts/ statutory compliances and expressing my opinion thereon.

Based on my verification of the 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, I hereby report that in my opinion, the Company has, during the audit period covering the financial year ended on March 31, 2023 complied with the statutory provisions listed hereunder and also that the Company has proper Board-processes and compliancemechanism in place to the extent, in the manner and subject to the reporting made hereinafter:

I have examined the books, papers, minute books, forms and returns filed and other records maintained by the Company for the financial year ended on March 31, 2023 cording 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;
(iii) The Depositories Act, 1996 and the Regulations and Bye-laws framed thereunder;
(iv) Foreign Exchange Management Act, 1999 and the rules and regulations made thereunder to the extent of Foreign Direct Investment, Overseas Direct Investment and External Commercial Borrowings;
(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) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018;
(d) The Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity ) Regulations 2021;
(e) The Securities and Exchange Board of India (Issue and Listing of Non Convertible Securities) Regulations, 2021;
(f) The Securities and Exchange Board of India (Registrars to Issue and Share Transfer Agents) Regulations, 1993;
(g) The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2021;
(h) The Securities and Exchange Board of India (Buyback of Securities) Regulations, 2018;
(i) The Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015
(j) The Securities and Exchange Board of India (Depositories and Participants) Regulations, 2018

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

I have relied on the representation made by the Company and its officers for the systems and the mechanism formed by the Company for the compliances under the applicable Acts/laws and regulations to the Company. The list of major head/groups of Acts/laws and regulations applicable to the Company are furnished below :

The Real Estate (Regulation and Development) Act, 2016
The Land Acquisition Act, 2013
The Indian Easement Act, 1882
The Right to Fair Compensation and Transparency in Land Acquisition, Rehabilitation and Resettlement Act, 2013
The Registration Act, 1908
The Transfer of Property Act, 1882
The Specific Relief Act, 2013
The Indian Stamp Act, 1899
The Indian Contract Act, 1872
10.Foreign Exchange Management Act, 1999
11.The Indian Evidence Act, 1872
12.The Electricity Act, 2003
13.The Electricity Rules, 2005
14.National Electricity Policy, 2005’
15.National Tariff Policy, 2016
16.CERC (Regulation and Power Supply) Regulation, 2010
17.CERC (Power Market) Regulation, 2010
18.The Indian Electricity Rules, 1956
19.The Energy Conservation Act, 2001
20.Workmen Compensation Act, 1923
21.Minimum Wages Act, 948
22.Minimum Wages Rules, 1950
23.Payment of Wages Act, 1936
24.Contract Labour Regulation and Abolition Act, 1970
25.Child Labour (Prohibition and regulation) Act, 1956

I 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 Listing Agreement entered into by the Company with BSE Limited and the provisions of the Securities Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015

During the period under review, the members of the Company have approved by passing necessary resolutions at the Annual General Meeting and through the postal ballot in respect of the following matters, aspects and items of business :

Annual General Meeting held on September 16, 2022

Special business and Special Resolution :

Appointment and remuneration payable to Mr. Sartaj Sewa singh as the Whole Time Director of the company for a period of one year pursuant to the provisions of Section 196, 197 and 203 of the Companies Act, 2013 Postal ballot concluded on May 20, 2022

Resolution No 1 : Special business and Special Resolution :

Issuance of Non-Convertible Debentures on private placement basis in one or more tranches, not exceeding Rs 840 crore within a period of one year of passing the resolution, pursuant to the provisions of Section 23, 42 and 71 of the companies Act, 2013.

Issue of Non-Convertible Debentures and Registration of Charges :

During the period under review, the Company has issued and allotted, pursuant to the resolutions passed by the members on various dates earlier, the debt securities on private placement in the form of Non Convertible Debentures having a face value of Rs 10 lakhs each for a sum of Rs 370 crores and listed the same with BSE Limited on the following dates :

S. No	Date of allotment	Quantity	Amount in Rs crores	Date of listing approval from BSE
1	12-08-22	250	25	22-08-22
2	24-08-22	1350	135	26-08-22
3	20-09-22	1350	135	22-09-22
4	15- 12- 2022	250	25	19-12-22
5	21- 12- 2022	500	50	23-12-22
	Total	3700	370

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Company has created the charge and filed form CHG-9 in respect of the borrowings mentioned below :

(i) vide SRN T33766601 on September 23, 2021, pursuant to the provisions of Section 77(1) and 78 of the Companies Act, 2013 and Rule 6(1) of Companies (Registration of Charges) Rules, 2014 for a sum of Rs 99.90 crore in favour of the allottees of NCDs and the Registrar of Companies has issued the certificate of registration of charge on September 23, 2021 .
(ii)vide SRN T97424337 on April 25, 2022, pursuant to the provisions of Section 77(1) and 78 of the Companies Act, 2013 and Rule 6(1) of Companies (Registration of Charges) Rules, 2014 for a sum of Rs 25 crore in favour of the allottees of NCDs and the Registrar of Companies has issued the certificate of registration of charge on May 13, 2022.

During the year under review, the Board of Directors of the Company decided to shift the situation of the Registered office within the local limits of the city from “No 72/4, 1[st] Floor, Cunningham Road, Bangalore-560052” to “ 1[st] Floor, Embassy Point, 150, Infantry Road, Bangalore-560001” pursuant to the provisions of Section 12 of the Companies Act, 2013.

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

S.No.	Observation	Management Response
1.	Maintenance of Structured Digital Database : Company has maintained Structured	Company has installed a suitable software and has maintained the SDD which is having the required features

Digital Database on June 19, 2023. (“SDD”) in excel sheet Since complied . which does not have the features of audit trail, time stamping and nontemperability as required under Regulation 3(5) and 3(6) of the SEBI (Prohibition of Insider Trading) Regulations, 2015 (“SEBI PIT Regulations”) . 2. Constitution of Risk Company had Management renamed the Audit Committee : Committee as Audit and Risk BSE has imposed a fine Management of Rs 2,14,760 for not Committee and constituting the Risk had reconstituted Management both the Audit Committee pursuant to Committee and the provisions of Audit and Risk Regulation 21(2) of the Management SEBI LODR. Committee, where the company falling under the Top 1000 companies by market capitalisation, separate constitution of Risk management Committee as per BSE. BSE has imposed a fine of Rs. 2,14,760. Matter has been clarified to BSE and the matter has since been

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

		complied with and closed.	6.	Compliance with Minimum Public Shareholding Norms BSE has imposed a fine of Rs. 44,60,400/- regarding non- compliance with the minimum public shareholding norms.	Upon clarification of the status of compliance with the minimum public shareholding norms as a result of the Offer for Sale, BSE has waived the fine vide its email dated May 16, 2023.
3.	Review of compliances of SEBI (PIT) Regulations The Audit Committee of the Company has not reviewed the compliances of SEBI (PIT) Regulations, 2015 as required under Regulation 9(4).	The Audit Committee at its meeting held on May 23 2023 has revied the compliances of SEBI (PIT) Regulations, 2015 as required under Regulation 9(4) and since complied.
			7.	Compliance with the provisions of Regulation 39(4) and Schedule VI of SEBI LODR relating to unclaimed shares : The Company is having in its possession 528 share certificates covering 26,400 equity shares, which were returned undelivered. Company has not complied with the provisions of Regulation 39(4) read with Schedule VI of SEBI LODR relating to unclaimed shares.	Company has sent three reminders to the shareholders as per requirements and has also opened the demat account. Company is in the process of transferring the unclaimed shares to the unclaimed suspense account on or before August 31, 2023.
4.	Appointment of Chief Investment Relation Officer under SEBI (PIT) Regulations Company has not designated a senior officer as Chief Investment Relation Officer as required under Para 3 of Schedule A of SEBI (PIT) Regulations.	At the meeting of the board of Directors held on May 23, 2023, company has appointed Mr. Ankit Shah, Chief Financial Officer as the Chief Investment Relation Officer and since complied.
5.	Delay in prior intimation of Board meeting There was a delay of one day in sending prior intimation of the Board Meeting held on May 30, 2023 pursuant to Regulation 29(2) and 29(3) of SEBI LODR and BSE has imposed a fine of Rs. 10,000 for the delay.	Company has since remitted the fine to BSE and the matter is closed.
			I further report that: The Board of Directors of the Company is duly constituted with proper balance of Non-Executive Directors and Independent Directors including the woman director. 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.

The Board of Directors of the Company is duly constituted with proper balance of Non-Executive Directors and Independent Directors including the woman director. 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.

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Adequate notice is given to all directors to schedule the Board Meetings, agenda and detailed notes on agenda were sent in advance as per the requirement of the regulations, 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.

Majority decisions are carried through recorded as part of the minutes-All the resolutions were passed unanimously.

I further report that based on review of compliance mechanism established by the Company, I am of the opinion that the Company has 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.

Sd/-

UMESH PARAMESHWAR MASKERI PRACTICING COMPANY SECRETARY COP No. 12704 FCS No 4831 ICSI UDIN F004831E000782278 Peer Review Certificate No 653/2020

Place: Mumbai Date : August 11, 2023

Note: This report is to be read with our letter of even date which is annexed as ANNEXURE I and forms an integral part of this report .

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

ANNEXURE I

To The Members, Mac Charles (India) Limited 1[st] Floor, Embassy Point, 150, Infantry Road Bangalore-560001

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

Maintenance of secretarial records is the responsibility of the management of the Company. My responsibility is to express an opinion on these secretarial records based on our audit.
I 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 basis to ensure that correct facts are reflected in Secretarial records. I believe that the processes and practices, we followed provide a reasonable basis for our opinion.
I have not verified the correctness and appropriateness of financial records and Books of Accounts of the Company.
Wherever required, I have obtained the management representation about the compliance of laws, rules and regulations and happening of events etc.
The compliance of the provisions of corporate and other applicable laws, rules, regulations, standards is the responsibility of management. My examination was limited to the verification of procedures on test basis.
The Secretarial Audit Report is neither an assurance as to the future viability of the Company nor of the efficacy or effectiveness with which the management has conducted the affairs of the Company.

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UMESH P MASKERI PRACTICING COMPANY SECRETARY FCS No 4831 COP No. 12704 Peer Review Certificate No 653/2020

Place: Mumbai

Da te : August 11, 2023

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

CORPORATE GOVERNANCE REPORT

The Directors of the Company present the Company’s Report on Corporate Governance for the financial year ended March 31, 2023, pursuant to the provisions of Regulation 34 (3) read with Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

1. PHILOSOPHY OF CORPORATE GOVERNANCE

The essence of corporate governance is about maintaining the right balance between economic, social, individual and community goals. Your Company adheres to good corporate governance practices in all its business processes. Your Company is focused on enhancement of long term value creation for all stakeholders without compromising on integrity, social obligations, environment and regulatory compliances. Our actions are governed by our values and principles, which are reinforced at all levels of the organization. In addition to the compliance with regulatory requirements, your Company has a code of conduct for its employees including the Directors and Key Managerial Personnel. The terms of appointment of the Independent Directors of the Company suitably incorporates the duties of Independent Directors as laid down in the Companies Act, 2013 and is also available on the website of the Company.

For your company, good corporate governance is a synonym for sound management, transparency and disclosure, encompassing good corporate practices, procedures, standards and implicit rules which propel a Company to take sound decisions, thus maximizing long term shareholder value without compromising on integrity, social obligations and regulatory compliances. As a company with a strong sense of values and commitment, your company believes that profitability must go hand in hand with a sense of responsibility towards all stakeholders. This is an integral part of Mac Charles’s business philosophy. The cardinal principles such as independence, accountability, responsibility, transparency, trusteeship and disclosure serve as means for implementing the philosophy of Corporate Governance.

These principles guide the Board to make decisions that are independent of the Management. The Company is committed to focus its energies and resources in creating and positively leveraging the shareholder’s wealth and, at the same time, safeguarding the interest of all the stakeholders. This is our path to sustainable and profitable existence and growth.

The Company has adopted the requirements of Corporate Governance as specified under the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”), as amended from time to time, the disclosure requirements of which are detailed herein.

2. BOARD OF DIRECTORS

The Board is the focal point and custodian of corporate governance for the Company. The primary role of the Board is that of trusteeship to protect and enhance shareholder value through strategic supervision of the Company and its subsidiaries. The company recognizes and embraces the benefits of having a diverse board and sees increasing diversity at Board level as an essential element in maintaining a competitive advantage. A truly diverse Board will include and make good use of differences in the skills, regional and industry experiences, background, gender and other distinctions between directors. These differences will be considered in determining the optimum composition of the Board and when possible, will be balanced appropriately.

The size and composition of Board as on March 31, 2023 is as under:

Category	Number of Directors	%
Independent Directors (including one womandirector)	3	50
Non-Executive Non Independent Directors	2	33
Executive and Whole Time Director	1	17
Total	6	100

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

The composition of the Board is in compliance with the requirements of Companies Act, 2013 (“Act”) and Regulation 17 of the Listing Regulations. The profile of the Directors can be accessed on the Company’s website at www.maccharlesindia.com.

The company requires skills, expertise, competencies in the area of strategy , finance, accounting, economics, legal, investment in financial products, regulatory matters and customer servicing, especially in the business of real estate and constructions to efficiently carry on its wind mill operations, real estate and construction. All the above required skills, expertise, competencies are available with the Board of Directors.

The Board is satisfied that the current composition of Board reflects a judicious mix of knowledge, skills, experience, maturity, expertise, diversity and independence. The Board provides leadership, strategic guidance, objective and independent view to the Company’s management while discharging its fiduciary responsibilities, thereby ensuring that the management adheres to high standards of ethics, transparency and disclosure. The Board periodically evaluates the need for change in its size and composition.

• The details of each member of the Board as on March 31, 2023 are provided herein below:

Sl No	Name of the Director	Category of Directorship	No of other Director Ships (1)	No of Committees positionsheld (2)	No of Committees positionsheld (2)	No of shares held in the Company	Directors in other listed entities (Category of Director ship)
				Chair Person	Member
1.	Mr. P B Appiah	Independent Non Executive	1	4	1	Nil	Nil
2.	Mr. Suresh Vaswani	Independent Non Executive	3	Nil	2	Nil	Nil
3.	Mrs. Tanya John	Independent Non Executive	2	1	6	Nil	Nil
4.	Mr. P R Ramakrishnan	Non-Independent Non Executive	12	Nil	6	110	Nil
5.	Mr. Aditya Virwani	Non - Independent Non Executive	16	Nil	Nil	Nil	Nil
6.	Mr. Sartaj Sewa Singh	Whole-time Director	2	NIL	NIL	NIL	NIL

Notes:

There are no inter se relationship between the Board members

(1) Excludes directorship in Mac Charles (India) Limited and includes all Directorships in private / public companies.
(2) Pertains to membership/Chairmanship of the Board Committees of Indian Companies including Mac Charles (India) Limited.

None of the Directors held directorship in more than 7 listed companies. Further, none of the Independent Directors (“ID”) of the Company served as an ID in more than 7 listed companies.

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

None of the Directors held directorship in more than 20 Indian Companies, with not more than 10 public limited companies.

None of the Directors is a member of more than 10 committees or chairperson or more than 5 committees across all the public limited companies in which he/she is a Director. As per Listing Regulations, only membership of Audit Committee and Stakeholders Relationship Committee have been taken into consideration for the purpose of ascertaining the limit. The Independent Directors (ID) are not related to any of the Non-Executive Directors.

All the IDs have been appointed as per the provisions of the Act and Listing regulations. Formal letters of appointment have been issued to the IDs. In the opinion of the Board, all Independent Directors of the Company are persons of integrity and possess relevant expertise and experience and do not hold any equity share or /voting power in the Company. They are not related to any of the promoters, Directors, holding, subsidiary or associate companies.

The Company has received necessary declaration from each of the Independent Directors, under Section 149(7) of the Companies Act, 2013, that he / she meets the criteria of independence laid down in Section 149(6) of the Companies Act, 2013 and Regulation 16 of SEBI (Listing Obligations and Disclosure Requirement) Regulations, 2015.

The Company does not have a permanent Chairman.

• Changes in the Board Composition

During the financial year 2022-23, there have been no changes in the composition of the Board.

Term of Board Membership

Currently the Board comprises of a mix of Executive, Non Executive Directors and Independent Directors. Nonexecutive directors, who are not independent directors, are subject to retirement by rotation. Independent Directors are appointed for an initial term of five years and they are eligible to be appointed for one more term 5 years, subject to prior approval of the Shareholders by a special resolution.

Selection and appointment of new director

The Nomination and Remuneration committee determines the exact skill requirements of the Directors and selects the candidates for this purpose whenever the occasion arises for appointment/renewal of a Director.

• Meeting of Independent Directors

During the year under review, Independent directors met once i.e 30[th] March, 2023, which was attended by all the Independent Directors.

• Meeting and attendance of Board of Directors

Attendance of directors at the Annual General Meeting (AGM) and Board Meetings during FY 2022-23 are furnished below:

Sl No	Name of Director	08.04.2022	30.05.2022	09.08.2022	14.11.2022	14.02.2023	% of attend ance	AGM on 16-09-2022
1.	P B Appiah	P	P	P	P	P	100	P
2.	Tanya John	P	P	P	P	P	100	P
3.	Suresh Vaswani	P	P	A	P	P	80	P

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Sl No	Name of Director	08.04.2022	30.05.2022	09.08.2022	14.11.2022	14.02.2023	% of attend ance	AGM on 16-09-2022
4.	P R Ramakrishnan	P	P	P	P	P	100	P
5.	Aditya Virwani	A	P	P	A	A	40	P
6.	Sartaj Singh	P	A	P	P	P	80	P

Five Board meetings were held during the year under review and the gap between two meetings did not exceed 120 days.

A chart of matrix setting out the list of core skills/expertise/competence identified by the board as required in the context of business and sectors:

Sl No	Name of Director	Available core skills, expertise and competence as required in the context of business of the Company for each Director
1.	P B Appiah	He is B.Com Graduate and L.L.B Practising as an Advocate in High Court of Karnataka and other Courts and before Arbitral Tribunals since 1987. Expertise / core competence in Corporate, Commercial, Property, Civil and Family Laws, both as an advocate and as a litigation practitioner.
2.	Tanya John	MBA from St. Joseph’s College of Business Admin, India and an MSc in Supply Chain Management from Heriot Watt University, Scotland, UK. An internationalist with a diverse background in marketing and supply chain management. Tanya John, a strategic marketing consultant, has been a consultant with various corporations including companies in hospitality technology, marketing and more. In 2005, she founded Attain LLC, dedicated to event and conference management. She was also a founding Board Member of Tsunami Relief Inc., a charitable corporation created to provide emergency support for the victims of the 2005 tsunamis that devastated parts of Asia. Tsunami Relief Inc has raised over $14 million, for which Tanya was commended by the State of Virginia.
3.	Suresh Vaswani	He is a B.Com graduate and an expert in real estate business both development and marketing in India and abroad.
4.	P R Ramakrishnan	Chartered Accountant by qualification and Executive Director (Finance) of Embassy group of companies. Expertise in Corporate Finance, Investments, Corporate restructuring, merger and amalgamations, taxation having additional domain knowledge and experience in Construction and real estate development
5.	Aditya Virwani	Degree in business administration from the University of Massachusetts, Boston and University of San Francisco Expertise in Real Estate development, construction and infrastructure. Involved in strategy and operations of Embassy Group andits diversified business.

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Sl No	Name of Director	Available core skills, expertise and competence as required in the context of business of the Company for each Director
6.	Sartaj Sewa Singh	Bachelor’s Degree in Economics from St. Stephen’s College, Delhi, and an MBA from the Indian Institute of Management, Ahmedabad. With over 35 years of experience in leading multinationals, Mr. Singh joined Embassy Group, Bangalore as President – Hospitality Business in July 2015 and he has represented the ownership in managing operating assets (Hilton at Embassy Golf Links & Four SeasonsHotel in Bangalore)

• Confirmation in the opinion of the board, the independent directors fulfill the conditions specified in LODR and are independent of the management.

The Board confirms that the independent directors fulfil the conditions specified in LODR and are independent of the management.

• Detailed reasons for resignation by an independent director:

None of the independent Directors of the Company have resigned during the financial year.

• Familiarization Program for Independent Directors

The Board at its meeting held on 26[th] June, 2020 has adopted a revised Familiarization Program for Independent Directors of the Company. The Program aims to provide insights of the Company to the Independent Directors of the Company by adoption of a structured programme for orientation of Independent Directors enabling them to familiarize with the Company, its operations, business, industry and environment in which the Company functions and the regulatory environment applicable to it.

Periodic presentations are made at the Board and Committee Meetings, on business and performance updates of the Company, operations review, quarterly and annual results, budgets, review of internal audit reports, and action taken reports, statutory compliances, updates and amendments to Companies Act, 2013 and SEBI LODR Regulations, 2015, risk management, operations of subsidiaries and business strategy and risks involved. Such presentations and documents provide an opportunity to the Independent Directors to interact with the Senior Management Team of the Company and help them

understand the Company’s strategy, operations, services, organisation structure, finance, human resources, technology, quality and such other areas as may arise from time to time.

The details of the Familiarisation Programme is available on the website of the Company at www.maccharlesindia.com.

• Performance evaluation

Pursuant to the provisions of the Companies Act, 2013 and Regulation 17(10), 19(4) and Part D of Schedule II of the SEBI (LODR Regulations),a Board Evaluation Policy has been re-framed and approved by the Nomination and Remuneration Committee (NRC) and by the Board at their meeting held on 26[th] June, 2020.

The Board carried out an annual performance evaluation of its own performance, the Independent Directors individually as well as the evaluation of the working of the Committees of the Board through structured questionnaire.

The performance evaluation of all the Directors was carried out by the Nomination and Remuneration Committee. The performance evaluation of NonIndependent Directors was carried out by the Independent Directors.

The purpose of the Board evaluation is to achieve persistent and consistent improvement in the governance of the Company at the Board level. The Board intends to establish and follow “best practices” in Board governance in order to fulfil its fiduciary obligation to the Company.

A structured questionnaire was prepared after taking into consideration inputs received from the Directors, covering various aspects of the Board’s functioning such as adequacy of the composition of the Board and its

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Committees, Board culture, execution and performance of specific duties, obligations and governance.

The Directors expressed their satisfaction with the evaluation process.

3. REMUNERATION TO DIRECTORS

The details of remuneration paid to the Directors for the financial year 2022-23 is furnished below:

S No	Name of Director	Sitting fees	Professional fees	Remuneration
1.	Mr. P B Appiah	590000	424800	-
2.	Mr. Suresh Vaswani	413000	-	-
3.	Mrs. Tanya John	649000	-	-
4.	Mr. P R Ramakrishnan	619500	-	-
5.	Mr. Aditya Virwani	118000	-	-
6.	Mr. Sartaj Singh	-	-	66,93,051
TOTAL		2389500	424800	66,93,051

i) all elements of remuneration package of individual directors summarized under major groups, such as salary, benefits, bonuses, stock options, pension etc; Nil
During the year under review, the non- executive directors of the company had no pecuniary relationship or transactions with the Company, other than sitting fee and reimbursement of expenses incurred by them for the purpose of attending meetings of the Board/Committee of the Company and payment of fees towards the services rendered in professional capacity.
ii) details of fixed component and performance linked incentives, along with the performance criteria; Nil
iii) service contracts, notice period, severance fees; Nil
iv) stock option details, if any and whether issued at a discount as well as the period over which accrued and over which exercisable. Nil
Criteria of making payments to non-executive directors: Non-executive directors of the Company over which exercisable. Nil play a crucial role in the independent functioning of the Board. They bring in an external perspective to 4. AUDIT COMMITTEE decision-making and provide leadership and strategic guidance while maintaining objective judgment. They also oversee the corporate governance framework of the Company.

The Audit Committee of the Board is constituted in accordance with the provisions of Section 177 of the Companies Act, 2013 and Regulation 18 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, including the scope and terms of reference.

disclosures with respect to remuneration: in addition to disclosures required under the Companies Act, 2013, the following disclosures are being made:

The powers and role of the Audit and Committee are also in consonance with Regulation 18 and Part C of Schedule

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

II of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Section 177 of the Companies Act, 2013.

(c) matters required to be included in the director’s responsibility statement to be included in the board’s report in terms of clause (c) of sub-section (3) of Section 134 of the Companies Act, 2013;

The Audit Committee comprises of the following Directors as on March 31, 2023:

(d) changes, if any, in accounting policies and practices and reasons for the same;
Mr. P. B. Appiah
(e) major accounting entries involving estimates based on the exercise of judgment by management;
Mr. Suresh Vaswani
Mrs. Tanya John
Mr. P R Ramakrishnan
(f) significant adjustments made in the financial statements arising out of audit findings;

Brief description of the terms of reference of Audit and Risk Committee are as under:

(g) compliance with listing and other legal requirements relating to financial statements;

The audit and Risk committee shall mandatorily review the following information:

(h) disclosure of any related party transactions;
(i) modified opinion(s) in the draft audit report;
(1) management discussion and analysis of financial condition and results of operations;
(5) reviewing, with the management, the quarterly financial statements before submission to the board for approval;
(2) statement of significant related party;
(3) management letters / letters of internal control weaknesses issued by the statutory auditors;
(6)
reviewing and monitoring the auditor’s independence and performance, and effectiveness of audit process;
(4) internal audit reports relating to internal control weaknesses; and
(5) the appointment, removal and terms of remuneration of the internal auditor.
(7)
approval or any subsequent modification of transactions with related parties;
(6) statement of deviations:
(8)
scrutiny of inter-corporate loans and investments;
(a) quarterly statement of deviation(s) including report (9) of monitoring agency, if applicable, submitted to stock exchange(s) in terms of Regulation 32(1).
- valuation of undertakings or assets, wherever it is necessary;
(10) evaluation of internal financial controls and risk management systems;
(b) annual statement of funds utilized for purposes other than those stated in the offer document/prospectus/notice in terms of Regulation 32(7).
(11) reviewing, with the management, performance of statutory and internal auditors, adequacy of the internal control systems;
(12) reviewing the adequacy of internal audit function

The role of audit Committee shall be as under:

(13) discussion with internal auditors of any significant findings and follow up there on;
(1) oversight of financial reporting process and the disclosure of its financial information to ensure that the financial statement is correct, sufficient and credible;
(14) 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;
(2) recommendation for appointment, remuneration and terms of appointment of auditors;
(3) approval of payment to statutory auditors for any other services rendered by the statutory auditors;
(15) 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;
(4) reviewing, with the management, the annual financial statements and auditor's report thereon before submission to the board for approval, with particular reference to:
(16) to look into the reasons for substantial defaults in

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

the payment to the depositors, debenture holders, shareholders (in case of non-payment of declared dividends) and creditors;

(17) to review the functioning of the whistle blower mechanism;
(18) approval of appointment of chief financial officer after assessing the qualifications, experience and background, etc. of the candidate;
(19) reviewing the utilization of loans and/ or advances from/investment by the holding company in the subsidiary exceeding rupees 100 crore or 10% of the asset size of the subsidiary, whichever is lower including existing loans / advances / investments existing as on the date of coming into force of this provision.
(20) To review the Risk Management Plan / Policy and its deployment within the Company;
(21) To monitor the effectiveness of the Risk Management Plan / Policy;
(22) To decide the maximum risk-taking ability of the Company to guide the Board in making new investments;
(23) To review the major risks of the Company and advise on its mitigation to the Board;
(24) Such other functions as may be delegated by the Board from time to time.

The Committee met 5 times during the year under review which were held on 08[th] April,2022, 30[th] May,2022, 09[th] August,2022, 14[th] November,2022 and 14[th] February, 2023.

The attendance details of the members of this committee are as under:

Name of Director	No of meetings held during tenure	No of meetings attended	% of attendance
Mr. P B Appiah	5	5	100
Mrs. Tanya John	5	5	100
Mr. Suresh Vaswani	5	4	80
Mr. P R Ramakrishnan	5	5	100

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

All the recommendations made by the Audit committee during the year under review were accepted by the Board.

Mr. P B Appiah, Chairman of the Audit and Risk Committee, was present at the last Annual General Meeting held on 16[th] September,2022.

5. RISK MANAGEMENT COMMITTEE

As per SEBI LODR Regulation 21(5), when a Company falls in top 1000 listed Companies, it needs to constitute a Risk Management Committee. The Risk Management Committee should consist of minimum 2 members with majority of them being members of the board of directors, including at least one independent director.

The composition of the Nomination and Remuneration committee as on March 31, 2023, was as under:

Mr. P. B. Appiah

Mr. P R Ramakrishnan	2	2	100
Mrs. Tanya John	2	2	100

6. NOMINATION AND REMUNERATION COMMITTEE

As per provisions of Section 178 of the Companies Act, 2013 and Regulation 19 of the SEBI (LODR), the Nomination and Remuneration Committee should consist of 3 or more Non-Executive Directors out of which not less than one half shall be Independent Directors. However, the Chairman of the Company can be a member, even if he is an Executive Director, but shall not Chair the Committee.

The composition of the Nomination and Remuneration committee as on March 31, 2023, was as under:

Mr. P R Ramakrishnan
Mrs. Tanya John
Mr. P. B. Appiah
Mr. P.B. Appiah Chaired the meeting of this committee.
Mr. P R Ramakrishnan
Mrs. Tanya John
a) Role of committee, inter-alia, includes the following:

Mrs. Tanya John, Chaired the meeting of this Committee.

b) To review the Risk Management Plan / Policy and its deployment within the Company;

Role of committee, inter-alia, includes the following:

c) To monitor the effectiveness of the Risk Management Plan / Policy;
(1)formulation of the criteria for determining qualifications, positive attributes and independence of a director and recommend to the board of directors a policy relating to, the remuneration of the directors, key managerial personnel and other employees;
d) To decide the maximum risk-taking ability of the Company to guide the Board in making new investments;
e) To review the major risks of the Company and advise on its mitigation to the Board;
f) Such other functions as may be delegated by the Board from time to time.
(2)formulation of criteria for evaluation of performance of independent directors and the board of directors;

The Committee met 2 times during the year under review which was held on 14[th] November, 2022 and 14[th] February,2023:

(3)devising a policy on diversity of board of directors;
(4)identifying persons who are qualified to become directors and who may be appointed in senior management in accordance with the criteria laid down, and recommend to the board of directors their appointment and removal.

Name of Director	No of meetings held during the tenure	No of meetings attended	% of attend ance
Mr. P B Appiah	2	2	100

(5)whether to extend or continue the term of appointment

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

of the independent director, on the basis of the report of performance evaluation of independent directors.

(6)recommend to the board, all remuneration, in whatever form, payable to senior management.

The Committee met 1 time during the year under review which was held on 09[th] August, 2022.

The attendance details of the members in respect of the meetings held during the year are as follows:

Name of Director	No of meetings held during the tenure	No of meetings attended	% of attendance
Mr.P B Appiah	1	1	100
Mr. P R Ramakrishnan	1	1	100
Mrs. Tanya John	1	1	100

Performance evaluation criteria for independent Directors:

The performance evaluation criteria for the Independent Directors is determined by the NRC. An indicative list of parameters and factors on which evaluation was carried out includes participation and contribution by the Director, commitment, effective deployment of knowledge and expertise, integrity and maintenance of confidentiality and independence of behavior and judgement.

7. STAKEHOLDERS RELATIONSHIP COMMITTEE

The Stakeholders’ Relationship Committee was constituted in accordance with the provisions of Section 178 of the Companies Act, 2013 and Regulation 20 and Part D of Schedule VI of SEBI (Listing Obligations and Disclosure Requirements) Resolutions, 2015, including the scope and terms of reference.

The Committee comprises the following members as on March 31, 2023:

Mr. P B Appiah
Mr. P R Ramakrishnan
Mrs. Tanya John

Mr. P B Appiah, permanent chairman, chaired the meeting of the committee attended the AGM held on 16[th] September,2022.

The role of the committee shall inter-alia include the following:

i.Resolving the grievances of the security holders of the listed entity including complaints related to transfer/transmission of shares, non-receipt of annual report, non- receipt of declared dividends, issue of new/duplicate certificates, general meetings etc.
ii.Review of measures taken for effective exercise of voting rights by shareholders.
iii.Review of adherence to the service standards adopted by the listed entity in respect of various services being rendered by the Registrar & Share Transfer Agent.
iv.Review of the various measures and initiatives taken by the listed entity for reducing the quantum of unclaimed dividends and ensuring timely receipt of dividend warrants/annual reports/statutory notices by the shareholders of the company.

The Committee met once during the year under review which was held on February 14, 2023.

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Name of Director	No of meetings held during the tenure	No of meetings attended	% of attendance
Mr. P B Appiah	1	1	100
Mr.P R Ramakrishnan	1	1	100
Mrs. Tanya John	1	1	100

The status of total number of complaints received during the year under review is as follows:

Sl No	Description	Total Number of Complaints	Total Number of Complaints	Total Number of Complaints
		Received	Resolved	Pending
1	Non-receipt of dividend, KYC updation and transfer /transmission of shares, issue of duplicate share certificate(s)	1	1	Nil

8. GENERAL BODY MEETINGS

The details of the last three Annual General Meetings of the Company are as under:

Financial Year ended	Day, Date and Time	Venue	Special Resolutions passed
31-03-2022	Friday September, 16,2022	Video Conferencing	1
31-03-2021	Thursday July,22,2021	Video conferencing	1
31-03-2020	Wednesday 16th September,2020	Video conferencing	Nil

9. SPECIAL RESOLUTION PASSED DURING THE LAST THREE ANNUAL GENERAL MEETINGS:

A. No Special Resolutions were passed at the 40[th] Annual General meeting held on September 16, 2020.
B. Special Resolutions passed at the 41st Annual General meeting held on July 22, 2021 for To consider and approve sale of 121k sft. in Embassy Tech Square, Delta block.
C. Special Resolutions passed at the 42[nd] Annual General meeting held on September 16, 2022 for To consider and approve appoint Sartaj Sewa Singh as Whole-time Director.

10.Postal Ballot:

Company has conducted the postal ballot during the financial year 2022-23, which opened on 21[st] April,2022 and closed on 20[th] May,2022 and has obtained the approval of the shareholders through postal ballot in respect of the following Ordinary/special resolutions:

i) To consider issuance of Non-convertible debentures upto Rs. 840 Crs.

Details of voting pattern of the resolutions passed through postal ballot which concluded on 20[th] May,2022:

i) Resolution No 1 : Special Resolution - To consider issuance of Non-convertible debentures upto Rs. 840 Crs.

	Postal Ballot	Postal Ballot	% of Total Votes
	No. of Ballots	No. of Votes
Votesin favourof Resolution	17	9619979	100%

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

VotesAgainstResolution	NIL	0	0
Total	17	9619979	100
Result:Passed with requisitemajority

Scrutinizer to the above postal ballot is Mr. Umesh P.Maskeri PCS No. 4831

Procedure for postal ballot:

Postal ballot notices are is sent by email to members who have opted to receive communication through the electronic mode. The Company also publishes a notice in the newspaper declaring the details and requirements as mandated by the Act and applicable rules. Voting rights are reckoned on the paid-up value of the shares registered in the names of the members as on the cut-off date. Members who want to exercise their votes by physical postal ballot are requested to return the forms, duly completed and signed, to the scrutinizer on or before the close of the voting period. Those using the e-voting option are requested to vote before the close of business hours on the last date of e-voting. The scrutinizer completes his scrutiny and submits his report to the Company, and the consolidated results of the voting are announced by the authorized officer. The results are also displayed on the Company website, www.infosys.com, besides being communicated to the stock exchanges, depository and registrar and share transfer agent. The last date for the receipt of postal ballot forms or e-voting is the date on which the resolution would be deemed to have been passed, if approved by the requisite majority.

11. MEANS OF COMMUNICATION

• Quarterly results

The Company follows April-March as the financial year. The meetings of the Board of Directors for approval of the quarterly financial results for the financial year ended March 31, 2023 were held on the following dates:

Quarter/Period ended	Date of Board meeting
yearendedmarch31,2022	30thMay,2022
Quarter ended June 30, 2022	09thAugust,2022
Quarter and half year September30,2022	14thNovember, 2022
Quarter ended December 31,2022	14thFebruary, 2023

• Publication of quarterly financial results

Quarterly/Half yearly/Annual financial statements are published in the widely circulated newspapers, as per details given below:

Name of the newspaper	Language
Financial Express	English
HosaDigantha	Kannada

The quarterly financial results are uploaded and displayed on the website of the company at www.maccharlesindia.com
Annual reports are sent to Members by email/posted and are also available on the website of the company at www.maccharlesindia.com
The company does not release any press releases and company does not have any institutional investors and hence the question of making any presentation to the institutional investors or to the analysts does not arise.
SEBI Complaints Redressal System (SCORES)

A Centralised web based complaints redressal system which serves as a centralised database of all complaints received, enables uploading of Action Taken Reports by the Concerned company and online viewing by the investors of actions taken on the complaint and its current status.

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

12. GENERAL SHAREHOLDERS INFORMATION

1	CIN	L55101KA1979PLC003620
2	Address of the registered office	1stFloor, Embassy Point, 150 Infantry Road, Bangalore - 560001
3	International Securities Identification Number (ISIN):	INE 435D01014
4	Stock code at the BSE Limited	507836
5	Annual General Meeting-date, time and venue	43rd Annual General Meeting is going to be held on 14th September, 2023 at 12:00 Noon through Video Conferencing
6	Financial year	from April 1, 2022 to March 31, 2023
7	Dividend payment date:	N.A
8	Book closure	The register of members will be closed from 01st September,2023 to 14thSeptember,2023 (both days inclusive) in respect of the equity shares held in physical form.
9	Evoting dates:	The cut off date for the purpose of determining the shareholders eligible for evoting is 07th September,2023 The evoting commences at 10 AM on Monday, 11thSeptember,2023 and closes at 5 PM on Wednesday, 13thSeptember,2023.
10	Name and address of Stock Exchange where the securities are listed	BSE Limited Phiroze Jeejeebhoy Towers Dalal Street Mumbai- 400001
11	Annual Listing Fee:	The Company hereby confirms that annual listing fees has been paid to BSE for the financial year ended March 31, 2022 and also for the financial year ending March 31, 2023.
12	Registrar to an Issue and Share Transfer agents	BgSE Financials Limited, RTA Division, 5th Floor, No, 1, J C Road, Bengaluru-560027

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

• Market price data- high, low during each month in the last financial year:

Month wise High, Low and trading volumes of the Company’s Equity shares during the last financial year at BSE are given below.

High Rs	Low Rs	No of shares traded
895.00	724.00	23270
821.75	590.00	2840
639.50	431.05	5967
523.85	443.00	3731
565.90	436.00	12720
539.50	480.00	10162
544.00	461.60	4341
504.00	416.40	34993
497.65	410.20	19177
495.00	379.00	9209
414.60	345.00	5754
388.40	335.00	40965

Comparison of the company’s share price with BSE Sensex:

Month	Closing price of Mac Charles at BSE	BSE Sensex
Apr-22	730.70	57060.87
May-22	590.00	55566.41
Jun-22	480.00	53018.94
Jul-22	480.00	57570.25
Aug-22	525.00	59537.07
Sep-22	490.10	57426.92
Oct-22	473.70	60746.59
Nov-22	425.40	63099.65
Dec-22	445.00	60840.74
Jan-23	406.45	59549.9
Feb-23	356.00	58962.12
Mar-23	355.20	58991.52

Performance in comparison to broad based indices such as BSE Sensex during the financial year 2022-23 is furnished below:

Company’s Share price	BSE closing price Rs	BSE Sensex
As on 01-04-2022	730.70	57060.87
As on31-03-2023	355.20	58991.52
Change (%)	(48.61%)	103.39%

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

• In case securities are suspended from trading, the directors report shall explain the reason thereof

The securities of the Company were not suspended from Trading on BSE Limited, the Stock Exchange during the year under review.

Share transfer system

As per the requirement of Regulation 40(9) of the Listing Regulations, which deals with transfer and transposition of securities, company has obtained the half yearly certificates, from Mr. Umesh P Maskeri, Practicing Company Secretary for due compliance of share transfer formalities.

Trading in equity shares of the Company through recognized Stock Exchanges is permitted only in dematerialized form. Pursuant to amended Regulation 40 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, with effect from 1st April 2019, requests for effecting transfer of securities shall not be processed unless the securities are held in the dematerialized form with a depository.

Distribution of shareholding:

Distribution of shareholding by category as on March 31, 2023 is as under:

Sl No	No of Equity shares	No of shareholders	% of Shareholders	Number of shares	% of shareholding
1	Upto 500	7865	96.56	900652	6.86
2	510-1000	156	1.92	118707	0.91
3	1001-2000	60	0.74	91540	0.70
4	2001-3000	18	0.22	45024	0.34
5	3001-4000	6	0.07	21805	0.17
6	4001-5000	5	0.06	22126	0.17
7	5001-10000	8	0.10	53742	0.41
8	10001-50000	19	0.23	513005	3.92
9	50001 and above	8	0.10	11334451	86.52
	Total	8142	100.00	13101052	100

Categories of shareholders as on March 31, 2023:

Category	No of shareholders	Total number of shares	% of total Paid up Equity share capital
Promoter/ Corporate bodies	2	9665787	73.78
Promoter/NRI	1	160000	1.22
Financial Institutions/Banks Investors	3	3200	0.02

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Category	No of shareholders	Total number of shares	% of total Paid up Equity share capital
Bodies Corporate	47	1135948	8.55
Resident Public	8091	1448018	13.42
Investor EducationandProtection Fund	1	394650	3.01
Total	8145	13101052	100

Dematerialization of shares and liquidity

The Equity shares of the Company have been admitted for dematerialisation with the Central Depository Services (India) Limited (“CDSL”) and National Securities Depository Limited (“NSDL”). The details of number of equity shares of the Company which are in dematerialised and physical form as on March 31 2023 are given below:

Particulars	Number of shares	% to total number of shares	Number of shareholders	% total number of shareholders
Dematerialised Form
CDSL(A)	965639	7.37	1557	19.11
NSDL (B)	11647549	88.91	2954	36.27
Sub total (A)+(B)	12613188	96.28	4511	55.38
Physical form (C)	487864	3.72	3634	44.62
Total (A)+(B)+(C)	13101052	100	8145	100

Entire shareholding of promoters and promoter group is held in dematerialised form and Company is in compliance with the provisions of Regulation.

Difference between Issued Capital, Listed Capital and Capital as per Register of Members:

S. No	Paid up Share Capita as per	Amount Rs	Difference in Rs	Reasons for difference
1	Register of Members as per RTA	13,10,10,520	6,000	600 shares of the face value of Rs 10 each being bonus shares have been kept in abeyance on account of orders of Special Court and not listed by the BSE.
2	Listed Capital on BSE	13,10,04,520

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Outstanding GDRs / 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, 2023, the Company does not have any outstanding GDRs / ADRs / Warrants or any convertible instruments.
Commodity price risk or foreign exchange risk and hedging activities: Nil
Plant locations Company operates from: Windmill operation – Gadag, Bellary
Rental Income – Embassy Tech Square, Bengaluru
Address for correspondence - 1st Floor, Embassy Point, 150 Infantry Road, Cunningham Road, Bangalore-560 052
List of all credit ratings obtained by the entity : Not applicable

13. OTHER DISCLOSURES

Disclosures on materially significant related party transactions that may have potential conflict with the interests of listed entity at large

During FY 2022-23, there were no materially significant transactions entered into between the Company and its promoters, Directors or the Management, Holding Company, Subsidiaries, Associates or relatives that may have potential conflict with the interest of the Company at large except for those mentioned in the Directors’ Report. Company has entered into transactions with related parties pursuant to the provisions of Regulation 23 of SEBI LODR as under:

Further, details of related party transactions form part of notes to accounts of the Annual Report and a policy about same is available on the Company’s website www.maccharlesindia.com.

Details of non-compliance by the listed entity, penalties, strictures imposed on the listed entity by stock exchange or SEBI or any statutory authority, on any matter related to capital markets, during the last three years:

The Company has complied with all the requirements of regulatory authorities with respect to capital markets during the current financial year.

The instances of non-compliances by the Company and penalties or strictures imposed on the Company by the Stock Exchanges or SEBI or any statutory authority, on any matter related to the capital markets during the financial year are furnished as below:

S. No	1
Actiontakenby	BSE Limited
Details of violation	Public shareholding was reduced to below 25 %, which is in not in compliance with Regulation 38 of LODR and Rule 19 and 19-A of Securities Contract (Regulation) Rules, 1957
Details of action taken Eg fines, warning letter, debarment, etc	BSE has imposed a fine of Rs. 44,60,400/-
Current status	The same is waived by BSE team on 10thMay,2023
SlNo	2
Action taken by	BSE Limited
Details of violation	Composition of Risk Management Committee Public shareholding was reduced to below 25 %, which is in not in compliance with Regulation 38 of LODR and Rule 19 and 19-A of Securities Contract (Regulation) Rules, 1957
Details of action taken Eg fines, warning letter, debarment, etc	BSE has imposed a fine of Rs. 2,14,760-
Current status	The Company had renamed the Audit Committee as Audit and Risk management Committee and also effected reconstitutions of both Audit Committee and Risk Management Committee,

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

	whereas for the company falling under Top 1000 companies by market capitalisation, separate constitution of Risk Management Committee was required as per BSE. Since complied and closed.
SlNo	3
Action taken by	BSE Limited
Details of violation	There was an inadvertent delay of one day in intimating BSE about the Board Meeting held on 30/05/2022 as per Reg 29(1) / 29(2) of SEBI LODR
Details of action taken Eg fines, warning letter, debarment, etc	BSE has imposed a fine of Rs. 11,800/-
Current status	Company has remitted the fine amount to BSE. Company has taken precautions to ensure that such delay will not recur in future.

Details of establishment of vigil mechanism, whistle
blower policy and affirmation that no personnel has been denied access to the audit and Risk committee.

Company has adopted a revised Whistleblower policy and vigil mechanism for directors, employees and stakeholders to report concerns about unethical behavior, actual or suspected fraud or violation of the company’s code of conduct. The said policy has been posted on the company’s website at www.maccharlesindia.com. The company affirms that no personnel have been denied access to the Audit and Risk Committee of the Board.

• Weblink where policy for determining material subsidiaries is disclosed:

The audit committee reviews the consolidated financial statements of the Company and the investments made by its unlisted subsidiary companies. The minutes of the board meetings along with a report on significant developments of the unlisted subsidiary companies are periodically placed before the Board of Directors of the Company. The policy on determining the material subsidiary is disclosed on www.maccharlesindia.com.

Web link where policy on dealing with related party transactions is disclosed: www.maccharlesindia.com.

• • Commodity price risk or foreign exchange risk and hedging activities:

Your Company does not deal in any commodity and hence is not directly exposed to any commodity price risk and therefore no question of hedging. The Company has not entered into foreign currency swap/derivative transactions to cover the risk exposure on account of foreign currency transactions. Your Company follows the Accounting Policy and Disclosure Norms for swap/derivative transactions as prescribed by the relevant Regulatory Authorities and Accounting Standards from time to time. The foreign exchange exposure as on March 31, 2023 is NIL.

Company has not raised any funds raised through preferential allotment or Qualified Institutional Placement (“QIP”) as specified under Regulation 32(7A) and hence the question of disclosure of utilization of funds is not applicable to the company.

• Code for Prevention of Insider Trading Practices

During the year under review, the Company revised its Insider Trading policy incorporating policy for determination of Legitimate purposes, mechanism for internal control, mechanism for dealing with suspected leak of unpublished price sensitive information as per the SEBI (Prohibition of Insider Trading) Regulations, 2015 and the same was approved and adopted by the Company effective March 2020. The insider trading Policy is also posted on the website of the Company and can be accessed at www.maccharlesindia.com

Mr. Umesh P Maskeri, practicing Company Secretary to the effect that none of the directors on the Board of the Company has been debarred or disqualified from being appointed or continuing as directors of the Company by the Ministry of Corporate Affairs or any other statutory authority. The same forms part of this report.
All recommendations of various committees of the Board which is mandatorily required, in the relevant financial year, have been accepted by the Board.

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

During the financial year 2022-23, details of total fees for all services paid/payable by the Company and its subsidiary, on a consolidated basis, to the statutory auditor and all entities in the network firm/network entity of which the statutory auditor is a part, is furnished below:

		Amount INR in millions	Amount INR in millions	Amount INR in millions
Particulars	by the company	by the subsidiary	by the subsidiary	by the subsidiary	Total
	Mac Charles	Blue Lagoon	Neptune	Mac Charles Hub
Statutory Audit	5.07	.47	.47	.71	6.72
Taxation & Other Matter	0.71	-	-	-	.71
Out of pocket expenses	0.31	-	-	-	.31
Total	6.09	.47	.47	.71	7.74

Committee (“ICC”). Company has not received any complaint during the financial year.
Disclosure relating to the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013:

14. NON-COMPLIANCE OF ANY REQUIREMENT OF CORPORATE GOVERNANCE REPORT:

The Company has always believed in providing a safe and REQUIREMENT OF CORPORATE harassment- free workplace for every individual working GOVERNANCE REPORT: in the company. The Company has complied with the The Company has complied with all the requirements of applicable provisions of the aforesaid act and rules made Corporate Governance. thereunder, including constitution of Internal Complaint

15.EXTENT TO WHICH DISCRETIONARY REQUIREMENTS AS SPECIFIED IN PART E OF SCHEDULE II HAVE BEEN ADOPTED:

During the year under review, there was no audit qualification in the Auditors’ Report on the Company’s financial statements. The Company continues to adopt best practices to ensure a regime of unqualified financial statements. The Company does not have a Chairman therefore compliance with the requirement of having separate persons to the post of Chairman and Managing Director / Chief Executive Officer does not arise.

Also, Ernst & Young LLP, the Internal Auditors of the Company, make presentations to the audit and Risk committee on their reports. The Company has been filing quarterly, half yearly results with stock exchanges within the stipulated timeline and also publishing on our website www.maccharlesindia.com

Company has complied with all the mandatory requirements of Listing Regulations. The status of compliance with the discretionary requirements, as stated under Part E of Schedule II to the Listing Regulations, is as under:

a. Company has not yet provided a chairman’s office separately. However, all expenses incurred by the Chairman in performance of his duties are reimbursed by the company.
b. Company has not sent half yearly declaration of half yearly performance including summary of to the significant event in the last six months to each household of shareholders.
c. The auditors have expressed an unmodified opinion in their report on the financial statements of the Company.

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

d. The internal auditor reports to the Audit and Risk Committee of Directors.

16. POLICY PERTAINING TO DETERMINATION AND DISCLOSURE OF THE MATERIAL EVENTS/INFORMATION:

The Board of Directors has adopted a revised policy pertaining to determination and disclosure of the material events/information. Accordingly any such material events/information will be disclosed to the concerned either by Chairman or Chief Financial Officer or Company Secretary. The policy on determination and disclosure of material events/information is posted in the website of the company

17. CODE OF CONDUCT:

The members of the board and senior management personnel have affirmed the compliance with Code applicable to them during the year ended March 31, 2023. The declaration signed by the CFO in terms of Regulation 17(5) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 on the compliance declarations received from Independent Directors, Non-executive Directors and Senior Management is annexed to this report.

18.DECLARATION BY CFO STATING THAT THE MEMBERS OF BOARD OF DIRECTORS AND SENIOR MANAGEMENT PERSONNEL HAVE AFFIRMED COMPLIANCE WITH THE CODE OF CONDUCT OF BOARD OF DIRECTORS AND SENIOR MANAGEMENT

In terms of Regulation 17(8) of the Listing Regulations, Chief Financial Officer has provided a certificate to the Board of Directors in the prescribed format , which has been reviewed by the Audit Committee and taken on record by the Board. This certificate is annexed to this Report.

19. COMPLIANCE CERTIFICATE FROM PRACTICING COMPANY SECRETARY REGARDING COMPLIANCE OF CONDITIONS OF CORPORATE GOVERNANCE

Company has obtained the Compliance Certificate from Mr. Umesh P Maskeri, Practicing Company Secretary confirming compliance with the conditions of Corporate Governance as stipulated under Regulation 34 (3) read with Schedule V (E) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 on Corporate Governance, which is attached to this Report.

20. CONFLICT OF INTERESTS:

Each Director informs the Company on an annual basis about the Board and the Committee positions he occupies in other companies including Chairmanships and notifies changes during the year. The Members of the Board while discharging their duties, avoid conflict of interest in the decision making process. The Members of Board restrict themselves from any discussions and voting in transactions in which they have concern or interest.

21. DISCLOSURES WITH RESPECT TO DEMAT SUSPENSE ACCOUNT/UNCLAIMED SUSPENSE

ACCOUNT:

Sl. No.	Particulars(for the Financial Year 2022-23)	No of Cases	No of Equity Shares
1.	Aggregate number of shareholders and the outstanding equity shares in the suspense account lyingat the beginningof theyear;	NIL	NIL

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

2.	Number of shareholders who approached issuer for transfer of equity shares from suspense account duringtheyear;	NIL	NIL
3.	Number of shareholders who approached issuer for transfer of equity shares from suspense account duringtheyear;	NIL	NIL
4.	Number of shareholders who approached issuer for transfer of equity shares from suspense account duringtheyear;	NIL	NIL

22. TRANSFER OF UNPAID DIVIDEND AMOUNT AND RESPECTIVE SHARES TO INVESTOR EDUCATION AND PROTECTION FUND

During the year, the Company has transferred the unclaimed and unpaid dividends of Rs. 45,63,416/- pursuant to Rule 5(4) of Investor Education and Protection Fund Rules, 2016 (“IEPF Rules) and Further NIL corresponding shares on which dividends were unclaimed for seven consecutive years were transferred as per the requirements of the IEPF Rules.

On behalf of the Board of Directors For Mac Charles (India) Limited

Sd/Sd/P.B.Appiah P.R.Ramakrishnan Director Director DIN: 00215646 DIN: 00055416

Place :Bengaluru Date: 11.08.2023

Registered office & Website site and Email ID 1[st] Floor Embassy Point 150 Infantry Road, Bangalore - 560001 www.maccharlesindia.com [email protected]

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

CERTIFICATE OF NON-DISQUALIFICATION OF DIRECTORS

(pursuant to Regulation 34(3) and sub clause (10) (i) of Para C of Schedule V the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015)

The Members of Mac Charles (India) Limited 1st Floor, Embassy Point 150, Infantry Road , Bangalore-560001

I have examined the relevant registers, records, forms, returns and disclosures received from the Directors of Mac Charles (India) Limited having CIN L55101KA1979PLC003620 and having registered office at 1[st] Floor, Embassy Point 150 Infantry Road, Bangalore - 560001 (hereinafter referred to as ‘the Company’), produced before me by the Company for the Financial Year ended on March 31, 2023 for the purpose of issuing this Certificate, in accordance with Regulation 34(3) read with sub clause 10 (i) of Para-C of Schedule V of the Securities Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

In my opinion and to the best of my 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 me by the Company and its officers, I hereby certify that none of the Directors on the Board of the Company as stated below for the Financial Year ended on March 31, 2023 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.

Sl No	Name of Director	DIN	Date of appointment in company
1	Mr. Pandithacholanallur Ramakrishnan Rajagopalan	00055416	01-12-2016
2	Mr. Appiah Palecanda Bopanna	00215646	26-08-2000
3	Mr. Sartaj Sewa Singh	01820913	26-06-2020
4	Mr. Aditya Virwani	06480521	01-12-2016
5	Mrs. Tanya John	06641106	21-08-2015
6	Mr. Suresh Vaswani	06645434	30-07-2013

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Ensuring the eligibility of for the appointment / continuity of every Director on the Board is the responsibility of the management of the Company. My responsibility is to express an opinion on these, based on my 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.

Sd/-

UMESH PARAMESHWAR MASKERI

PRACTICING COMPANY SECRETARY COP No. 12704 FCS No 4831 ICSI UDIN F004831E000782344 Peer Review Certificate No 653/2020

Place: Mumbai Date : August 11, 2023

DECLARATION REGARDING COMPLIANCE BY BOARD MEMBERS AND SENIOR MANAGEMENT PERSONNEL WITH THE COMPANY’S CODE OF CONDUCT [Regulation 34(3) read with Schedule V (Part D) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015]

This is to confirm that the Company has adopted a Code of Conduct for Board of Directors and Senior Management. Code of Conduct is available on the Company’s website.

I hereby declare that all the members of Board of Directors and Senior Management have affirmed compliance with the Code of Conduct of Board of Directors and Senior Management of the Company.

Sd/- Ankit Shah Chief Financial Officer

Place: Bangalore Date: 11.08.2023

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

CHIEF FINANCIAL OFFICER CERTIFICATE

(pursuant to the provisions of LODR)

We certify that :

We have received the financial statements and cash flow statement of Mac Charles (India) Limited for the financial year ended March 31, 2023 and to the best of our knowledge and belief:
i) These statements do not contain any materially untrue statement or omit any material fact or contain statements that might be misleading.
ii) 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.
To the best of our knowledge and belief, there are, no transactions entered by the Company during the financial year ended March 31, 2023 which are fraudulent, illegal or violating the Company’s code of conduct.
We accept responsibility for establishing and maintaining internal controls over financial reporting and we have evaluated the effectiveness of Internal Control Systems of the Company over financial reporting and we have disclosed to the auditors and the audit Committee, deficiencies in eh design or operation of internal control over financial reporting, if any, of which we are aware and steps we have taken, propose to take to rectify these deficiencies. In our opinion, there are adequate internal controls over financial reporting.
We have indicated to the auditors and the audit committee:
i) Significant changes/improvements in internal controls over financial reporting during he financial year ended March 31, 2023.
ii) Significant changes in accounting policies made during the financial year ended March 31, 2023, if any have been disclosed in the notes to the financial statements.
iii) That there are no instances of fraud of which we have become aware and the involvement therein, if any, of the management or an employee having a significant role in the Company’s internal control system over financial reporting.

Place: Bengaluru Date: 11.08.2023

Registered office & Website site and Email ID 1[st] Floor, Infantry Road, Embassy Point Bangalore-560 001 www.maccharlesindia.com [email protected]

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

CERTIFICATE OF COMPLIANCE OF CONDITONS OF CORPORATE GOVERNANCE REQUIREMENTS PURSUANT TO REGULATION 34(3) READ WITH PARA E OF SHCEDULE V TO THE SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015

To the Members of Mac Charles (India) Limited Bangalore-560001

I have examined the compliance of conditions of corporate governance by Mac Charles (India) Limited (“ the Company”) having its Registered Office at 1st Floor, Embassy Point, 150, Infantry Road, Bangalore - 560001 and having Corporate Identity Number as L55101KA1979PLC003620, for the Financial Year ended March 31, 2023, as stipulated in Regulations (17) to (27), clause (b) to (i) of Regulation 46 (2) and paragraphs C, D and E of Schedule V of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”).

The compliance with the terms and conditions contained in the corporate governance is the responsibility of the management of the Company including the preparation and maintenance of all relevant supporting records and documents. My examination was limited to procedures and implementation thereof adopted by the Company for ensuring the compliance of the conditions of Corporate Governance. It is neither an audit nor an expression of opinion on the financial statements of the Company. I further state that such compliance is neither an assurance as to the future viability of the Company nor the efficiency or effectiveness with which the management has conducted the affairs of the Company.

In my opinion and to the best of my information and according to explanation given to me and the representations made by the Directors and the management of the Company, I certify that the Company has complied with the conditions of Corporate Governance as stipulated in the above-mentioned Listing Regulations.

Sd/UMESH PARAMESHWAR MASKERI PRACTICING COMPANY SECRETARY COP No. 12704 FCS No 4831 ICSI UDIN F004831E000782322 ICSI Peer Review Certificate No 653/2020

Place: Mumbai Date : August 11, 2023

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

ANNUAL REPORT ON CORPORATE SOCIAL RESPONSIBILITY (CSR) ACTIVITIES

1. Brief Outline of CSR Policy

The Board of Directors upon the recommendation of the Corporate Social Responsibility Committee have identified the following areas listed in Schedule VII of the Companies Act, 2013 for carrying out its CSR activities:

i. eradicating hunger, poverty and malnutrition, promoting preventive health care and sanitation and making available safe drinking water;
ii. promoting education, including special education and employment enhancing vocation skills especially among children, women, elderly, and the differently abled and livelihood enhancement projects;
iii. measures for the benefit of armed forces veterans, war widows and their dependents;
iv. training to promote rural sports, nationally recognized sports, Paralympic sports and Olympic sports;
v. contribution to the Prime Minister’s National Relief Fund or any other fund set up by the Central Government for socio- economic development and relief and welfare of the Scheduled Castes, the Scheduled Tribes, other backward classes, minorities and women;
vi. contributions or funds provided to technology incubators located within academic institutions which are approved by the Central Government
vii. rural development projects
viii. Slum Area Development
ix. Such other areas as may be included in Schedule VII of the Companies Act, 2013 from time to time

The Projects / Programmes may be undertaken by an Implementation Agency or the Company directly provided that such projects / programmes are in line with the activities enumerated in Schedule VII of the Companies Act, 2013.

The detailed Corporate Social Responsibility Policy is available on the website of the Company.

2. Composition of CSR Committee

The Corporate Social Responsibility (CSR) Committee comprises of the following members:

Mr. P R Ramakrishnan -Director- Member
Mr. P.B. Appaiah - Director - Member
Ms. Tanya Girdhar - Director – Member

3. Average Net Profits

The average net profits i.e. profit before tax of the Company during the three immediately preceding financial years was : Rs. (23.30) Million

4. Prescribed CSR Expenditure

The prescribed CSR expenditure was NIL millions i.e. 2 % of the average net profits mentioned in Pont 3 above.

5. Details of CSR Spend

a. Total amount to be spent for the financial year 2022-23: Rs. NIL
b. Amount spent: NIL
c. Manner in which the amount was spent during the financial year is detailed below: (Amount in Millions)

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

			Projects or activity	Amount
			(1) Local Area or	Outlay	Amount	Cumulativ	Amount
Sl	CSR	Sector in which the	Other	(Budget)	spent on	e	Spent:
No	project or	activity is covered	(2) Specify the	project /	the	Expenditu	Direct or
.	activity		State and District	program	projects	re up to	through
	identified		where	s wise	or	the	implementin
			Projects/Programme		activity	reporting	g agency*
			d undertaken			period
N.A.

6. Responsibility Statement

The implementation and monitoring of Corporate Social Responsibility (CSR) Policy, is in compliance with CSR objectives and policy of the Company.

On behalf of the Board of Directors For Mac Charles (India) Limited Sd/Sd/P B Appiah P.R.Ramakrishnan Director Director DIN: 00215646 DIN: 00055416

Place : Bengaluru Date: 11.08.2023 Registered office Website site and Email ID:

1[st] Floor, Embassy Point, 150 Infantry Road, Bangalore-560 001 www.maccharlesindia.com [email protected]

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

MANAGEMENT DISCUSSION & ANALYSIS REPORT

Our Company has been reporting consolidated results considering the results of its subsidiary. This discussion, therefore, covers the financial results and other developments during April 2022 to March 2023. Some statements in this discussion describing the projections, estimates, expectations or outlook may be forward looking. Actual results may, however, differ materially from those stated because of several factors such as changes in government regulations, tax regimes, economic developments within India and abroad, exchange rates and interest rates fluctuations, impact of competition, demand and supply constraints.

1. GLOBAL ECONOMY

Global economic activity is experiencing a broad-based and sharper-than-expected slowdown, with inflation higher than seen in several decades. The cost-of-living crisis, tightening financial conditions in most regions, Russia’s invasion of Ukraine, and the lingering COVID19 pandemic all weigh heavily on the outlook. Global growth is forecast to slow from 6.0 percent in 2021 to 3.2 percent in 2022 and 2.7 percent in 2023. This is the weakest growth profile since 2001 except for the global financial crisis and the acute phase of the COVID-19 pandemic.

International trade faced challenges due to disruptions in supply chains, reduced demand, and trade tensions. Some sectors, such as e-commerce and technology, thrived, while industries heavily reliant on global supply chains faced difficulties. The recovery in global trade was gradual, with some regions rebounding faster than others.

Inflation emerged as a concern during this period. A combination of factors, including supply chain disruptions, rising commodity prices, and increased demand, led to inflationary pressures in many economies. Central banks responded by closely monitoring inflation levels and considering policy adjustments.

Emerging market economies faced both challenges and opportunities. While some countries struggled with the impact of the pandemic, others capitalized on structural reforms, diversified trade relations, and robust domestic demand to drive growth. However, vulnerabilities

remained in countries heavily reliant on sectors like tourism and commodities.

The pandemic resulted in a significant increase in global debt levels as governments implemented fiscal stimulus measures to support their economies. While such measures were necessary to prevent a deeper economic downturn, the long-term implications of elevated debt levels remain a concern.

2. INDIAN ECONOMY

The overall growth was robust and is estimated to be 6.9 percent for the full year with real GDP growing at around 7.7 percent for the fiscal year 2022/23. There were some signs of moderation in the second half of FY 22/23. Growth was underpinned by strong investment activity bolstered by the government’s capex push and buoyant private consumption, particularly among higher income earners. Inflation remained high, averaging around 6.7 percent in FY22/23 but the current-account deficit narrowed on the back of strong growth in service exports and easing global commodity prices.

3. INDUSTRY INSIGHT

The commercial real estate industry in India has experienced a mix of challenges and opportunities in recent years.

The demand for office spaces in India has been strong, driven by sectors such as information technology, e- commerce, and financial services. Companies have been expanding their operations, leading to increased leasing activity in major cities like Bengaluru, Mumbai, and Delhi-NCR.

The concept of co-working spaces continues to gain popularity in India, catering to startups, freelancers, and small businesses. Co-working operators expanded their presence, offering flexible workspaces and amenities. However, the COVID-19 pandemic and the shift to remote work temporarily affected the demand for such spaces.

Remote work and economic uncertainties led to reduced office space requirements, resulting in a slowdown in leasing activity and increased vacancy rates. However, as the situation stabilizes, companies are gradually returning to physical office spaces.

The commercial real estate industry in India is experiencing technology-driven changes. Smart buildings, energy efficiency measures, and digitization

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

of property management processes are becoming increasingly important. Additionally, evolving workforce preferences, such as the desire for flexible work arrangements, are influencing office space requirements.

In the midst of this uncertainty, we hold an optimistic outlook on various aspects related to the Commercial Real Estate industry. Our company has strategically invested in the construction of a top-tier Commercial Tower in the central business district of Bangalore. Our aim is to create an iconic office building that will be leased to prominent global multinational corporations (MNCs) and other esteemed clients, further enhancing our presence in the market.

Our Project is committed to offering exceptional office spaces and amenities to renowned corporations globally, including those in India. Bangalore continues to be a prominent technology hub, attracting our desired customer base. The cost advantage and affordable rentals in India remain advantageous factors. Furthermore, the increasing significance of technology in the global economy has provided additional benefits to technology companies. Our Project's objective is to provide a premium product and a comprehensive business ecosystem in a prime location within Bangalore's central business district (CBD). This guarantees sustained demand and reinforces the resilience of our project, particularly during uncertain times.

4. MARKET OUTLOOK

The commercial real estate market in India is expected to experience steady growth, particularly in prime locations and major cities. The demand for office spaces remains strong, driven by sectors such as technology, e- commerce, and financial services. Co-working spaces are also expected to play a significant role in the commercial real estate sector.

Even amidst a highly volatile global macro environment, India continues to attract more and more global companies to set up and grow their offshore captive centers. Morgan Stanley, in its recently published report ‘Why This is India’s Decade’, has highlighted offshoring as one of the key “megatrends” which will continue to fuel India’s growth. The dual drivers for this

phenomenon are structural, namely India’s abundant STEM talent and the cost efficiency offered by India’s gateway cities, relative to more expensive and less scalable markets globally. These global captives continue to pursue premium-quality wellness-focused properties, to attract and retain talent and to grow their presence in India.

5. OPPORTUNITIES

The commercial real estate sector in India presents several opportunities for growth and investment. The demand for office spaces in India is expected to continue growing, driven by sectors such as technology, e- commerce, and financial services. With companies expanding their operations and increasing workforce, there is a need for high-quality office spaces in prime locations.

The concept of co-working spaces has gained popularity in India, providing flexible and collaborative work environments. This trend presents opportunities for developers and operators to cater to the needs of startups, freelancers, and small businesses.

Technology-driven solutions are becoming integral to the commercial real estate sector. Incorporating smart technologies, energy-efficient designs, and digital platforms can enhance the efficiency and sustainability of buildings, attracting tech-savvy tenants and investors. While major cities like Mumbai, Delhi, and Bangalore offer significant opportunities, there is also potential in emerging markets and tier-II cities. These locations are experiencing rapid urbanization and economic growth, presenting opportunities for commercial real estate development. The introduction of REITs in India has opened up avenues for retail and institutional investors to invest in income-generating commercial properties. REITs provide liquidity, transparency, and diversification benefits, attracting more investors to the sector.

6. THREATS/ CHALLENGES

Unfavorable changes in government policies and the regulatory environment can adversely impact the performance of the sector. Retrospective policy changes and regulatory bottlenecks may impact profitability and affect the attractiveness of the sector and companies operating within the sector.

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

The sector can be impacted by delays in multiple approval processes which need to be undertaken for every project.

7.	SEGMENT WISE PERFORMANCE AND FINANCIAL PERFORMANCE WITH RESPECT TO OPERATIONAL PERFORMANCE

Factors used to identify the entity’s reportable segments, including the basis of organisation:

The Company’s 100% subsidiary Company is operating a three-star hotel at Kochi, Kerala, this business was sold in March 2022.

The company has divested its non core assets resulting in a profit on sale of Rs 210.69 cr.

The Company has diversified into electricity generation through Wind Turbine Generators (WTG) for captive consumption and sale of electricity to the GESCOM, HESCOM & Group Cative., and third-party consumers. Further, the Company has earnings on investments.

For management purposes, the Company has multiple reportable segments namely: Development of Real Estate , Windmill, Rental Income and others.

Financial performance of the Company is as under:

PARTICULARS Segmentwise Turnover/Revenue	Financial Year ended 31-03-2023	Financial Year ended 31-03-2022
a) Sale of Electricity	108.27	105.55
b) Office Rentals	3.62	114.22
c) Others	1014.56	1153.94
Total Revenue	1126.45	1373.71
Profit/( Loss ) before Depreciation ,Finance Cost & Tax	997.10	1239.59
Less Depreciation	19.13	26.36
Less Finance Cost	325.30	59.58
Profit/( Loss ) before tax	652.67	1153.65
Profit/( Loss ) for theyear	589.75	1110.32
Total Comprehensive Income	588.52	1109.74
Earning Per Share - basic & Diluted- Rs	45.02	84.75

Geographical Information

The geographic information analyses the Company’s revenue and Non-Current Assets by the Company’s country of domicile and other countries. As the Company is engaged in Development of Real Estate property in India, Windmill and Rental income, it has only multiple reportable geographical segment.

Information about major customers

Business segment	Customer
Windmill	Vikas Telecom Pvt. ltd.
Rental Income	LG andInmobi

Apart from above no other customers constituted 10% or more of the total revenue of the Company for the years ended March 31, 2023 and March 31, 2022.

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

8. RISKS AND CONCERNS

Industry Risk

The real estate sector in India is heavily regulated by the central, state and local governments. Real estate developers are required to comply with a number of laws and regulations, including policies and procedures established and implemented by local authorities in relation to land acquisition, transfer of property, registration and use of land. These laws often vary from state to state.

General Economic Conditions:

The Real Estate and Construction Industry is prone to impact due to fluctuations in the economy caused by changes in global and domestic economies, changes in local market conditions, competition in the industry, government policies and regulations, fluctuations in interest rates and foreign exchange rates and other social factors.

Socio-Political Risks:

In addition to economic risks, your Company faces risks from the socio-political environment, internationally as well as within the country and is affected by events like political instability, connect between nations, threat of terrorist activities, occurrence of infectious diseases, extreme weather conditions and natural calamities, etc., which may affect the demand and supply activity.

Company Specific Risks:

The Company specific risks remain by and large the same as mentioned hereinabove. Further, it cannot have effective marketing leverages. The industry in general has a high operating leverage.

9. INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

Internal information systems ensure smooth information to facilitate proper control. Adherence to the systems is then validated through the process of internal audit. The Company has adequate system of internal audit control to ensure that all the assets are safeguarded and

protected. Regular internal audits are conducted by the professional Chartered Accountant firm and reports submitted by these Internal Auditors are periodically reviewed by the Audit Committee of the Board. The findings and compliance/s are reported to the apex level management on a periodic basis. The Company has constituted an in-house Committee for timely implementation of internal audit recommendations. The Company has clear systematic process and well-defined roles and responsibilities for people at different hierarchical levels. This ensures appropriate information on to facilitate monitoring.

DEVELOPMENT IN HUMAN RESOURCES AND INDUSTRIAL RELATIONS

As reported last year, the Company is operating with 6 employees in various roles post closure of its Hotel operations in October 2019.

The Company believes that the quality of the employees is the key to its success in the long run and is committed to provide necessary human resource development and training opportunities to equip them with skills, enabling them to keep pace with ongoing technological advancements and evolve. Employees are provided opportunity to grow and prosper. In the meantime, all efforts are being made to control cost to maintain present level of profitability.

11. DETAILS OF SIGNIFICANT CHANGES IN KEY FINANCIAL RATIOS

The details of significant changes (i.e. change of 25 % or more as compared to the immediately previous financial year) in key financial ratios, alongwith the explanation, are furnished as under:

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

		Ratio for the	Ratio for	Extent of	Explanation for
Sl.No	Particulars of ratio	FY 2021-22	the FY	change over	significant change
			2020-21	the previous	(more than 25 %)
				year in%
1	Debtors turnover	7.42	20.71	(64%)	Basis change in revenue fromoperatioms
2	Inventory turnover	-	-	-	-
3	Interest coverage	3.07	20.81	(85%)	Basis change in finance cost and profit
4	Current ratio	24.27	.95	2455%	Basis change in bank balances other than cash and cashequivalents.
5	Debt Equity	1.11	.43	158%	Basis change in debetures issued during the year
6	Operating profit Margin (%)	-	-	-
7	Net profit margin (%)	52%	81%	(36%)	Basis change in profit .

Change in Return on Net Worth

Return on net worth during the financial year 2022-23 is INR 4739.26 Million as compared to financial year 202122 INR 4021.13 Million.

8. DISCLOSURE OF ACCOUNTING TREATMENT:

The Company has followed all relevant Accounting Standards while preparing the Financial Statements.

9. CAUTIONARY STATEMENT

The views and futuristic statements contained in this report are the perception of management and subject to certain risks and uncertainty that could cause actual results to differ materially from those such statements. Readers should carefully review the other information in this Annual Report and in the Company’s periodic reports. The Company undertakes no obligation to publicly update or revise any of these futuristic statements, whether because of latest information, future events, or otherwise.

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

BUSINESS RESPONSIBILITY & SUSTAINABILITY REPORTING FOR THE FINANCIAL YEAR ENDED MARCH 31, 2023 SECTION A: GENERAL DISCLOSURE

I. DETAILS

1.	Corporate Identity Number (CIN) of the Company	L55101KA1979PLC003620
2.	Name ofthe Company	Mac Charles (India)Limited
3.	Year of Incorporation	1979
4.	Registered Office Address	1stFloor, Embassy Point, 150 Infantry Road, Bangalore–560001
5.	Corporate Office Address	-
6.	Email Id	[email protected]
7.	Telephone	080-4903 0000
8.	Website	www.maccharlesindia.com
9.	Financial Year Reported	2022-23
10.	Name of the Stock Exchange(s) where shares arelisted	BSE Limited
11.	Paid-up Capital	131.01 Million
12.	Name and contact details (telephone, email address) of the person who may be contacted in case of any queries on the Business Responsibility and Sustainability Report (BRSR)	Mr. Ankit Shah Chief Financial Officer Email:[email protected] Ph + 080 4903 0000
13.	Reporting boundary	Disclosures made in this report are on a standalone basis

II. PRODUCTS/SERVICES

Details of business activities (accounting for 90% of the turnover):

S.No.	Description of Main Activity	Description of Business Activity	% of Turnover of the Company
1.	Sale of Electricity	Windmill operations	97
2.	Rental Income	Rental Income	3
15. Products/Services sold bythe Company (accountingfor 90% of the Company’s turnover):

S.No.	Product/Service	NIC Code	% of Total Turnover Contributed
1.	Sale of Electricity	40101	97
2.	Rental Income	70200	3

III. OPERATIONS

Number of locations where plants and/or operations/offices of the entity are situated:

Location	Number of Plants	Number of Offices	Total
National	NIL	The Companyhas only1Officein Bangalore
	62

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

		Wind turbine generators located in Gadag and Bellary Districts	Wind turbine generators located in Gadag and Bellary Districts
International		NIL

17. Markets served by the Entity:

a. Number of Locations

a. Number of Locations
Locations	Number
National(No. ofStates	01 Karnataka
International (No. of Countries)	NIL

b. What is the contribution of exports as a percentage of the total turnover of the entity? – NIL
c. Type of Customers: Business to Business

IV. EMPLOYEES

Details as at the end of the Financial Year: March 2023
a. Employees (including differently abled)

S.No.	Particulars	Total (A)	Male	Male	Female	Female
			Number of Employees (B)	% (B/A)	Number of Employees (C)	% (C/A)
EMPLOYEES
1.	Permanent (D)	06	05	83.33	01	16.67
2.	Other than Permanent employees (on fixed term contract) (E)			NIL
3.	Total Employees (D+E)	06	05	83.33	01	16.67

Note: The Company does not have any workers as defined in the guidance note on BRSR, issued by SEBI.

b. Differently abled Employees and workers: NIL
Participation/Inclusion/Representation of women

Particulars	Total(A)	No. and % of Females
		No. (B)	% (B/A)
Board of Director	6	1	12.5%
KeyManagerialpersonnel	3	1	33.33%

Key Management Personnel refers to the Managing Director and Chief Executive Officer, Whole-time Director, Chief Financial Officer and Company Secretary as defined under Section 203 (1) of the Companies Act, 2013.

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Turnover rate for permanent employees and workers

	FY 2022-23	FY 2022-23	FY 2022-23	FY 2021-22	FY 2021-22	FY 2021-22	FY 2020-21	FY 2020-21	FY 2020-21
	Male	Female	Total	Male	Female	Total	Male	Female	Total
Permanent Employees	Nil	Nil	Nil	40 %	NIL	40 %	NIL	NIL	NIL
Permanent Workers	NIL	NIL	NIL	NIL	NIL	NIL	NIL	NIL	NIL

V. Holding, Subsidiary and Associate Companies (including joint ventures)

(a) Names of holding / subsidiary / associate companies / joint ventures

S. No.	Name of the holding / subsidiary / associate companies / joint ventures (A)	Indicate whether holding/ Subsidiary/ Associate/ Joint Venture	% of shares held by listed entity	Does the entity indicated at column A, participate in the Business Responsibility initiatives of the listed entity? (Yes/No)
1.	Embassy Property Developments Pvt Ltd	Holding	73.41%	No

VI. CSR DETAILS

(i) Whether CSR is applicable as per section 135 of Companies Act, 2013: No for the FY 2022-23 (ii) Turnover (in Rs.) 1126.45 Million
(iii) Net worth (in Rs.) 4739.26 Million

VII. TRANSPARENCY AND DISCLOSURES COMPLIANCES

Complaints/Grievances on any of the principles (Principles 1 to 9) under the National Guidelines on Responsible Business Conduct:

Stakeholder group from whom complaint is received	Grievance Redressal Mechanism in Place (Yes/No) *(If Yes, then* *provide web-* *link* *for* *grievance* *redress* *policy)*		FY 2022-23			FY 2021-22
		Number of complaints filed during the year	Number of complaints pending resolution at close of the year	Remarks	Number of complaints filed during the year	Number of complaints pending resolution at close of the year	Remarks
Communities	Yes	NIL	NIL	NIL	N.A.	N.A.	N.A.

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23


Investors (other than shareholders)	Yes	NIL	NIL	NIL	N.A.	N.A.	N.A.
Shareholders	Yes	NIL	NIL	NIL	N.A.	N.A.	N.A.
Employees and workers	Yes	NIL	NIL	NIL	N.A.	N.A.	N.A.
Customers	Yes	NIL	NIL	NIL	N.A.	N.A.	N.A.
Value Chain Partners	Yes	NIL	NIL	NIL	N.A.	N.A.	N.A.
Other (please specify)	Yes	NIL	NIL	NIL	N.A.	N.A.	N.A.

24. Overview of the entity’s material responsible business conduct issues:

Please indicate material responsible business conduct and sustainability issues pertaining to environmental and social matters that present a risk or an opportunity to your business, rationale for identifying the same, approach to - adapt or mitigate the risk along with its financial implications, as per the following format

S.No.	Material issue identified	Indicate whether risk or opportunity (R/O)	Rationale for identifying the risk / opportunity	In case of risk, approach to adapt or mitigate	Financial implications of the risk or opportunity (Indicate positive or negative implications)
N.A.

SECTION B: MANAGEMENT AND PROCESS DISCLOSURES MANAGEMENT AND PROCESS DISCLOSURES

The National Guidelines for Responsible Business Conduct (NGRBCs) as prescribed by the Ministry of Corporate Affairs advocates nine principles referred as P1-P9 as given below:

P1 Businesses should conduct and govern themselves with integrity, and in a manner that is Ethical, Transparent and Accountable.

P2 Businesses should provide goods and services in a manner that is sustainable and safe.

P3 Businesses should respect and promote the well-being of all employees, including those in their value chains.

P4 Businesses should respect the interests of and be responsive to all its stakeholders.

P5 Businesses should respect and promote human rights.

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

P6 Businesses should respect and make efforts to protect and restore the environment.

P7 Businesses, when engaging in influencing public and regulatory policy, should do so in a manner that is responsible and transparent.

P8 Businesses should promote inclusive growth and equitable development.

P8Businesses should promote inclusive growth and equitable development.	P8Businesses should promote inclusive growth and equitable development.	P8Businesses should promote inclusive growth and equitable development.	P8Businesses should promote inclusive growth and equitable development.	P8Businesses should promote inclusive growth and equitable development.	P8Businesses should promote inclusive growth and equitable development.	P8Businesses should promote inclusive growth and equitable development.	P8Businesses should promote inclusive growth and equitable development.	P8Businesses should promote inclusive growth and equitable development.	P8Businesses should promote inclusive growth and equitable development.
P9Businesses should engage with and provide value to their consumers in a responsible manner.
Disclosure Questions	P1	P2	P3	P4	P5	P6	P7	P8	P9
1. a. Whether your entity’s policy/policies cover each principle and its core elements of the NGRBCs. (Yes/No)	Yes	Yes	Yes	Yes	Yes	Yes	Yes	Yes	Yes
b. Has the policy been approved by the Board? (Yes/No)	Policies mandated under the Companies Act, 2013 and SEBI (LODR) Regulations, 2015 are approved by the Board and other applicable policies are approved by the Directors or Functional Heads of the Company as appropriate.
c. Web Link of the Policies, if available	https://www.maccharlesindia.com/Polices.html
2. Whether the entity has translated the policy into procedures. (Yes / No)	Yes	Yes	Yes	Yes	Yes	Yes	Yes	Yes	Yes
3. Do the enlisted policies extend to your value chainpartners? (Yes/No)	No	No	No	No	No	No	No	No	No
4. Name of the national and international codes/certifications/labels/ standards (e.g. Forest Stewardship Council, Fairtrade, Rainforest Alliance, Trustea) standards (e.g. SA 8000, OHSAS, ISO, BIS) adopted by your entity and mapped to each principle.	N.A.	N.A.	N.A.	N.A.	N.A.	N.A.	N.A.	N.A.	N.A.
5. Specific commitments, goals and targets set by the entity with defined timelines, if any.	N.A.	N.A.	N.A.	N.A.	N.A.	N.A.	N.A.	N.A.	N.A.
6. Performance of the entity against the specific commitments, goals and targets along-with reasons in case the same are not met.	N.A.	N.A.	N.A.	N.A.	N.A.	N.A.	N.A.	N.A.	N.A.
Governance, leadership and oversight
7. Statement by director responsible for the business responsibility report, highlighting ESG related challenges, targets and achievements (listed entity has flexibility regarding the placement of this disclosure)
8. Details of the highest authority responsible for implementation and oversight of the Business Responsibility policy (ies).	Board of Directors
9. Does the entity have a specified Committee of the Board/ Director responsible for decision making on sustainability related issues? (Yes / No). If yes, provide details.	CSR Committee looks at community/ social related initiatives, and for sustainability related activities within the organisation, Whole Time Directors and CFO are involved.

Details of Review of NGRBCs by the Company:

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Subject for Review	Indicate whether review was undertaken by Director/committee of the Board/Any other committee	Indicate whether review was undertaken by Director/committee of the Board/Any other committee	Indicate whether review was undertaken by Director/committee of the Board/Any other committee	Indicate whether review was undertaken by Director/committee of the Board/Any other committee	Indicate whether review was undertaken by Director/committee of the Board/Any other committee	Indicate whether review was undertaken by Director/committee of the Board/Any other committee	Indicate whether review was undertaken by Director/committee of the Board/Any other committee	Indicate whether review was undertaken by Director/committee of the Board/Any other committee	Indicate whether review was undertaken by Director/committee of the Board/Any other committee	Frequency (Annually/Half- Yearly/Quarterly/Any other-please specify)	Frequency (Annually/Half- Yearly/Quarterly/Any other-please specify)	Frequency (Annually/Half- Yearly/Quarterly/Any other-please specify)	Frequency (Annually/Half- Yearly/Quarterly/Any other-please specify)	Frequency (Annually/Half- Yearly/Quarterly/Any other-please specify)	Frequency (Annually/Half- Yearly/Quarterly/Any other-please specify)	Frequency (Annually/Half- Yearly/Quarterly/Any other-please specify)	Frequency (Annually/Half- Yearly/Quarterly/Any other-please specify)	Frequency (Annually/Half- Yearly/Quarterly/Any other-please specify)
	P 1	P 2	P 3	P 4	P 5	P 6	P 7	P 8	P 9	P 1	P 2	P 3	P 4	P 5	P 6	P 7	P 8	P 9
Performance against above policies and follow up action	Board of Directors									Annually
Compliance with statutory requirements of relevance to the principles and rectification of any non-compliance
11. Has the entity carried out independent assessment/evaluation of the working of its policies by the external agency? (YES/NO). If yes provide name of the agency: No, however all policies and processes are subject to audits / reviews done internally in the Company from time to time.

If answer to question (1) above is “No” i.e. not all Principles are covered by a policy, reasons to be stated:

Questions	P 1	P 2	P 3	P 4	P 5	P 6	P 7	P 8	P 9
The entity does not consider the Principles material to its business (Yes/No)	-	-	-	-	-	-	-	-	-
The entity is not at a stage where it is in a position to formulate and implement the policies on specified principles (Yes/No)	-	-	-	-	-	-	-	-	-
The entity does not have the financial or/human and technical resources available for the task (Yes/No)	-	-	-	-	-	-	-	-	-
It is planned to be done in the next financial year (Yes/No)	-	-	-	-	-	-	-	-	-
Any other reason(please specify)	-	-	-	-	-	-	-	-	-

SECTION C: PRINCIPLE WISE PERFORMANCE DISCLOSURE

PRINCIPLE 1 Businesses should conduct and govern themselves with integrity, and in a manner that is Ethical, Transparent and Accountable.

ESSENTIAL INDICATORS

Percentage coverage by training and awareness programmes on any of the Principles during the financial year :

Company is engaged in the business generation of electricity by operating windmills . This activity is a non-polluting industry and does not have any adverse impact on the environment.

Segment	Total number of Training and awareness programmes held	Topics/principles covered under the training and its impact	% of age of persons in respective category covered by the awareness programmes
Board of Directors	During FY 2022-23, various updates were made at the Board and Committee meetings. Independent Directors in their capacity as members of various Committees of the Board were informed on developments relating to diverse topics

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

	such as regulatory, economic and operating environmental changes, new business initiatives, Corporate Governance and various risk indicators. Strategic presentations were made to the Directors, regularly on Company strategy, performance and growth plans. These presentations covered the entire range of business activities including macro-economic and market review, equity performance, earnings outlook, operational efficiencies, service and product offerings, update on sales performance, digitisation initiatives, customer engagement strategies, risk management framework, CSR initiatives, business sustenance and employee practices.	such as regulatory, economic and operating environmental changes, new business initiatives, Corporate Governance and various risk indicators. Strategic presentations were made to the Directors, regularly on Company strategy, performance and growth plans. These presentations covered the entire range of business activities including macro-economic and market review, equity performance, earnings outlook, operational efficiencies, service and product offerings, update on sales performance, digitisation initiatives, customer engagement strategies, risk management framework, CSR initiatives, business sustenance and employee practices.	such as regulatory, economic and operating environmental changes, new business initiatives, Corporate Governance and various risk indicators. Strategic presentations were made to the Directors, regularly on Company strategy, performance and growth plans. These presentations covered the entire range of business activities including macro-economic and market review, equity performance, earnings outlook, operational efficiencies, service and product offerings, update on sales performance, digitisation initiatives, customer engagement strategies, risk management framework, CSR initiatives, business sustenance and employee practices.
Key Managerial Personnel	Every employee of the Company is expected to work with ‘Compliance with Conscience’ in their work and their interactions with customers and stakeholders. The Company has zero tolerance towards any violation or misconduct on grounds on non-compliance. Our employee value proposition – PLEDGE also emphasises on creating an environment which protects against any kind of biases and facilitates professionalism in all engagements. The Company has a Code of Conduct (Code) which defines the professional and ethical standards that employees and Directors need to adhere to in compliance with all applicable statutory laws, regulations and internal policies.
Employees other than BOD and KMPs
Workers	-	-	-

Details of fines / penalties /punishment/ award/ compounding fees/ settlement amount paid in proceedings (by the entity or by directors / KMPs) with regulators/ law enforcement agencies/ judicial institutions, in the financial year, in the following format (Note: the entity shall make disclosures on the basis of materiality as specified in Regulation 30 of SEBI (Listing Obligations and Disclosure Obligations) Regulations, 2015 and as disclosed on the entity’s website): NIL
Of the instances disclosed in Question 2 above, details of the Appeal/ Revision preferred in cases where monetary or non-monetary action has been appealed .

Case Details	Name of the regulatory/enforcement agencies/judicial institution
N.A.

Does the entity have an anti-corruption or anti-bribery policy? If yes, provide details in brief and if available, provide a web-link to the policy :

Yes, the Company has an anti-corruption and anti-bribery policy which is available on the website of the company. Weblink as below:

https://www.maccharlesindia.com/doc/polices/Policy-on-Anti-Bribery.pdf

Number of Directors/KMPs/employees/workers against whom disciplinary action was taken by any law enforcement agency for the charges of bribery/ corruption :

	FY 2022-23	FY 2021-22
Directors	N.A.	N.A.
KMPs	N.A.	N.A.
Employees	N.A.	N.A.
Workers	N.A.	N.A.

Details of complaints with regard to conflict of interest :

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

	FY 2022-23	FY 2022-23	FY 2021-22	FY 2021-22
	Number	Remarks	Number	Remarks
Number of Complaints received in relation to issues of conflict of interest of the Directors	N.A.	N.A.	N.A.	N.A.
Number of Complaints received in relation to issues of conflict of interest of theKMPs	N.A.	N.A.	N.A.	N.A.

Provide details of any corrective action taken or underway on issues related to fines / penalties / action taken by regulators/ law enforcement agencies/ judicial institutions, on cases of corruption and conflicts of interest.: Not Applicable

LEADERSHIP INDICATORS:

Awareness programmes conducted for value chain partners on any of the Principles during the financial year: NIL
Company’s processes in place to avoid/manage conflict of interests involving members of the Board? There is a Board approved ‘Code of Conduct’ comprising of the principles and the measures to manage conflicts to conduct its activities in an ethical and transparent manner.

The policy applies to all Directors and Senior Management of the Company.

The Company has established a tradition of best practices in managing Conflict of Interest (‘COI’) through adoption of a strong corporate governance framework. The governance framework adopted by the Company includes independent Board, the separation of the Board’s supervisory role from the exclusive management and the constitution of Committees of the Board, generally comprising a majority of Independent Directors and chaired by an Independent Director, to oversee critical areas.

The Directors, on an annual basis, provide an affirmation that they have complied with the Framework for the financial year and that there were no instances of COI during the year. Further, in terms of the Companies Act, 2013, the Directors do not participate in discussions on agenda items in which they are interested.

PRINCIPLE 2 Businesses should provide goods and services in a manner that is sustainable and safe ESSENTIAL INDICATORS

Percentage of R&D and capital expenditure (capex) investments in specific technologies to improve the environmental and social impacts of product and processes to total R&D and capex investments made by the entity, respectively.

	Current Financial Year	Previous Financial Year	Details of improvements in environmental and Social impacts
R&D	N.A.	N.A.	N.A.
Capex	N.A.	N.A.	N.A.

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

a. Does the entity have procedures in place for sustainable sourcing? (Yes/No) b. If yes, what percentage of inputs were sourced sustainably?

The consumption of resources is limited to running of operations and sourcing of inputs is not relevant to our core activities.

Describe the processes in place to safely reclaim your products for reusing, recycling and disposing at the end of life : Given the nature of business, there is limited scope for reusing or recycling of products.
Whether Extended Producer Responsibility (EPR) is applicable to the Company’s activities (Yes / No). If yes, whether the waste collection plan is in line with the Extended Producer Responsibility (EPR) plan submitted to Pollution Control Boards? If not, provide steps taken to address the same .: Not Applicable

LEADERSHIP INDICATORS:

Has the entity conducted Life Cycle Perspective / Assessments (LCA) for any of its products (for manufacturing industry) or for its services (for service industry)? If yes, provide details in the following format ? - Not Applicable
If there are any significant social or environmental concerns and/or risks arising from production or disposal of your products / services, as identified in the Life Cycle Perspective / Assessments (LCA) or through any other means, briefly describe the same along-with action taken to mitigate the same.

Not Applicable

Percentage of recycled or reused input material to total material (by value) used in production (for manufacturing industry) or providing services (for service industry). – NIL
Of the products and packaging reclaimed at end of life of products, amount (in metric tonnes) reused, recycled, and safely disposed, as per the following format :

		FY 2022-23			FY 2021-22
Plastics (including packaging)	N.A.	N.A.	N.A.	N.A.	N.A.	N.A.
E Waste	N.A.	N.A.	N.A.	N.A.	N.A.	N.A.
Hazardous waste	N.A.	N.A.	N.A.	N.A.	N.A.	N.A.
Other waste	N.A.	N.A.	N.A.	N.A.	N.A.	N.A.

Reclaimed products and their packaging materials (as percentage of products sold) for each product category: Not Applicable

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

PRINCIPLE 3 Businesses should respect and promote the well-being of all employees, including those in their value chains.

ESSENTIAL INDICATORS

1. a. Details of measures for the well-being of employees

Categor y				% of Employees covered by	% of Employees covered by	% of Employees covered by	% of Employees covered by	% of Employees covered by	% of Employees covered by
	Tota l (A)	Health Insurance		Accident Insurance		Maternity Benefits		Paternity Benefits		Day Care Facilities
		Numbe r (B)	% (B/A )	Numbe r (C)	% (C/A )	Numbe r (D)	% (D/A )	Numbe r (E)	% (E/A )	Numbe r (F)	% (F/A )
				Permanent Employees
Male	5	5	83.3 3	-	-	-	-	-	-	-	-
Female	1	1	16.7 7	-	-	-	-	-	-	1	100
Total	6	6	100	-	-	-	-	-	-	-	-
				Other than permanent employees
Male	-	-	-	-	-	-	-	-	-	-	-
Female	-	-	-	-	-	-	-	-	-	-	-
Total	-	-	-	-	-	-	-	-	-	-	-
b. Details of measures for the well-being of Workers
Categor y				% of workers covered by
	Tota l (A)	Health Insurance		Accident Insurance		Maternity Benefits		Paternity Benefits		Day Care Facilities
		Numbe r (B)	% (B/A )	Numbe r (C)	% (C/A )	Numbe r (D)	% (D/A )	Numbe r (E)	% (E/A )	Numbe r (F)	% (F/A )
				Permanent workers
Male	N.A.	N.A.	N.A.	N.A.	N.A.	N.A.	N.A.	N.A.	N.A.	N.A.	N.A.
Female	N.A.	N.A.	N.A.	N.A.	N.A.	N.A.	N.A.	N.A.	N.A.	N.A.	N.A.
Total	N.A.	N.A.	N.A.	N.A.	N.A.	N.A.	N.A.	N.A.	N.A.	N.A.	N.A.
				Other than permanent workers
Male	N.A.	N.A.	N.A.	N.A.	N.A.	N.A.	N.A.	N.A.	N.A.	N.A.	N.A.
Female	N.A.	N.A.	N.A.	N.A.	N.A.	N.A.	N.A.	N.A.	N.A.	N.A.	N.A.
Total	N.A.	N.A.	N.A.	N.A.	N.A.	N.A.	N.A.	N.A.	N.A.	N.A.	N.A.

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Details of retirement benefits, for Current FY and Previous Financial Year.

Benefits		FY 2022-23			FY 2021-22
	No. of employees covered as a % of total employees	No. of workers covered as a % of total workers	Deducted and deposited with the authority (Y/N/N.A)	No. of employees covered as a % of total employees	No. of workers covered as a % of total workers	Deducted and deposited with the authority (Y/N/N.A)
PF	100%	N.A.	100%	100%	N.A.	100%
Gratuity	100%	N.A.	N.A.	100%	N.A.	N.A.
ESI	100%	N.A.	100%	100%	N.A.	100%
Others – Please Specify	100%	N.A.	N.A.	100%	N.A.	N.A.

3. Accessibility of workplaces

All our offices have wheelchair friendly elevators which can be accessed from the parking lot, thus making access friendly to our differently abled employees and visitors. Dedicated washrooms are also made available in our office premises.

Does the entity have an equal opportunity policy as per the Rights of Persons with Disabilities Act, 2016? If so, provide a web-link to the policy: No
Return to work and Retention rates of permanent employees and workers that took parental leave.

Gender	Return to work rate	Retention Rate
Male	100%	NIL
Female	100%	NIL

Is there a mechanism available to receive and redress grievances for the following categories of employees and worker? If yes, give details of the mechanism in brief:

Yes/No

Permanent Employees

The Company has a culture where employees can
freely raise and discuss issues concerning themselves
with their Superiors, Business Leaders or Human
Resource (HR) Managers.
Any cases falling under the purview of the Whistle
Blower Policy or Senior Management Escalations are
handled as per the Whistle Blower Policy, which
enables employees to freely communicate their
concerns on illegal
or
unethical
practices
by
writing
to
[email protected].

Other than permanent employees

The Company does not have any workers as defined
inthe guidancenote on BRSR.

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Membership of employees and worker in association(s) or Unions recognised by the listed entity: NIL
Details of training given to employees and workers:

Category		FY 2022-23	FY 2022-23				FY 2021-22	FY 2021-22	FY 2021-22	FY 2021-22
	Total (A)	On Health and Safety measures		On Skill upgradation		Total (D)	On Health and Safety measures		On Skill upgradation
		No. (B)	% (B- A)	No. (C)	% (C/A)		No. (E)	% (E- D)	No. (F)	% (F/D)
				EMPLOYEES
Male	5	5	100%	5	100%	5	5	100%	5	100%
Female	1	1	100%	1	100%	0	0	0	0	0
Total	6	6	100%	6	100%	5	5	100%	5	100%
				WORKERS
Male	-	-	-	-	-	-	-	-	-	-
Female	-	-	-	-	-	-	-	-	-	-
Total	-	-	-	-	-	-	-	-	-	-

Details of performance and career development reviews of employees and worker:

Category		FY 2022-23	FY 2022-23				FY 2021-22	FY 2021-22	FY 2021-22
	Total (A)	No. (B)	% (B- A)	No. (C)	% (C/A)	Total (D)	No. (E)	% (E- D)	No. (F)	% (F/D)
				EMPLOYEES*
Male	5	5	100%	5	100%	5	5	100%	5	100%
Female	1	1	100%	1	100%	0	0	0	0	0
Total	6	6	100%	6	100%	5	5	100%	5	100%
				WORKERS
Male	-	-	-	-	-	-	-	-	-	-
Female	-	-	-	-	-	-	-	-	-	-
Total	-	-	-	-	-	-	-	-	-	-

*All employees of the Company undergo performance appraisal process as determined by the Company.

10.Health and safety management system:
a. Whether an occupational health and safety management system has been implemented by the entity? (Yes/ No). If yes, the coverage such system?
- Yes, the Company has implemented occupational health and safety management system.
b. What are the processes used to identify work-related hazards and assess risks on a routine and non-routine basis by the entity?
- We identify occupational health and safety risks proactively, for all existing / new / modified activities, processes, products or services, and regulatory changes including routine and non-routine activities. Risk assessment includes quarterly evaluation of incidents that have occurred. Hazardous condition, if any, are identified and prioritized for elimination and control. Once the identified hierarchy of controls is implemented, the risk assessment is revisited to assess the residual risks.

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Risks are also assessed prior to and post the development of new buildings. Experience from previous projects and current operations are also considered. We continually monitor our construction sites where infrastructure is being established.

c. Whether you have processes for workers to report the work-related hazards and to remove themselves from such risks. (Y/N) – Yes.
d. Do the employees/ worker of the entity have access to non-occupational medical and healthcare services? (Yes/ No) - Yes.
11.Details of safety related incidents, in the following format:

Safety Incident/Number	Category	FY 2022-23	FY 2021-22
Lost Time Injury Frequency Rate (LTIFR) (per one million-person hoursworked)	Employees	N.A.	N.A.
	Workers	N.A.	N.A.
Total recordable work-related injuries	Employees	N.A.	N.A.
	Workers	N.A.	N.A.
No. of fatalities	Employees	N.A.	N.A.
	Workers	N.A.	N.A.
High consequence work-related injury or ill-health (excluding fatalities)	Employees	N.A.	N.A.
	Workers	N.A.	N.A.

12.Describe the measures taken by the entity to ensure a safe and healthy workplace: Details are furnished in para 10(a) above
13.Number of Complaints on the following made by employees and workers:

		FY 2022-23		FY 2021-22	FY 2021-22	FY 2021-22
	Filed during the year	Pending resolution at the end of year	Remarks	Filed during the year	Pending resolution at the end of year	Remarks
Working Conditions	N.A	N.A	N.A	N.A	N.A	N.A
Health & Safety	N.A	N.A	N.A	N.A	N.A	N.A

14.Assessments for the year:

Assessments for the year:
	% of your plants and offices that were assessed (by entity or statutory authorities or third parties)
Health and safety practices	100%
WorkingConditions	100%

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

15.Provide details of any corrective action taken or underway to address safety-related incidents (if any) and on significant risks / concerns arising from assessments of health & safety practices and working conditions. Stringent operation controls such as maker and checker control points have been deployed across the operational areas. These are also monitored on a periodic basis. There have been no significant risks / concerns arising from assessments of health and safety practices and working conditions.

LEADERSHIP INDICATORS

Does the entity extend any life insurance or any compensatory package in the event of death of (A) Employees (Y/N) (B) Workers (Y/N). Yes
Provide the measures undertaken by the entity to ensure that statutory dues have been deducted and deposited by the value chain partners. N.A.
Provide the number of employees / workers having suffered high consequence work-related injury / illhealth / fatalities (as reported in Q11 of Essential Indicators above), who have been are rehabilitated and placed in suitable employment or whose family members have been placed in suitable employment:

	Total no. of affected employees/ workers	Total no. of affected employees/ workers	No. of employees/workers that are rehabilitated and placed in suitable employment or whose family members have been placed in suitable employment	No. of employees/workers that are rehabilitated and placed in suitable employment or whose family members have been placed in suitable employment
	FY 2022-23	FY 2021-22	FY 2022-23	FY 2021-22
Employees	N.A.	N.A.	N.A.	N.A.
Workers	N.A.	N.A.	N.A.	N.A.

4. Does the entity provide transition assistance programs to facilitate continued employability and the management of career endings resulting from retirement or termination of employment? (Yes/ No) – The Company during the course of employment provides opportunities for all employees to upskill themselves through domain, skills and leadership trainings. The Company ensured there was no job loss on account of pandemic amongst our workforce.

5. Details on assessment of value chain partners:

	% of value chain partners (by value of business done with such partners) that were assessed
Health and safety practices	As a Health and Safety practice, Health check-up is done for allemployees oncein 2years
WorkingConditions	Covid tests and Vaccinations were done bythe Company

Provide details of any corrective actions taken or underway to address significant risks / concerns arising from assessments of health and safety practices and working conditions of value chain partners. N.A.

PRINCIPLE 4: Businesses should respect the interests of and be responsive to all its stakeholders. Essential Indicators

Describe the processes for identifying key stakeholder groups of the entity: Our stakeholders are our investors, clients, employees, suppliers, government / regulators and the community

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

List stakeholder groups identified as key for your entity and the frequency of engagement with each stakeholder group.

each stakeholder	group.
Stakeholder Group	Whether identified as Vulnerable & Marginalised Group (Yes/No)	Channels of communication (Email, SMS, Newspaper, Pamphlets, Advertisement, community meetings, Notice, Board website) others	Frequency of engagement (Annually/Half yearly/Quarterly/ Others – Please specify)	Purpose and scope of engagement including key topics and concerns raised during such engagement
Shareholders and Investors	No	Quarterly results, Annual Report, Annual General Meeting, Website	Ongoing engagement with at least one engagement ona quarterly basis	To discuss publicly available Company information to shareholders and investors
Government and Regulators	No	Meetings with key regulatory bodies, Written communications, Industry associations.	On going	Regulatory inspections and queries
Vendors	No	One-to-one meetings, Telephonic and email	On going	Assignment and closure of jobs Discussion on scope of work and other details Encouraging E-Invoicing
Employees	No	Direct contact, Email, team engagements, survey, SMS, Calls, Website.	On going	Further to create opportunities to take employee feedback, suggestions, ideas and involve them in the delivery of the Company’s commitment towards its stakeholders.

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Leadership Indicators

Provide the processes for consultation between stakeholders and the Board on economic, environmental, and social topics or if consultation is delegated, how is feedback from such consultations provided to the Board.
Facilitating an environment of regular engagement of the Board with various stakeholders and members of communities, on social topics has been a key factor for deepening our commitments to our social responsibilities. In cases where Board has delegated the consultation, views and feedback of stakeholders are taken in writing and/ or video format and provided to Board.
Whether stakeholder consultation is used to support the identification and management of environmental, and social topics (Yes / No). If so, provide details of instances as to how the inputs received from stakeholders on these topics were incorporated into policies and activities of the entity. Enhancing value to stakeholders is a continuous Company process.
Provide details of instances of engagement with, and actions taken to, address the concerns of vulnerable/ marginalized stakeholder groups.
Facilitating an environment of regular engagement with communities, and also providing facilities for the community members engage with each other is key to success of an initiative.

PRINCIPLE 5 Businesses should respect and promote human rights

Essential Indicators

1. Employees and workers who have been provided training on human rights issues and policy(ies) of the entity, in the following format:


Category		FY 2022-23			FY 2021-22
	Total (A)	No. of employees / workers covered (B)	% (B / A)	Total (C)	No. of employees / workers covered (D)	% (D / C)
		Employees
Permanent	6	6	100	5	5	100
Other than permanent	N.A.	N.A	N.A	N.A.	N.A.	N.A.
Total Employees	6	6	100	5	5	100
		Workers
Permanent	N.A.	N.A	N.A	N.A.	N.A.	N.A.
Other than permanent	N.A.	N.A	N.A	N.A.	N.A.	N.A.
Total Workers	N.A.	N.A	N.A	N.A.	N.A.	N.A.

All employees at the time of joining declare that they have read and understood the Code of conduct and business ethics principles.

2. Details of minimum wages paid to employees and workers, in the following format:

Salaries paid to employees are much more than minimum rates of wages prescribed by the Govt.

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Authorities.

Authorities.
Category		FY 2022-23						FY 2021-22
	Tot al (A)	Equal Minim um Wage		to	More than Minim um Wage		Tot al (D)	Equal Minim um Wage		to	More than Minim um Wage
		No. (B)	% (B / A)		No. (C)	% (C / A)		No. (E)	% (E / D)		No. (F)	% (F / D)
		Employees
*Permanent*
Male	5	0	0		5	100	5	0	0		5	100
Female	1	0	0		1	100	0	0	0		0	0
*Other Permanent* *than*
Male	N.A.	N.A.	N.A.		N.A.	N.A.	N.A.	N.A.	N.A.		N.A.	N.A.
Female	N.A.	N.A.	N.A.		N.A.	N.A.	N.A.	N.A.	N.A.		N.A.	N.A.
					Workers
*Permanent*	N.A.	N.A.	N.A.		N.A.	N.A.	N.A.	N.A.	N.A.		N.A.	N.A.
Male	N.A.	N.A.	N.A.		N.A.	N.A.	N.A.	N.A.	N.A.		N.A.	N.A.
Female	N.A.	N.A.	N.A.		N.A.	N.A.	N.A.	N.A.	N.A.		N.A.	N.A.
*Other Permanent*	N.A.	N.A.	N.A.		N.A.	N.A.	N.A.	N.A.	N.A.		N.A.	N.A.
Male	N.A.	N.A.	N.A.		N.A.	N.A.	N.A.	N.A.	N.A.		N.A.	N.A.
Female	N.A.	N.A.	N.A.		N.A.	N.A.	N.A.	N.A.	N.A.		N.A.	N.A.

3. Details of remuneration/salary/wages, in the following format:

		Male	Female	Female
	Number	Median remuneration/ salary/ wages of respective category	Number	Median remuneration/ salary/ wages of respective category
Board of Directors (BOD)	1	Rs.66,52,782	0	-
Key Managerial Personnel	2	Rs. 39,03,952	1	Rs.4,21,316/ - (FY 22- 23 Paid)
Employees other than BoD and KMP	3	Rs. 16,84,116/- (FY 22-23 Paid)	0	0
Workers	N.A.	N.A.	N.A.	N.A.

The Company has 6 Directors including 3 Independent Directors, 2 Non-Executive Directors and 1 Wholetime Directors. Non-Executive Directors do not draw any remuneration from the Company. Independent Directors are paid sitting fees for attending meetings of the Board and its Committees for attending Board and Committee meetings and official visits.

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

4. Do you have a focal point (Individual/ Committee) responsible for addressing human rights impacts or issues caused or contributed to by the business?

Yes

5. Describe the internal mechanisms in place to redress grievances related to human rights issues.

The Company has adopted employee-oriented policies covering areas such as Code of Conduct and Business Ethics, Whistle Blower Policy and prevention of sexual harassment at workplace, which endeavors to provide an environment of care, nurturance and opportunity to accomplish professional aspirations and provide a safe redressal mechanism for employee grievances.

6. Number of Complaints on the following made by employees and workers:

	FY 2022-23	FY 2022-23			FY 2021-22
	Filed during the year	Pending resolution at the end of year	Remarks	Filed during the year	Pending resolution at the end of year	Remarks
Sexual Harassment	N.A.	N.A.	N.A.	N.A.	N.A.	N.A.
Discrimination at workplace	N.A.	N.A.	N.A.	N.A.	N.A.	N.A.
Child Labour	N.A.	N.A.	N.A.	N.A.	N.A.	N.A.
Forced Labour/Involuntary Labour	N.A.	N.A.	N.A.	N.A.	N.A.	N.A.
Wages	N.A.	N.A.	N.A.	N.A.	N.A.	N.A.
Other human rights related issues	N.A.	N.A.	N.A.	N.A.	N.A.	N.A.

7. Mechanisms to prevent adverse consequences to the complainant in discrimination and harassment cases.

The company commits to protect the complainant and ensure that they are not retaliated against because of any report that they raise in good faith. The Company does not tolerate any form of retaliation against an individual because he or she made a good faith report of an integrity concern. This protection also extends to anyone who assists with or cooperates in an investigation or report of an integrity concern or question. We support those who support our values.

Do human rights requirements form part of your business agreements and contracts? (Yes/No) No

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

9. Assessments for the year:

	% of your plants and offices that were assessed (by entity or statutory authorities or third parties)
Child labour	100%
Forced/involuntarylabour	100%
Sexual harassment	100%
Discrimination at workplace	100%
Wages	100%
Others–please specify	100%

Provide details of any corrective actions taken or underway to address significant risks / concerns arising from the assessments at Question 9 above .

There were no significant risks / concerns arising from the human rights assessments.

Leadership Indicators

Details of a business process being modified / introduced as a result of addressing human rights grievances/complaints . Not Applicable
Details of the scope and coverage of any Human rights due-diligence conducted: NIL
Is the premise/office of the entity accessible to differently abled visitors, as per the requirements of the Rights of Persons with Disabilities Act, 2016?

All of our corporate locations feature elevators that can be reached from the parking lot, making it easier for our differently abled employees and visitors to get around. At the registered Corporate office, dedicated washrooms are also accessible.

Details on assessment of value chain partners:

	% of value chain partners (by value of business done with suchpartners) that were assessed
Sexual Harassment	In all of our dealings, the Company expects its value chain partners to uphold the same values, beliefs, and business ethics as the Company. However no formal examination of value chain partners has been conducted.
Discrimination at workplace
Child Labour
Forced Labour/InvoluntaryLabour
Wages
Others –please specify

Provide details of any corrective actions taken or underway to address significant risks / concerns arising from the assessments at Question 4 above . Not Applicable

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

PRINCIPLE 6: Businesses should respect and make efforts to protect and restore the environment Essential Indicators

Details of total energy consumption (in Joules or multiples) and energy intensity, in the following format:

format:
Parameter	FY 2022-23	FY 2021-22
Total electricity consumption (A)	-	-
Total fuel consumption (B)	-	-
Energy consumption through other sources (C)	-	-
Total energy consumption (A+B+C)	-	-
Energy intensity per rupee of turnover (Total energy consumption/ turnover in rupees)	-	-
Energy intensity_(optional)_– the relevant metric may be selected by the entity	-	-

Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes, name of the external agency. - No

Does the entity have any sites / facilities identified as designated consumers (DCs) under the Performance, Achieve and Trade (PAT) Scheme of the Government of India? (Y/N) If yes, disclose whether targets set under the PAT scheme have been achieved. In case targets have not been achieved, provide the remedial action taken, if any . – Not Applicable

3. Details of disclosure related to water:

The Company’s use of water is strictly limited to human consumption. As we are not a manufacturing organisation, the prescribed table does not apply to the Company. We are hence not required to fill out the table in the prescribed format.

In the office, efforts have been made to ensure that water is used sparingly. Sensor taps are put in office washrooms in a variety of offices to reduce water consumption. Domestic trash (sewage) from offices and branches is not allowed to enter aquatic bodies without treatment.

Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes, name of the external agency - No

Has the entity implemented a mechanism for Zero Liquid Discharge? If yes, provide details of its coverage and implementation . – Not Applicable

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Please provide details of air emissions (other than GHG emissions) by the entity, in the following format : Not Applicable

6. Provide details of greenhouse gas emissions (Scope 1 and Scope 2 emissions) & its intensity,

in the following format:

in the following format:
*Parameter*	*Unit*	FY 2022-23	FY 2021-22
Total Scope 1 emissions (Break-up of the GHG into CO2, CH4, N2O, HFCs, PFCs, SF6, NF3,ifavailable)	Metric tonnes of CO2 equivalent	-	-
Total Scope 2 emissions (Break-up of the GHG into CO2, CH4, N2O, HFCs, PFCs, SF6, NF3, if available)	Metric tonnes of CO2 equivalent	-	-
Total Scope 1 and Scope 2 emissions per rupee of turnover	-	-	-
Total Scope 1 and Scope 2 emission intensity(optional) – the relevant metric may be selected by the entity	-	-	-

Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes, name of the external agency.

Does the entity have any project related to reducing Green House Gas emission? If Yes, then provide details . Not Applicable

8. Provide details related to waste management by the entity, in the following format:

*Parameter*	FY 2022-23	FY 2021-22
Total Wastegenerated (in metric tonnes)
Plastic waste(A)	We do not produce or dispose of any kind of biomedical, ~~c~~onstruction debris or radioactive waste. Hence it is not applicable.
E-waste(B)
Bio-medical waste(C)
Construction and demolition waste(D)
Batterywaste(E)
Radioactive waste(F)
Other Hazardous waste. Please specify, if any.(G)

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Other Non-hazardous waste generated(H).Please specify, if any. (Break-up by composition i.e. by materials relevant to the sector)
*Total (A+B + C + D + E + F + G* *+ H)*
For each category of waste generated, total waste recovered through recycling, re-using or other recovery operations (in metric tonnes)
Category of waste
(i) Recycled	-	-
(ii) Re-used	-	-
(iii) Other recoveryoperations	-	-
*Total*	-	-
For each category of waste generated, total waste disposed by nature of disposal method (in metric tonnes)
Category of waste
(i) Incineration	Our waste generation is minimal and consequently there is no requirement of incineration or landfilling activities.
(ii) Landfilling
(iii) Other disposal operations
*Total*

Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external

agency? (Y/N) If yes, name of the external agency.

9. Briefly describe the waste management practices adopted in your establishments. Describe the strategy adopted by your company to reduce usage of hazardous and toxic chemicals in your products and processes and the practices adopted to manage such wastes.

Our waste management approach is based on the philosophy of reduce, reuse and recycle. We seek to uphold our ambition of zero waste to landfills through active minimization combined with technology investment in recycling and streamlining systems and processes. With our efforts, we contribute to a circular economy and convert waste to resource.

10. If the entity has operations/offices in/around ecologically sensitive areas (such as national parks, wildlife sanctuaries, biosphere reserves, wetlands, biodiversity hotspots, forests, coastal regulation zones etc.) where environmental approvals / clearances are required, please specify details in the following format:

Our office premises is in office park and do not fall within nor are adjacent to protected areas or high-biodiversity areas.

Details of environmental impact assessments of projects undertaken by the entity based on applicable laws, in the current financial year : Not Applicable

12. Is the entity compliant with the applicable environmental law/ regulations/ guidelines in India; such as the Water (Prevention and Control of Pollution) Act, Air (Prevention and Control of Pollution) Act, Environment protection act and rules thereunder (Y/N). If not, provide details

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

of all such non-compliances, in the following format:

Based on the nature of its business, the Company complies with applicable environmental norms.

Leadership Indicators

Provide break-up of the total energy consumed (in Joules or multiples) from renewable and nonrenewable sources, in the following format:

Parameter	FY 2022-23	FY 2021-22
From renewable sources
Total electricity consumption (A)	-	-
Total fuel consumption (B)	-	-
Energy consumption through other sources (C)	-	-
Total energy consumed from renewable sources (A+B+C)	-	-
From non-renewable sources
Total electricity consumption (D)	-	-
Total fuel consumption (E)	-	-
Energy consumption through other sources (F)	-	-
Total energy consumed from non-renewable sources (D+E+F)	-	-

Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes, name of the external agency.

Provide the following details related to water discharged: Not Applicable
Water withdrawal, consumption and discharge in areas of water stress (in kilolitres): For each facility / plant located in areas of water stress, provide the following information:
(i) Name of the area
(ii) Nature of operations
(iii) Water withdrawal, consumption and discharge in the following format: Not applicable

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Please provide details of total Scope 3 emissions & its intensity, in the following format:

*Parameter*	*Unit*	FY 2022-23	FY 2021-22
Total Scope 3 emissions (Break-up of the GHG into CO2, CH4, N2O, HFCs, PFCs, SF6,NF3,if available)	Metric tonnes of CO2 equivalent	-	-
Total Scope 3 emissions per rupee of turnover	-	-	-
Total Scope 3 emission intensity(optional)– the relevant metric may be selected by the entity	-	-	-

Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes, name of the external agency.

With respect to the ecologically sensitive areas reported at Question 10 of Essential Indicators above, provide details of significant direct & indirect impact of the entity on biodiversity in such areas along-with prevention and remediation activities.
Our Company does not have any significant direct and indirect impact on ecologically sensitive areas.
If the entity has undertaken any specific initiatives or used innovative technology or solutions to improve resource efficiency, or reduce impact due to emissions / effluent discharge / waste generated, please provide details of the same as well as outcome of such initiatives, as per the following format: NIL
Does the entity have a business continuity and disaster management plan? Give details in 100 words/ web link.

Not Applicable

Disclose any significant adverse impact to the environment, arising from the value chain of the entity. What mitigation or adaptation measures have been taken by the entity in this regard. Not Applicable
Percentage of value chain partners (by value of business done with such partners) that were assessed for environmental impacts. Not Applicable

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

PRINCIPLE 7 Businesses, when engaging in influencing public and regulatory policy, should do so in a manner that is responsible and transparent

Essential Indicators

a. Number of affiliations with trade and industry chambers/ associations – N.A.
b. List the top 10 trade and industry chambers/ associations (determined based on the total members of such body) the entity is a member of/ affiliated to.

S.No.	Name of the trade and industry chambers/ associations	Reach of trade and industry chambers/ associations (State/National)
N.A

Provide details of corrective action taken or underway on any issues related to anti- competitive conduct

by the entity, based on adverse orders from regulatory authorities.

Name of the Authority	Brief of the Case	Corrective action taken
N.A.

Leadership Indicators

Details of public policy positions advocated by the entity:

S.No.	Public policy advocated	Method resorted for such advocacy	Whether information available in public domain	Frequency of review by board (Annually/Half yearly/quarterly/others – please specify)	Web link, if available
N.A

PRINCIPLE 8 Businesses should promote inclusive growth and equitable development Essential Indicators

Details of Social Impact Assessments (SIA) of projects undertaken by the entity based on applicable laws, in the current financial year – Not Applicable
Provide information on project(s) for which ongoing Rehabilitation and Resettlement (R&R) is being undertaken by your entity, in the following format: Not Applicable
Describe the mechanisms to receive and redress grievances of the community:
Percentage of input material (inputs to total inputs by value) sourced from suppliers:

FY 2022-23 FY 2021-22

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Directly sourced from MSMEs/ small producers	N.A.	N.A.
Sourced directly from within the district and neighbouring districts	N.A.	N.A.

Leadership Indicators

Provide details of actions taken to mitigate any negative social impacts identified in the Social Impact Assessments (Reference: Question 1 of Essential Indicators above):

Details of negative social impact identified	Corrective action taken
N.A.

Provide the following information on CSR projects undertaken by your entity in designated aspirational districts as identified by government bodies:

S.No.	State	Aspirational District	Amount Spent (In INR)
1.	Karnataka	Bengaluru	N.A.

(a)Do you have a preferential procurement policy where you give preference to purchase from suppliers comprising marginalized /vulnerable groups? (Yes/No) No
(b) From which marginalized /vulnerable groups do you procure? N.A.
(c) What percentage of total procurement (by value) does it constitute? N.A.
Details of the benefits derived and shared from the intellectual properties owned or acquired by your entity (in the current financial year), based on traditional knowledge:

S.No.	Intellectual Property based on traditional knowledge	Owned/Acquired (Yes/No)	Benefit shared (Yes/No)	Basis of calculating benefit share
N.A.

Details of corrective actions taken or underway, based on any adverse order in intellectual property related disputes wherein usage of traditional knowledge is involved.


Name of the Authority	Brief of the Case	Corrective action taken
N.A.

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Details of beneficiaries of CSR Projects:

S. No.	CSR Project	No. of persons benefitted from CSR Projects	% of beneficiaries from vulnerable and marginalizedgroups
1.	To implement a holistic health and hygiene program with focus on preventative healthcare, nutrition and sanitation at Government schools	During the FY 2022-23 due to negative average profits, CSR was not spent	-

PRINCIPLE 9 Businesses should engage with and provide value to their consumers in a responsible manner:

Essential Indicators

Describe the mechanisms in place to receive and respond to consumer complaints and feedback.

We receive queries and complaints through 2 channels i.e. Call / Email. Calls are handled at by our Company Secretary Department and emails are in-house.

Turnover of products and/ services as a percentage of turnover from all products/service that carry information about:

about:
	As a percentage to Total Turnover
Environmental and Social Parameters relevant to the product	Not applicable to our products and services
Safe and responsible usage
Recycling and/or safe disposal

Number of consumer complaints in respect of the following:

	FY 2022-23	FY 2022-23	Remarks	FY 2021-22	FY 2021-22	Remarks
	Received during the year	Pending resolution at end of year		Received during the year	Pending resolution at end of year
Dataprivacy	NIL	NIL	NIL	NIL	NIL	NIL
Advertising	NIL	NIL	NIL	NIL	NIL	NIL
Cyber-security	NIL	NIL	NIL	NIL	NIL	NIL

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Delivery of essential services	NIL	NIL	NIL	NIL	NIL	NIL
Restrictive Trade Practices	NIL	NIL	NIL	NIL	NIL	NIL
Unfair Trade Practices	NIL	NIL	NIL	NIL	NIL	NIL
Other	NIL	NIL	NIL	NIL	NIL	NIL

Details of instances of product recalls on account of safety issues:

	Number	Reasonsfor recall
Voluntary recalls	N.A.	N.A.
Forced recalls	N.A.	N.A.

Does the entity have a framework/ policy on cyber security and risks related to data privacy? (Yes/No) If available, provide a web-link of the policy. Yes, the company has web archival policy the link for the same https://www.maccharlesindia.com/Polices.html
Provide details of any corrective actions taken or underway on issues relating to advertising, and delivery of essential services; cyber security and data privacy of customers; re-occurrence of instances of product recalls; penalty / action taken by regulatory authorities on safety of products / services. Not Applicable.

Leadership Indicators

Channels / platforms where information on products and services of the entity can be accessed (provide web link, if available): https://www.maccharlesindia.com/index.html
Steps taken to inform and educate consumers about safe and responsible usage of products and/or services : Not Applicable
Mechanisms in place to inform consumers of any risk of disruption/discontinuation of essential services: Not Applicable
Does the entity display product information on the product over and above what is mandated as per local laws? (Yes/No/Not Applicable) If yes, provide details in brief. Did your entity carry out any survey with regard to consumer satisfaction relating to the major products / services of the entity, significant locations of operation of the entity or the entity as a whole? (Yes/No) Not Applicable
Provide the following information relating to data breaches: Not Applicable
a. Number of instances of data breaches along-with impact
b. Percentage of data breaches involving personally identifiable information of customers

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Independent Auditor’s Report

To the Members of Mac Charles (India) Limited

Report on the Audit of the Standalone Financial Statements

Opinion

We have audited the accompanying standalone financial statements of Mac Charles (India) Limited (‘the Company’), which comprise the Balance Sheet as at 31 March 2023, the Statement of Profit and Loss (including Other Comprehensive Income), the Statement of Cash Flow and the Statement of Changes in Equity for the year then ended, and a summary of the significant accounting policies and other explanatory information.
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 Standards (‘Ind AS’) specified under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015 and other accounting principles generally accepted in India, of the state of affairs of the Company as at 31 March 2023, and its profit (including other comprehensive income), its cash flows and the changes in equity for the year ended on that date.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing 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 financial statements under the provisions of the Act and the rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

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 financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

We have determined the matters described below to be the key audit matters to be communicated in our report.

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Key audit matter How our audit
addressed the key audit
matter
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Key audit matter
How
our
audit
addressed the key audit
matter

Impairment assessment
of
investments
and
loans in subsidiaries
The
Company’s
accounting policy relating
to impairment assessment
of the investments and
loans is set out in note 3.4
respectively
to
the
standalone
financial
statements.
As detailed in note 7 to the
financial statements, as at
31
March
2023,
the
carrying
values
of
Company’s investment in
its subsidiaries amounts to
₹ 3,157.09 million. Further
as detailed for note 8 to
the financial statements,
as at 31 March 2023,
loans given to subsidiaries
amount
to
₹
1297.14
million.
Impairment assessment of
these
investments
and
loans is considered as a
significant risk as there is
a
risk
relating
to
recoverability
of
the
investments and loans,
and
that
impairment
charge, if any, may be
required to be recorded in
the standalone financial
statements.
The
recoverability
of
these
investments is inherently
subjective due to reliance
on land valuations of the
properties held, cash flow
projections
of
these
investee companies.

Our audit procedures
included, but were not
limited to, the following:

Obtained
an
understanding of the
management
process
for
identification
of
possible impairment
indicators
and
process followed by
the management for
impairment testing.

Understood,
evaluated and tested
controls
around
management’s
assessment of the
impairment indicators
and
the
testing
performed.

Compared
the
carrying
value
of
investments
made
and loans given to the
net assets of the
underlying entity, to
identify whether the
net assets, being an
approximation of their
minimum recoverable
amount,
were
in
excess
of
their
carrying amount.

Wherever
the
net
assets were lower
than the recoverable
amount, for material
amounts:

We
obtained
and
verified the valuation
of land parcels and
the properties of

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

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Key audit matter How our audit
addressed the key audit
matter
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Key audit matter
How
our
audit
addressed the key audit
matter

The above impairment test
has
not
resulted
in
recognition
of
any
impairment loss during the
period.
Investment
in
subsidiaries and loans
given to
subsidiaries is identified
as a key audit matter
considering
the
significance of the
balance,
recoverability risks and
involvement of significant
judgment
and
assumptions.

these entities done by
management’s
expert as per the
government
prescribed
circle
rates and prevalent
market rate.

Considered
the
independence,
competence
and
objectivity
of
management’s
external
specialist
involved
in
determination of the
valuation.

Involved
auditor’s
expert
to
independently
assess
such
fair
values as provided by
the management.

Obtained and verified
the
management
certified
cash
flow
projections for
the
projects and tested
the
underlying
assumptions used by
the management in
arriving
at
those
projections.

Determined
the
appropriateness
of
the
valuation
methodology applied
in determining the fair
valuation
of
the
assets
of
the
subsidiaries.

Challenged
the
management on the
underlying
assumptions used for
the
cash
flow
projections,
considering evidence
available to support
these
assumptions
and
our
understanding of the
business.

 We have discussed with management and obtained and reviewed the support letter from the Holding Company, Embassy Property Developments Private Limited, confirming that they would continue to infuse funds / capital into the subsidiaries Blue Lagoon Real Estate Private Limited, Neptune Real Estate Private Limited and Mac Charles Hub Projects Private Limited as and when required for the expansion of business / working capital / repayment of loans to Mac Charles (India) Limited.  Assessed the appropriateness and adequacy of the disclosures made by the management in accordance with applicable accounting standards. Accounting treatment of Our audit procedures, borrowings and included, but were not compliance with limited, to the following: covenants  Evaluated the Refer note 21 to the appropriateness of standalone financial accounting policy for statements for borrowings borrowings in terms of obtained during the year principles enunciated and outstanding as at 31 under Ind AS, March 2023 and refer note including Ind AS 109 3.6 and note 3.15 for the and Ind AS 23; related accounting policy.  Evaluated the design As at 31 March 2023, the and implementation of carrying value of Company’s key borrowings in the nature of financial controls in NonConvertible respect of recognition Debentures (NCDs) of borrowing costs and amounting to ₹ 5,276.94 compliance with million. covenants and tested the operating effectiveness

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Key audit matter How our audit Considering the addressed the key audit significance of amount of matter borrowings and During the current year, of such controls transaction costs, which the Company has issued required considerable throughout the year; further tranches of the audit efforts to test the NCDs for its upcoming  Obtained and read the accounting treatment of real estate projects. The such borrowings, agreements for Company also issued subjectivity involved in issuance of NCDs to finance the estimation of fair value borrowings and upcoming real estate of assets and evaluated the terms project of its subsidiary i.e. determination of financial and conditions as Mac Charles Hub Projects information of the relevant to ensure Private Limited. Significant Guarantor used for debt appropriateness of the transaction costs were covenant compliances accounting treatment; incurred and financial testing, we have guarantees given towards identified this as key audit raising such funds  Reviewing the matter in the amortisation accounted for using the current year audit. schedules and effective interest method performed regiven under Ind AS 109, computation based on Financial instruments (‘Ind the effective interest AS 109’). Auditor’s Report thereon method as per Ind AS 109. The interest cost incurred 6. by the Company on NCDs  Verified compliance of issued for its project has been capitalized as cost of debt covenants as construction of the real specified in borrowing agreements. estate projects for which such specific borrowings  Involved valuation have been obtained in accordance with the specialists as auditor’s principles of Ind AS 23, experts to assist in Borrowing Costs (‘Ind AS evaluating the appropriateness of key 23’). Whereas the interest cost incurred by the assumptions used for fair valuation of assets Company on NCDs issued used for aforesaid debt to finance the project of its subsidiary has been covenant testing. considered as finance cost.  Obtained the financial Further, as per the terms information of the of the related debenture Guarantor from deeds, the Company is management to in this regard. required to comply with ensure that specific certain debt covenants debt covenant in this including on debt respect is complied coverage and ‘Loan to with. Statements Value’ ratios that require the management to  Assessed the maturity 7. perform a fair valuation of profile of the assets pledged as security borrowings to evaluate at end of each reporting the classification and period, and requires disclosure of determination and borrowings as per reporting of the financial applicable accounting standards.

Information other than the Financial Statements and Auditor’s Report thereon

The Company’s Board of Directors are responsible for the other information. The other information comprises the information included in the Annual Report, 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 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.

Further, as per the terms of the related debenture deeds, the Company is required to comply with certain debt covenants including on debt coverage and ‘Loan to Value’ ratios that require the management to perform a fair valuation of assets pledged as security at end of each reporting period, and requires determination and reporting of the financial information of the Guarantor.

Responsibilities of Management and Those Charged with Governance for the Standalone Financial Statements

The accompanying standalone financial statements have been approved by the Company’s Board of Directors. The Company’s Board of Directors are responsible for the matters stated in section 134(5) of the Act with respect to the preparation and presentation 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 Ind AS specified

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

under section 133 of the Act 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 safeguarding of 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 financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the Board of Directors are 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 the Board of Directors either intend to liquidate the Company or to cease operations, or has no realistic alternative but to do so.
Those Board of Directors are also responsible for overseeing the Company’s financial reporting process.

Auditor’s Responsibilities for the Audit of the Standalone Financial Statements

Our objectives are to obtain reasonable assurance about whether the 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 Standards on Auditing 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 financial statements.
As part of an audit in accordance with Standards on Auditing, specified under section 143(10) of the Act we exercise professional judgment and maintain professional skepticism throughout the audit. We also:
Identify and assess the risks of material misstatement of the 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 with reference to financial statements 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 Board of Directors’ 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 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;
Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation;
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

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

were of most significance in the audit of the 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.

Report on Other Legal and Regulatory Requirements

As required by section 197(16) of the Act based on our audit, we report that the Company has paid remuneration to its directors during the year in accordance with the provisions of and limits laid down under section 197 read with Schedule V to the Act.
As required by the Companies (Auditor’s Report) Order, 2020 (‘the Order’) issued by the Central Government of India in terms of section 143(11) of the Act we give in the Annexure I a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.
Further to our comments in Annexure I, as required by section 143(3) of the Act based on our audit, 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 purpose of our audit of the accompanying standalone financial statements;
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 standalone financial statements dealt with by this report are in agreement with the books of account
d) in our opinion, the aforesaid standalone financial statements comply with Ind AS specified under section 133 of the Act;
e) on the basis of the written representations received from the directors and taken on record by the Board of Directors, none of the directors is disqualified as on 31 March 2023 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 with reference to financial statements of the Company as on 31 March 2023 and the operating effectiveness of such controls,

refer to our separate Report in Annexure II wherein we have expressed unmodified opinion; and

g) 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, as detailed in note 34 to the standalone financial statements, has disclosed the impact of pending litigations on its financial position as at 31 March 2023;
ii. the Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses as at 31 March 2023.};
iii. there has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company during the year ended 31 March 2023;
iv.
a. The management has represented that, to the best of its knowledge and belief, as disclosed in note 42 to the standalone financial statements, no funds have been advanced or loaned or invested (either from borrowed funds or securities premium or any other sources or kind of funds) by the Company to or in any persons or entities, including foreign entities (‘the intermediaries’), with the understanding, whether recorded in writing or otherwise, that the intermediary shall, whether, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (‘the Ultimate Beneficiaries’) or provide any guarantee, security or the like on behalf the Ultimate Beneficiaries;
b. The management has represented that, to the best of its knowledge and belief, as disclosed in note 42 to the standalone financial statements, no funds have been received by the Company from any persons or entities, including foreign entities (‘the Funding Parties’), with the understanding, whether recorded in writing or otherwise, that the Company shall, whether directly or indirectly, lend or

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (‘Ultimate Beneficiaries’) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries; and

c. Based on such audit procedures performed as considered reasonable and appropriate in the circumstances, nothing has come to our notice that has caused us to believe that the management representations under sub-clauses (a) and (b) above contain any material misstatement.
v. The Company has not declared or paid any dividend during the year ended 31 March 2023.
vi. Proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 requires all companies which use accounting software for maintaining their books of account, to use such an accounting software which has a feature of audit trail, with effect from the financial year beginning on 1 April 2023 and accordingly, reporting under Rule 11(g) of Companies (Audit and Auditors) Rules, 2014 (as amended) is not applicable for the current financial year.

For Walker Chandiok & Co LLP Chartered Accountants Firm’s Registration No.: 001076N/N500013

Sd/-

Hemant Maheshwari

Partner Membership No.: 096537 UDIN: 23096537BGVERL9266

Place : Bengaluru Date : 23 May 2023

Annexure I referred to in Paragraph 16 of the Independent Auditor’s Report of even date to the members of Mac Charles (India) Limited on the standalone financial statements for the year ended 31 March 2023

In terms of the information and explanations sought by us and given by the Company and the books of account and records examined by us in the normal course of audit, and to the best of our knowledge and belief, we report that:

(i) (a) (A) The Company has maintained proper records showing full particulars, including quantitative details and situation of property, plant and equipment
- (B) The Company does not have any intangible assets and accordingly, reporting under clause 3(i)(a)(B) of the Order is not applicable to the Company.
(b) The property, plant and equipment have been physically verified by the management during the year and no material discrepancies were noticed on such verification. In our opinion, the frequency of physical verification programme adopted by the Company, is reasonable having regard to the size of the Company and the nature of its assets.
(c) The title deeds of all the immovable properties (including non current assets held for sale) held by the Company (other than properties where the Company is the lessee and the lease agreements are duly executed in favour of the lessee) disclosed in note 4 and note 40 to the standalone financial statements are held in the name of the Company. For title deeds of immovable properties in the nature of land and building (included under ‘Property plant and equipment’ and ‘non current assets held for sale’) with gross carrying values of ₹ 221.28 and ₹ 27.93 as at 31 March 2023, which have been hypothecated as security for debentures issued by the Company, confirmation with respect to title of the Company has been directly obtained by us from the debenture trustee.
d) The Company has not revalued its Property, Plant and Equipment during the year. Further, the Company does not hold any intangible assets.
(e) No proceedings have been initiated or are pending against the Company for holding any benami property under the Prohibition of Benami Property Transactions Act, 1988 (as amended) and rules made thereunder.

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

(ii) (a) The Company does not hold any inventory. Accordingly, reporting under clause 3(ii)(a) of the Order is not applicable to the Company.
(b) The Company has not been sanctioned working capital limits by banks or financial institutions on the basis of security of current assets at any point of time during the year. Accordingly, reporting under clause 3(ii)(b) of the Order is not applicable to the Company.
iii) (a) The Company has provided loans to Subsidiaries during the year as per details given below:

			(₹ in million)	(₹ in million)
Particulars	Guarantees	Security	Loans	Advances in nature of loans
Aggregate amount provided/ granted during the year: Subsidiaries	-	-	1,046.46	-
Balance outstanding as at balance sheet date in respect of above cases: Subsidiaries	-	-	2,277.09	-

b) The Company has not provided any guarantee or given any security or granted any loans or advances in the nature of loans during the year. However, the Company has made investment in three entities, amounting to ₹ 2,035.20 million (year-end balance) and has granted loans to these subsidiaries amounting to ₹ 2,277.09 million (yearend balance), and in our opinion, and according to the information and explanations given to us, such investments made and loans given are, prima facie , not prejudicial to the interest of the Company.
(c) In respect of loans and advances in the nature of loans granted by the Company, the schedule of repayment of principal and payment of interest has been stipulated and the principal amount is not due for repayment currently. Further, the Company does not have any outstanding advances in the nature of loans at the beginning of the current year nor has granted any advances in the nature of loans during the year.
(d) There is no overdue amount in respect of loans or advances in the nature of loans granted to such companies, firms, LLPs or other parties.
(e) The Company has not granted any loan or advance in the nature of loan which has fallen due during the year. Further, no fresh loans were granted to any party to settle the overdue loans/advances in nature of loan that existed as at the beginning of the year.
(f) The Company has not granted any loan or advance in the nature of loan, which is repayable on demand or without specifying any terms or period of repayment.
(iv) The Company has not entered into any transaction covered under section 185 of the Act. As the Company is engaged in providing infrastructural facilities as specified in Schedule VI of the Act, provisions of section 186 except subsection (1) of the Act are not applicable to the Company. In our opinion, and according to the information and explanations given to us, the Company has complied with the provisions of subsection (1) of section 186 in respect of investments, as applicable.
(v) In our opinion, and according to the information and explanations given to us, the Company has not accepted any deposits or there are no amounts which have been deemed to be deposits within the meaning of sections 73 to 76 of the Act and the Companies (Acceptance of Deposits) Rules, 2014 (as amended). Accordingly, reporting under clause 3(v) of the Order is not applicable to the Company.
(vi) The Central Government has not specified maintenance of cost records under sub-section (1) of section 148 of the Act, in respect of Company’s products/ services / business activities. Accordingly, reporting under clause 3(vi) of the Order is not applicable.
(vii)(a) In our opinion, and according to the information and explanations given to us, the Company is regular in depositing undisputed statutory dues including goods and services tax, provident fund, employees’ state insurance, income-tax, sales-tax, service tax, duty of customs, duty of excise, value added tax, cess and other material statutory dues, as applicable, with the appropriate authorities. Further, no undisputed amounts payable in respect thereof were outstanding at the year-end for a period of more than six months from the date they became payable.

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

(b) According to the information and explanations given to us, there are no statutory dues referred in sub-clause (a) which have not been deposited with the appropriate authorities on account of any dispute except for the following:

Nam e of the stat ute	Natu re of dues	Gro ss Amo unt (₹ in milli on)	Amo unt paid und er Prot est (₹ in milli on)	Peri od to whi ch the amo unt rela tes	Forum where dispute is pending	Rem arks, if any
Inco me- Tax Act, 196 1	Inco me- tax and inter est	31.6 5	-	Apri l 201 7- Mar ch 201 8	Commis sioner of Income- tax (Appeal s), Bangalo re

(viii) According to the information and explanations given to us, no transactions were surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (43 of 1961) which have not been previously recorded in the books of accounts.
(ix) (a) According to the information and explanations given to us, the Company has not defaulted in repayment of its loans or borrowings or in the payment of interest thereon to any lender.
(b) According to the information and explanations given to us including confirmations received from banks, representation received from the management of the Company, and on the basis of our audit procedures, we report that the Company has not been declared a willful defaulter by any bank or financial institution or government or any government authority.
(c) In our opinion and according to the information and explanations given to us, the Company has not raised any money by way of term loans during the year and there has been no utilisation during the current year of the term loans obtained by the Company during any previous years. Accordingly, reporting under clause 3(ix)(c) of the Order is not applicable to the Company.
(d) In our opinion and according to the information and explanations given to us, the Company has not raised any funds on short term basis during the year. Accordingly, reporting under clause 3(ix)(d) of the Order is not applicable to the Company.
(e) According to the information and explanations given to us and on an overall examination of the financial statements of the Company, the Company has not taken any funds from any entity or person on account of or to meet the obligations of its subsidiaries.
(f) According to the information and explanations given to us, the Company has raised loans during the year on the pledge of securities held in its subsidiaries as per details below. Further the Company has not defaulted in repayment of such loans raised.

Nature of loan taken	Name of lender	Amou nt of loan (₹ in millio n)	Name of the subsidia ry, joint venture, associat e	Relatio n	Details of security pledged
Non Convertib le Debentur es	Standar d Charter ed Bank	3,200	Mac Charles Hub Projects Private Limited	Wholly owned subsidia ry	Refer Note 21 in Standalo ne Financial Stateme nts

(x) (a) The Company has not raised any money by way of initial public offer or further public offer (including debt instruments), during the year. Accordingly, reporting under clause 3(x)(a) of the Order is not applicable to the Company.
(b) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the Company has not made any preferential allotment or private placement of shares or (fully, partially or optionally) convertible debentures during the year. Accordingly, reporting under clause 3(x)(b) of the Order is not applicable to the Company.
(xi) (a) To the best of our knowledge and according to the information and explanations given to us, no fraud by the Company or no material fraud on the Company has been noticed or reported during the period covered by our audit.
(b) According to the information and explanations given to us including the representation made to us by the management of the Company, no report under sub-section 12 of section 143 of the Act has been filed by the auditors in Form ADT-4 as prescribed under Rule 13 of Companies (Audit and Auditors) Rules, 2014, with the Central Government for the period covered by our audit.
(c) According to the information and explanations given to us including the representation made to us by the management of the Company, there are

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

no whistle-blower complaints received by the Company during the year.

(xii) The Company is not a Nidhi Company and the Nidhi Rules, 2014 are not applicable to it. Accordingly, reporting under clause 3(xii) of the Order is not applicable to the Company.
(xiii) In our opinion and according to the information and explanations given to us, all transactions entered into by the Company with the related parties are in compliance with sections 177 and 188 of the Act, where applicable. Further, the details of such related party transactions have been disclosed in the standalone financial statements, as required under Indian Accounting Standard (Ind AS) 24, Related Party Disclosures specified in Companies (Indian Accounting Standards) Rules 2015 as prescribed under section 133 of the Act.
(xiv)(a) In our opinion and according to the information and explanations given to us, the Company has an internal audit system as per the provisions of section 138 of the Act which is commensurate with the size and nature of its business.
(b) We have considered the reports issued by the Internal Auditors of the Company till date for the period under audit.
(xv) According to the information and explanation given to us, the Company has not entered into any non-cash transactions with its directors or persons connected with its directors and accordingly, reporting under clause 3(xv) of the Order with respect to compliance with the provisions of section 192 of the Act are 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. Accordingly, reporting under clauses 3(xvi)(a), (b) and (c) of the Order are not applicable to the Company.
(d) Based on the information and explanations given to us and as represented by the management of the Company, the Group (as defined in Core Investment Companies (Reserve Bank) Directions, 2016) does not have any CIC.
(xvii) The Company has not incurred any cash losses in the current financial year as well as the immediately preceding financial year.
(xviii) There has been no resignation of the statutory auditors during the year. Accordingly, reporting under clause 3(xviii) of the Order is not applicable to the Company.
(xix) According to the information and explanations given to us and on the basis of the financial ratios, ageing and expected dates of realisation of financial assets and payment of financial liabilities, other information accompanying the standalone financial statements, our knowledge of the plans of the Board of Directors and management and based on our examination of the evidence supporting the assumptions, nothing has come to our attention, which causes us to believe that any material uncertainty exists as on the date of the audit report indicating that Company is not capable of meeting its liabilities existing at the date of balance sheet as and when they fall due within a period of one year from the balance sheet date. We, however, state that this is not an assurance as to the future viability of the company. We further state that our reporting is based on the facts up to the date of the audit report and we neither give any guarantee nor any assurance that all liabilities falling due within a period of one year from the balance sheet date, will get discharged by the company as and when they fall due.
(xx) According to the information and explanations given to us, the Company has met the criteria as specified under sub-section (1) of section 135 of the Act read with the Companies (Corporate Social Responsibility Policy) Rules, 2014, however, in the absence of average net profits in the immediately three preceding years, there is no requirement for the Company to spend any amount under sub-section (5) of section 135 of the Act. Accordingly, reporting under clause 3(xx) of the Order is not applicable to the Company.
(xxi) The reporting under clause 3(xxi) of the Order is not applicable in respect of audit of standalone financial statements of the Company. Accordingly, no comment has been included in respect of said clause under this report.

For Walker Chandiok & Co LLP Chartered Accountants Firm’s Registration No.: 001076N/N500013

Sd/-

Hemant Maheshwari

Partner Membership No.: 096537 UDIN: 23096537BGVERL9266

Place : Bengaluru Date : 23 May 2023

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Annexure II

Independent Auditor’s Report on the internal financial controls with reference to the standalone financial statements under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (‘the Act’)

In conjunction with our audit of the standalone financial statements of Mac Charles (‘the Company’) as at and for the year ended 31 March 2023, we have audited the internal financial controls with reference to financial statements of the Company as at that date.

Responsibilities of Management and Those Charged with Governance for Internal Financial Controls

The Company’s Board of Directors is responsible for establishing and maintaining internal financial controls based on ternal financial controls with reference to standalone financial statements 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. 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 the Company’s business, including adherence to the 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 Act.

Auditor’s Responsibility for the Audit of the Internal Financial Controls with Reference to Financial Statements

Our responsibility is to express an opinion on the Company's internal financial controls with reference to financial statements based on our audit. We conducted our audit in accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India (‘ICAI’) prescribed under Section 143(10) of the Act, to the extent applicable to an audit of internal financial controls with reference to financial statements, and the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (‘the Guidance Note’) issued by the ICAI. 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 with reference to financial statements were 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 with reference to financial
statements and their operating effectiveness. Our audit of internal financial controls with reference to financial statements includes obtaining an understanding of such internal financial controls, 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 judgement, including the assessment of the risks of material misstatement of the 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 with reference to financial statements.

Meaning of Internal Financial Controls with Reference to Financial Statements

A company's internal financial controls with reference to financial statements 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 controls with reference to financial statements include 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 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 financial statements.

Inherent Limitations of Internal Financial Controls with Reference to Financial Statements

Because of the inherent limitations of internal financial controls with reference to financial statements, 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 with reference to financial statements to future periods are subject to the risk that the internal financial controls with reference to financial statements may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Opinion

In our opinion, the Company has, in all material respects, adequate internal financial controls with reference to financial statements and such controls were operating effectively as at 31 March 2023, based on the internal financial controls with reference to standalone financial statements 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.

For Walker Chandiok & Co LLP

Chartered Accountants Firm’s Registration No.: 001076N/N500013

Sd/-

Hemant Maheshwari

Partner Membership No.: 096537 UDIN: 23096537BGVERL9266

Place : Bengaluru Date : 23 May 2023

100

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Standalone Balance Sheet as at 31 March 2023

(All amounts are in ₹ million, unless otherwise stated)

Note ASSETS Non-current assets Property, plant and equipment 4 Investment property 5 Investment property under development 6 Financial assets - Investments 7 - Loans 8 - Other financial assets 9 Income tax assets (net) 10 Deferred tax assets (net) 32 Other non-current assets 11 Total non-current assets Current assets Financial assets - Investments 12 - Trade receivables 13 - Cash and cash equivalents 14 - Bank balances other than cash and cash equivalents 15 - Loans 16 - Other financial assets 17 Other current assets 18 Total current assets Assets held for sale 40 Total assets EQUITY AND LIABILITIES Equity Equity share capital 19 Other equity 20 Liabilities Non-current liabilities Financial liabilities - Borrowings 21 Deferred tax liabilities (net) 32 Total non-current liabilities Current liabilities Financial liabilities - Trade payables Total outstanding dues to micro enterprises and small enterprises 22 Total outstanding dues of creditors other than micro enterprises 22 and small enterprises - Other financial liabilities 23 Provisions 24 Other current liabilities 25 Total current liabilities Disposal group - liabilities directly associated with assets held for sale 38 Liabilities classified as held for sale 42 Total equity and liabilities Summary of significant accounting policies 3	As at As at 31 March 2023 31 March 2022 221.69 240.38 - - 1,158.64 350.82 3,162.38 2,608.61 1,297.14 689.23 6.51 6.54 49.59 43.95 - 2.19 1,214.32 1,364.29
	7,110.27 5,306.01
	288.54 58.60 16.39 13.78 43.90 545.72 2,668.54 102.01 0.50 0.50 9.42 0.56 1.84 1.96
	3,029.13 723.13
	27.93 386.01
	10,167.32 6,415.15
	131.01 131.01 4,608.25 3,890.12
	4,739.26 4,021.13
	5,276.94 1,222.91 25.19 -
	5,302.13 1,222.91
	- - 23.21 37.51 95.42 74.15 0.95 0.60 2.71 5.68
	122.29 117.94
	3.65 6.81 - 1,046.36
	10,167.32 6,415.15

The accompanying notes referred to above form an integral part of the standalone financial statements As per our report of even date attached

For Walker Chandiok & Co LLP For and on behalf of the Board of Directors of Chartered Accountants Mac Charles (India) Limited Firm Registration No.: 001076N/N500013

Sd/Hemant Maheshwari Partner Membership No. 096537 Place: Bengaluru Date: 23 May 2023

Sd/Sd/- P B Appiah P R Ramakrishnan Director Director DIN: 00215646 DIN: 00055416 Sd/Sd/- Chandana Naidu Ankit Shah Company Secretary Chief Financial Officer ACS No. 25570 Place: Bengaluru Date: 23 May 2023

101

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Standalone Statement of Profit and Loss for the year ended 31 March 2023

(All amounts are in ₹ million, unless otherwise stated)

Note Income Revenue from operations 26 Other income 27 Total income Expenses Employee benefits expense 28 Finance costs 29 Depreciation and amortization expense 30 Other expenses 31 Total expenses Profit before tax Tax expense: - Current tax 32 - Deferred tax 32(e) Profit after tax Profit for the year Other comprehensive income: Items that will not be reclassified to profit or loss, net of tax: Remeasurements of defined benefit asset Equity instruments through other comprehensive income - net changes in fair value Other comprehensive loss for the year, net of income taxes Total comprehensive income for the year Earnings per equity share: - Basic (₹) 20.2 - Diluted (₹) 20.2 Summary of significant accounting policies 3		Year ended 31 March 2023 111.89 1,014.56 1,126.45 14.02 325.30 19.13 115.33 473.78 652.67 (35.12) (27.80) 589.75 589.75		Year ended 31 March 2022
				219.77 1,153.94
				1,373.71 14.75 59.58 26.36 119.37
				220.06
				1153.65
				(45.32) 1.99
				1,110.32
				1,110.32
		0.00 (1.23)		(2.10) 1.52
		(1.23)		(0.58)
		588.52		1,109.74
		45.02 45.02		84.75 84.75
The accompanying notes referred to above form an integral part of the standalone financial statements As per our report of even date attached ForWalker Chandiok & Co LLP _For and on behalf of the_B Chartered Accountants Mac Charles (India) Lim Firm Registration No.: 001076N/N500013 Sd/- Sd/- Hemant Maheshwari P B Appiah Partner Director Membership No. 096537 DIN: 00215646 Place: Bengaluru Sd/- Date: 23 May 2023 Chandana Naidu Company Secretary ACS No. 25570 Place: Bengaluru Date: 23 May 2023	oard ited	of Directors of Sd/- P R Ramakrishnan Director DIN: 00055416 Sd/- Ankit Shah Chief Financial Offic	er

102

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Standalone Statement of Cash Flows for the year ended 31 March 2023

(All amounts are in ₹ million, unless otherwise stated)

Year ended 31 March 2023 Cash flows from operating activities Profit before tax 652.67 Adjustments: - Interest income (207.64) - Profit on sale of property, plant and equipment and assets held for sale (743.36) - Interest expense (including fair value change in financial instruments) 318.61 - Depreciation and amortization expenses 19.13 - Profit on sale of investments in subsidiary, net - - Profit on sale of investments in mutual funds (5.99) - Corporate guarantee income (43.99) - Others - Operating cash flow before working capital changes (10.57) Working capital adjustments: - Trade receivables (2.61) - Current and non-current financial assets 5.66 - Other current and non-current assets (69.19) - Current and non-current financial liabilities 2.50 - Provisions 0.32 - Other current and non-current liabilities (2.97) Cash (used)/ generated from operating activities (76.86) Income taxes (paid)/refund (40.76) Net cash used in operating activities [A] (117.61) Cash flows from investing activities Acquisition of property, plant and equipment and investment property (319.79) Proceeds from sale of property, plant and equipment and assets held for sale 528.83 Investment in subsidiary - Loan to subsidiaries (1,046.46) Repayment of loan given to subsidiary - Purchase of investments (585.23) Proceeds from sale of investments 367.85 Proceeds from sale of investment in subsidiaries - Proceeds from maturity of fixed deposit 906.87 Investment in fixed deposit (3,422.47) Interest received 44.75 Net cash (used) /generated from investing activities [B] (3,525.64) Cash flows from financing activities Proceeds from issuance of non- convertible debentures, net of processing charges 3,636.19 Repayment of borrowings (492.72) Interest paid (2.04) Net cash generated from financing activities [C] 3,141.43 Increase/ (Decrease) in cash and cash equivalents [A+B+C] (501.82) Cash and cash equivalents at the beginning of the year 545.72 Cash and cash equivalents at the end of the year 43.90 Components of cash and cash equivalents (refer note 14) Balances with banks - in current accounts 43.90 Cash in hand - Cash and cash equivalents at the end of the year 43.90 The disclosure on reconciliation of movements of liabilities to cash flows arising from financing activities is disclosed in note 39B. Summary of significant accounting policies 3	Year ended 31 March 2023 652.67 (207.64) (743.36) 318.61 19.13 - (5.99) (43.99) - (10.57) (2.61) 5.66 (69.19) 2.50 0.32 (2.97) (76.86) (40.76)	Year ended 31 March 2022
		1,153.65 (29.19) (909.54) 59.50 26.36 (210.69) (4.48) - (2.68)
		82.93 (5.68) 6.42 (176.53) (21.74) (0.73) 1.68
		(113.65) (59.99)
	(117.61) (319.79) 528.83 - (1,046.46) - (585.23) 367.85 - 906.87 (3,422.47) 44.75 (3,525.64) 3,636.19 (492.72) (2.04) 3,141.43 (501.82) 545.72 43.90	(173.64)
		(1,300.47) 2,215.00 (0.10) (722.22) 8.61 (492.70) 455.07 291.39 3,075.00 (3,155.10) 3.82
		378.30
		1,104.00 (710.40) (61.66)
		331.94
		536.60 9.12
		545.72
		545.72 -
		545.72

The accompanying notes referred to above form an integral part of the standalone financial statements As per our report of even date attached

For Walker Chandiok & Co LLP For and on behalf of the Board of Directors of Chartered Accountants Mac Charles (India) Limited Firm Registration No.: 001076N/N500013

Sd/Sd/- Sd/P B Appiah P R Ramakrishnan Hemant Maheshwari Partner Director Director Membership No. 096537 DIN: 00215646 DIN: 00055416 Place: Bengaluru Date: 23 May 2023 Sd/Sd/- Chandana Naidu Ankit Shah Company Secretary Chief Financial Officer ACS No. 25570 Place: Bengaluru Date: 23 May 2023

103

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Standalone Statement of Changes in Equity for the year ended 31 March 2023

(All amounts are in ₹ million, unless otherwise stated)

A. Equity share capital

A. Equity share capital
						Number	Amount
Equity shares ₹ 10 each, issued, subscribed and fully paid-up capital
Balance as at 01 April 2020						1,31,01,052	131.01
Changes in equity share capital during the year						-	-
Balance as at 31 March 2021						1,31,01,052	131.01
Changes in equity share capital during the year						-	-
Balance as at 31 March 2022						1,31,01,052	131.01
B. Other equity
Particulars	Reserves and Surplus				Other comprehensive income		Total equity
							attributable to
							owners of the
							Company
	General	Retained	Other		Fair value	Remeasurements
	reserve	earnings	reserves		of equity	of defined benefit
					instruments	liability/(asset)
Balance as at 1 April 2021	2,244.80	534.06		-	(1.69)	3.21	2,780.38
Profit for the year	-	1,110.32		-	-		1,110.32
Other comprehensive income for the year, net of	-	-		-	1.52	(2.10)	(0.58)
tax effect
Balance as at 31 March 2022	2,244.80	1,644.38		-	(0.17)	1.11	3,890.12
Balance as at 1 April 2022	2,244.80	1,644.38		-	(0.17)	1.11	3,890.12
Profit for the year	-	589.75		-	-	-	589.75
Other comprehensive income for the year, net of	-	-			(1.23)	0.00	(1.23)
tax effect
Capital contribution in respect of corporate	-	-	129.62		-	-	129.62
guarantee received
Balance as at 31 March 2023	2,244.80	2,234.13	129.62		(1.40)	1.11	4,608.25
Nature and purpose of other reserves:

General reserve:

The general reserve is used from time to time to transfer profits 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 general reserve will not be reclassified subsequently to profit and loss.

Retained earnings:

The cumulative gain or loss arising from the operations which is retained by the Company is recognised and accumulated under the heading of retained earnings. At the end of the period, the profit after tax is transferred from the statement of profit and loss to the retained earnings account.

Other reserves:

It includes equity portion of the corporate guarantee given by the subsidiary of the Company for the listed non-convertible debentures issued by the Company for the upcoming development projects.

Fair value of equity instruments

The Company has elected to recognise changes in the fair value of certain investments in equity securities in other comprehensive income. These changes are accumulated within the Equity instruments through other comprehensive income within equity. The Company transfers amounts from this reserve to retained earnings when the relevant equity securities are derecognised.

Summary of significant accounting policies 3

The accompanying notes referred to above form an integral part of the standalone financial statements As per our report of even date attached

For Walker Chandiok & Co LLP For and on behalf of the Board of Directors of Chartered Accountants Mac Charles (India) Limited Firm Registration No.: 001076N/N500013

Sd/Hemant Maheshwari Partner Membership No. 096537 Place: Bengaluru Date: 23 May 2023

Sd/Sd/- P B Appiah P R Ramakrishnan Director Director DIN: 00215646 DIN: 00055416

Sd/Sd/- Chandana Naidu Ankit Shah Company Secretary Chief Financial Officer ACS No. 25570 Place: Bengaluru Date: 23 May 2023

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Summary of significant accounting policies and other explanatory notes for the year ended 31 March 2023 (All amounts are in ₹ million, unless otherwise stated)

1 Background

Mac Charles (India) Limited is involved in the generation of electricity through wind turbine generators located in Gadag and Bellary Districts and in the construction & leasing of commercial real estate properties. The Company is in process of constructing a landmark Grade A commercial building (Project “Zenith”) at the site of erstwhile hotel. The Company was incorporated in the year 1979 and is based in Bengaluru, India. The registered office of the Company is located at 1st Floor Embassy Point 150 Infantry Road Bangalore Bangalore KA 560001.

2 Basis of preparation

2.1 Statement of compliance

These standalone financial statements are prepared in accordance with Indian Accounting Standards (Ind AS) as per Companies (Indian Accounting Standards) Rules, 2015 notified under Section 133 of Companies Act 2013, (the 'Act') and other relevant provisions of the Act and the guidelines issued by the Securities and Exchange Board of India. The standalone financial statements were authorized for issue by the Company's Board of Directors on 23 May 2023. Details of the Company's accounting policies are included in note 3.

The Company has consistently applied the following accounting policies to all periods presented in these standalone financial statements.

2.2 Functional and presentation currency

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

2.3 Basis of measurement

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

following items:
Items	Measurement basis
Certain financial assets and liabilities	Fair value
Net defined benefit (asset)/ liability	Fair value of plan assets less present value of defined benefit obligations.

2.4 Use of estimates and judgements

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

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

Information about judgements made in applying accounting policies that have the most significant effects on the amounts recognized in the standalone financial statements is as included below.

Assumptions and estimation uncertainties Information about assumptions and estimation uncertainties that have a significant risk of resulting in a material adjustment in the year ended 31 March 2023 is included in the following notes:

Note 4 and 5 - Depreciation and amortization method and useful life of items of property, plant and equipment and investment property; - Note 24 and 36 – measurement of defined benefit obligations: key actuarial assumptions; - Note 34 – recognition and measurement of provisions and contingencies: key assumptions about the likelihood and magnitude of an outflow of resources; - Note 35 – impairment of financial assets, - Note 40 - Assets held for sale; determining the fair value less cost to sell of the assets held under sale

2.5 Measurement of fair values

A number of the Company’s accounting policies and disclosures require the measurement of fair values, for both financial and non-financial assets and liabilities. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either:

In the principal market for the asset or liability, or
In the absence of a principal market, in the most advantageous market for the asset or liability. The principal or the most advantageous market must be accessible by the Company. The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the asset or liability, assuming that market participants act in their economic best interest.

A fair value measurement of a non-financial asset takes into account a market participant’s ability to generate economic benefits by using the asset in its highest and best use or by selling it to another market participant that would use the asset in its highest and best use.

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2 Basis of preparation

2.5 Measurement of fair values

The Company uses valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, maximizing the use of relevant observable inputs and minimizing the use of unobservable inputs. The Company has an established control framework with respect to the measurement of fair values. The Company engages with external valuers for measurement of fair values in the absence of quoted prices in active markets. Significant valuation issues are reported to the Company’s audit committee. All assets and liabilities for which fair value is measured or disclosed in the standalone financial statements are categorized within the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value measurement as a whole:

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

When measuring the fair value of an asset or a liability, the Company uses observable market data as far as possible. If the inputs used to measure the fair value of an asset or a liability fall into different levels of the fair value hierarchy, then the fair value measurement is categorized in its entirety in the same level of the fair value hierarchy as the lowest level input that is significant to the entire measurement. The Company recognizes transfers between levels of the fair value hierarchy at the end of the reporting period during which the change has occurred. External valuers are involved for valuation of significant assets, such as properties and unquoted financial assets, and significant liabilities, such as contingent consideration. For the purpose of fair value disclosures, the Company has determined classes of assets and liabilities on the basis of the nature, characteristics and risks of the asset or liability and the level of the fair value hierarchy as explained above. This note summarizes accounting policy for fair value. Other fair value related disclosures are given in the relevant notes.

Financial instruments (note 35)
Disclosures for valuation methods, significant estimates and assumptions (note 35)
Quantitative disclosures of fair value measurement hierarchy (note 35)
Financial instruments (including those carried at amortized cost) (note 35)

3 Significant accounting polices

3.1 Leases

Company as a lessee

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 Company assesses whether:

the contract involves the use of an identified asset
the Company has the right to obtain substantially all the economic benefits from use of the asset throughout the period of use; and
the Company has the right to direct the use of the asset

At inception or on reassessment of a contract that contains a lease component, the Company allocates the consideration in the contract to each lease component on the basis of the relative stand-alone prices of the lease components and the aggregate stand-alone price of the non-lease components

The Company recognizes right-of-use asset representing its right to use the underlying asset for the lease term at the lease commencement date. The cost of the right-of-use asset measured at inception shall comprise of the amount of the initial measurement of the lease liability, adjusted for any lease payments made at or before the commencement date, less any lease incentives received, plus any initial direct costs incurred and an estimate of the costs to be incurred by the lessee in dismantling and removing the underlying asset or restoring the underlying asset or site on which it is located.

The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the interest rate implicit in the lease or, if that

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3 Significant accounting polices 3.1 Leases

rate cannot be readily determined, the incremental borrowing rate applicable to the entity within the Company. Generally, the Company uses its incremental borrowing rate as the discount rate. For leases with reasonably similar characteristics, the Company, on a lease by lease basis, may adopt either the incremental borrowing rate specific to the lease or the incremental borrowing rate for the portfolio as a whole. The lease payments shall include fixed payments, variable lease payments, residual value guarantees, exercise price of a purchase option where the Company is reasonably certain to exercise that option and payments of penalties for terminating the lease, if the lease term reflects the lessee exercising an option to terminate the lease. The lease liability is subsequently remeasured by increasing the carrying amount to reflect interest on the lease liability, reducing the carrying amount to reflect the lease payments made and remeasuring the carrying amount to reflect any reassessment or lease modifications or to reflect revised in-substance fixed lease payments. The Company recognizes the amount of the remeasurement of lease liability as an adjustment to the right-of-use asset. Where the carrying amount of the right-of-use asset is reduced to zero and there is a further reduction in the measurement of the lease liability, the Company recognizes any remaining amount of the re-measurement in standalone statement of profit and loss.

Company as a lessor

When the Company acts as a lessor at the inception, it determines whether each lease is a finance lease or an operating lease.

The Company recognizes lease payments received under operating leases as income on a straight-line basis over the lease term. In case of a finance lease, finance income is recognized over the lease term based on a pattern reflecting a constant periodic rate of return on the lessor's net investment in the lease. When the Company is an intermediate lessor it accounts for its interests in the head lease and the sub-lease separately. It assesses the lease classification of a sub-lease with reference to the right-of-use asset arising from the head lease, not with reference to the underlying asset. If a head lease is a short term lease to which the Company applies the exemption described above, then it classifies the sub-lease as an operating lease. If an arrangement contains a lease and non-lease components, the Company applies Ind AS 115Revenue to allocate the consideration in the contract.

Short term leases and lease of low value assets:

The Company has elected not to recognise ROU assets and liabilities for the short term leases as well as low value assets and recognises the lease payments associated with these lease as an expense on a straight-line basis over the lease term. Short term leases are leases with lease term of 12 months or less.

3.2 Property, plant and equipment

1. Recognition and measurement Items of property, plant and equipment are measured at cost, which includes capitalized borrowing costs, less accumulated depreciation and accumulated impairment losses, if any. Cost of an item of property, plant and equipment comprises its purchase price, including import duties and non-refundable purchase taxes, after deducting trade discounts and rebates, any directly attributable cost of bringing the item to its working condition for its intended use and estimated costs of dismantling and removing the item and restoring the site on which it is located. The cost of a self-constructed item of property, plant and equipment comprises the cost of materials and direct labor, any other costs directly attributable to bringing the item to working condition for its intended use, and estimated costs of dismantling and removing the item and restoring the site on which it is located. If significant parts of an item of property, plant and equipment have different useful lives, then they are accounted for as separate items (major components) of property, plant and equipment. An item of property, plant and equipment and any significant part initially recognized is derecognized upon disposal or when no future economic benefits are expected from its use or disposal. Any gain or loss arising on derecognition of the asset (calculated as the difference between the net disposal proceeds and the carrying amount of the asset) is included in the income statement when the asset is derecognized.

2. Subsequent expenditure

Subsequent expenditure is capitalized only if it is probable that the future economic benefits associated with the expenditure will flow to the Company.

3. Depreciation

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Summary of significant accounting policies and other explanatory notes for the year ended 31 March 2023

3 Significant accounting polices

3.2 Property, plant and equipment (cont'd)

The estimated useful lives of items of property, plant and equipment for the current and comparative periods are as follows:

Asset	Management estimate of useful lives
Plant and machinery	22 years
Computers	3 years

Depreciation method, useful lives and residual values are reviewed at each financial year-end and adjusted if appropriate. Based on technical evaluation and consequent advice, the management believes that its estimates of useful lives as given above best represent the period over which management expects to use these assets.

3.3 Investment property

Investment property is property held either to earn rental income or for capital appreciation or for both, but not for sale in the ordinary course of business, use in the production or supply of goods or services or for administrative purposes. Upon initial recognition, an investment property is measured at cost. The cost comprises purchase price, borrowing cost, if capitalization criteria are met and directly attributable cost of bringing the asset to its working condition for the intended use. Any trade discount and rebates are deducted in arriving at the purchase price Subsequent to initial recognition, investment property is measured at cost less accumulated depreciation and accumulated impairment losses, if any. The fair values of investment property is disclosed in the notes. Fair values is determined by an independent valuer who holds a recognized and relevant professional qualification and has recent experience in the location and category of the investment property being valued.

Investment Properties are de-recognized either when they have been disposed off or when they are permanently withdrawn from use and no future economic benefit is expected from their disposal. The difference between the net disposal proceeds and the carrying amount of the asset is recognized in Standalone Statement of Profit and Loss in the period of de-recognition.

Loss allowances for the financial assets measured at amortized cost are deducted from the gross carrying amount of assets. Loss allowances for trade receivables are always measured at an amount equal to lifetime expected credit losses. Lifetime expected credit losses are the expected credit losses that result from all possible default events over the expected life of a financial instrument.

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

The Company assumes that the credit risk on a financial asset has increased significantly if it is more than 180 days past due. The Company considers a financial asset to be in default when: (i) the borrower is unlikely to pay its credit obligations to the Company in full, without recourse by the Company to actions such as realizing security (if any is held); or (ii) the financial asset is 365 days or past due.

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

Presentation of allowance for expected credit losses in the balance sheet Loss allowances for financial assets measured at amortized cost are deducted from the gross carrying amount of the assets. For debt securities at FVOCI, the loss allowance is charged to profit or loss and is recognized in OCI.

3.4 Impairment of assets

1. Impairment of financial instruments

In accordance with Ind AS 109, the Company applies expected credit loss (ECL) model for measurement and recognition of impairment loss for financial assets.

At each reporting date, the Company assesses whether financial assets carried at amortized cost are credit-impaired. A financial asset is 'creditimpaired' when one or more events that have a detrimental impact on the estimated future cash flows of the financial asset have occurred.

Write-off

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3 Significant accounting polices 3.4 Impairment of assets

written off could still be subject to enforcement activities in order to comply with the Company's procedures for recovery of amounts due. The Company's non-financial assets are reviewed at each reporting date to determine whether there is any indication of impairment. If any such indication exists, then the asset’s recoverable amount is estimated.

2. Impairment of non-financial assets The Company's non-financial assets other than deferred tax assets, are reviewed at each reporting date to determine whether there is any indication of impairment. If any such indication exists, then the asset's recoverable amount is estimated. For impairment testing, assets that do not generate independent cash inflows are grouped together into cash-generating units (CGUs). Each CGU represents smallest group of assets that generates cash inflows that are largely independent of the cash inflows or other assets or CGUs.

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

An impairment loss is recognized if the carrying amount of an asset or CGU exceeds its estimated recoverable amount. Impairment losses are recognized in the statement of profit and loss. In respect of assets for which impairment loss has been recognized in prior periods, the Company reviews at each reporting date whether there is any indication that the loss has decreased or no longer exists.

An impairment loss is reversed if there has been a change in the estimates used to determine the recoverable amount. Such a reversal is made only to the extend that the asset's carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortization, if no impairment loss has been recognized.

3.5 Revenue recognition

The Company derives its revenue primarily from sale of electricity, rental income and interest income.

i) Income from supply of power is recognised over time on the supply of units generated from plant to the grid as per terms of the Power Purchase Agreement (PPA) and Wheeling and Banking Agreement. The Company considers whether there are other promises in the contract that are separate performance obligations to which a portion of the transaction price needs to be allocated. In determining the transaction price for the sale of power, the Company considers the effects of variable consideration and existence of a significant financing component. There is only one performance obligation in the arrangement and therefore, allocation of transaction price is not required.

ii) Contract balances: A contract asset is the right to consideration in exchange for goods or services transferred to the customer. If the Company performs by transferring goods or services to a customer before the customer pays consideration or before payment is due, a contract asset is recognised for the earned consideration that is conditional. Also, refer to accounting policies in section 3.4 for impairment of financial assets.

Rental Income

Rental income from property leased under operating lease is recognized in the statement of profit and loss on an actual basis over the term of the lease since the rentals are in line with the expected general inflation. Lease incentives granted are recognized as an integral part of the total rental income.

- Interest income

Interest income is recognized using the effective interest rate method. The effective interest rate is the rate that exactly discounts estimated future cash payments or receipts through the expected life of the financial instrument to: - the gross carrying amount of a financial asset; or - the amortized cost of financial liability. In calculating interest income, the effective interest rate is applied to the gross carrying amount of the asset (when the asset is not credit impaired). However, for financial assets that have become credit-impaired subsequent to initial recognition, interest income is calculated by applying the effective interest rate to the amortized cost of the financial asset. If the asset is no longer credit-impaired, then the calculation of interest income reverts to the gross basis.

Revenue from different sources is recognized as below:

- Sale of electricity generated from Wind Turbine Generators is:

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Summary of significant accounting policies and other explanatory notes for the year ended 31 March 2023

3 Significant accounting polices 3.6 Financials instruments

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

A financial asset or financial liability is initially measured at fair value plus, for an item not at fair value through profit and loss (FVTPL), transaction costs that are directly attributable to its acquisition or issue. However, trade receivables that do not contain a significant financing component are measured at transaction price.

2. Classification and subsequent measurement

A. Financial assets

On initial recognition, a financial asset is classified as measured at:

amortized cost;
FVOCI – debt investment;
FVOCI – equity investment; or
Fair Value Through statement of Profit and Loss (FVTPL)

Financial assets are not reclassified subsequent to their initial recognition, except if and in the period the Company changes its business model for managing financial assets.

A financial asset is measured at amortized cost if it meets both of the following conditions and is not designated as at FVTPL:

− the asset is held within a business model whose objective is to hold assets to collect contractual cash flows; and

− the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

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

On initial recognition of an equity investment that is not held for trading, the Company may irrevocably elect to present subsequent changes in the investment’s fair value in OCI (designated as FVOCI – equity investment). This election is made on an investment- by- investment basis. All financial assets not classified as measured at amortized cost or FVOCI as described above are measured at FVTPL. This includes all derivative financial assets. On initial recognition, the

Company may irrevocably designate a financial asset that otherwise meets the requirements to be measured at amortized cost or at FVOCI as at FVTPL if doing so eliminates or significantly reduces an accounting mismatch that would otherwise arise.

B. Financial assets: Business model assessment

The Company makes an assessment of the objective of the business model in which a financial asset is held at a portfolio level because this best reflects the way the business is managed and information is provided to management. The information considered includes: − the stated policies and objectives for the portfolio and the operation of those policies in practice. These include whether management’s strategy focuses on earning contractual interest income, maintaining a particular interest rate profile, matching the duration of the financial assets to the duration of any related liabilities or expected cash outflows or realizing cash flows through the sale of the assets;

– how the performance of the portfolio is evaluated and reported to the Company's management; – the risks that affect the performance of the business model (and the financial assets held within that business model) and how those risks are managed;

– how managers of the business are compensated – e.g. whether compensation is based on the fair value of the assets managed or the contractual cash flows collected; and – the frequency, volume and timing of sales of financial assets in prior periods, the reasons for such sales and expectations about future sales activity. Transfers of financial assets to third parties in transactions that do not qualify for derecognition are not considered sales for this purpose, consistent with the Company's continuing recognition of the assets.

Financial assets that are held for trading or are managed and whose performance is evaluated on a fair value basis are measured at FVTPL.

C. Financial assets: Assessment whether contractual cash flows are solely payments of principal and interest

For the purposes of this assessment, ‘principal’ is defined as the fair value of the financial asset on initial recognition. ‘Interest’ is defined as consideration for the time value of money and for the credit risk associated with the principal amount outstanding during a particular period of time and for other basic lending risks and costs (e.g. liquidity risk and administrative costs), as well as a profit margin.

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3 Significant accounting polices 3.6 Financials instruments (cont'd)

In assessing whether the contractual cash flows are solely payments of principal and interest, the Company considers the contractual terms of the instrument. This includes assessing whether the financial asset contains a contractual term that could change the timing or amount of contractual cash flows such that it would not meet this condition. In making this assessment, the Company considers: − contingent events that would change the amount or timing of cash flows; − terms that may adjust the contractual coupon rate, including variable interest rate features; − prepayment and extension features; and − terms that limit the Company's claim to cash flows from specified assets (e.g. non- recourse features).

D. Financial assets: Subsequent measurement and gains and losses

Financial assets at FVTPL	These assets are subsequently measured at fair value. Net gains and losses, including any interest or dividend income, are recognized in profit or loss.
Financial assets at amortized cost	These assets are subsequently measured at amortized cost using the effective interest method. The amortized cost is reduced by impairment losses. Interest income, foreign exchange gains and losses and impairment are recognized in profit or loss. Any gain or loss on derecognition is recognized in profit or loss.
Equity investments at FVOCI	These assets are subsequently measured at fair value. Dividends are recognized as income in profit or loss unless the dividend clearly represents a recovery of part of the cost of the investment. Other net gains and losses are recognized in OCI and are not reclassified to profit or loss.
Debt investments at FVTPL	These assets are subsequently measured at fair value. Interest income under the effective interest method, foreign exchange gains and losses and impairment are recognized in profit or loss. Other net gains and losses are recognized in statement of profit and loss.

E. Financial liabilities: Classification, subsequent measurement and gains and losses Financial liabilities are classified as measured at amortized cost or FVTPL. A financial liability is classified as at FVTPL if it is classified as held- for- trading, or it is a derivative or it is designated as such on initial recognition. Financial

liabilities at FVTPL are measured at fair value and net gains and losses, including any interest expense, are recognized in profit or loss. Other financial liabilities are subsequently measured at amortized cost using the effective interest method. Interest expense and foreign exchange gains and losses are recognized in profit or loss. Any gain or loss on derecognition is also recognized in profit or loss.

3. Derecognition

A. Financial assets :

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

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

B. Financial liabilities :

The Company derecognizes a financial liability when its contractual obligations are discharged or cancelled, or expire.

The Company also derecognizes a financial liability when its terms are modified and the cash flows under the modified terms are substantially different. In this case, a new financial liability based on the modified terms is recognized at fair value. The difference between the carrying amount of the financial liability extinguished and the new financial liability with modified terms is recognized in profit or loss.

Initial recognition and measurement

Financial liabilities are classified, at initial recognition, as financial liabilities at fair value through profit or loss and amortized cost.

At initial recognition, the Company measures a financial liability at its fair value plus, in the case of a financial liability not at fair value through profit or loss, transaction costs that are directly attributable to the financial liability. Transaction costs of financial liability carried at fair value through profit or loss are expensed in profit or loss.

Subsequent measurement

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

This is the category most relevant to the Company. After initial recognition, interest-bearing loans and borrowings are subsequently measured at amortized cost using the effective interest rate (EIR) method. Gains and losses are recognized in profit or loss when the liabilities are derecognized as well as through the EIR amortization process.

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3.6 Financials instruments (cont'd)

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

4. Offsetting

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

3.7 Employee benefits

1. Defined contribution plan

The Company pays provident fund contributions to publicly administered provident funds as per local regulations. The Company has no further payment obligations once the contributions have been paid. The contributions are accounted for as defined contribution plans and the contributions are recognized as employee benefit expense when they are due. Prepaid contributions are recognized as an asset to the extent that a cash refund or a reduction in the future payments is available.

2. Defined benefit plans

Re-measurement of the net defined benefit liability, which comprise actuarial gains and losses, the return on plan assets (excluding interest) and the effect of the asset ceiling (if any, excluding interest), are recognised immediately in OCI. Net interest expense (income) on the net defined liability (assets) is computed by applying the discount rate, used to measure the net defined liability (asset), to the net defined liability (asset) at the start of the financial year after taking into account any changes as a result of contribution and benefit payments during the year. Net interest expense and other expenses related to defined benefit plans are recognised in statement of profit or loss.

The Company's net obligation in respect of defined benefit plans is calculated separately for each plan by estimating the amount of future benefit that employees have earned in the current and prior periods, discounting that amount and deducting the fair value of any plan assets. The calculation of defined benefit obligations is performed annually by a qualified actuary using the projected unit credit method. When the calculation results in a potential asset for the Company, the recognised asset is limited to the present value of economic benefits available in the form of any future refunds from the plan or reductions in future contributions to the plan. To calculate the present value of economic benefits,

consideration is given to any applicable minimum funding requirements.

When the benefits of a plan are changed or when a plan is curtailed, the resulting change in benefit that relates to past service or the gain or loss on curtailment is recognised immediately in profit or loss. The Company recognises gains and losses on the settlement of a defined benefit plan when the settlement occurs.

3. Short-term benefit plans

Liabilities for wages and salaries, including nonmonetary 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 recognized and measured at the amounts expected to be paid when the liabilities are settled. The liabilities are presented as current employee benefit obligations in the Standalone Balance Sheet.

Compensated absence, which is a short term defined benefit, is accrued based on a full liability method based on current salaries at the Standalone Balance Sheet date for unexpired portion of leave.

3.8 Foreign currency transactions

Foreign currency transactions are translated into the functional currency using the exchange rates at the dates of the transactions or an average rate, if the average rate approximates the actual rate at the date of transaction. 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 recognized in profit or loss.

Foreign exchange differences regarded as an adjustment to borrowing costs are presented in the statement of profit and loss, within finance costs. All other foreign exchange gains and losses are presented in the statement of profit and loss on a net basis within other gains/(losses).

Non-monetary items that are measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value was determined. Translation differences on assets and liabilities carried at fair value are reported as part of the fair value gain or loss. Nonmonetary items that are measured based on historical cost in a foreign currency are translated at the exchange rate at the date of the transaction. 3.9 Income taxes

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

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3 Significant accounting polices 3.9 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 tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted, at the reporting date. Current income tax relating to items recognized outside profit or loss is recognized outside profit or loss (either in other comprehensive income or in equity). Current tax also includes any tax arising from dividends.

Deferred tax

Deferred tax is provided using the liability method 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 recognized to the extent that it is probable that the underlying tax loss or deductible temporary difference will be utilized against future taxable income. This is assessed based on the Company’s forecast of future operating results, adjusted for significant non-taxable income and expenses and specific limits on the use of any unused tax loss or credit. The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilised. Unrecognised deferred tax assets are re-assessed at each reporting date and are recognised to the extent that it has become probable that future taxable profits will allow the deferred tax asset to be recovered. Deferred tax liabilities are recognised for all taxable temporary differences except in respect of taxable temporary differences associated with investment in subsidiaries, when the timing of reversal of the temporary differences can be controlled and it is probable that the temporary differences will not be reverse in the foreseeable future.

The Company offsets, the current tax assets and liabilities (on a year on year basis) and deferred tax assets and liabilities, where it has a legally enforceable right and where it intends to settle such assets and liabilities on a net basis.

3.10 Provisions and contingent liabilities Provisions (other than for employee benefits) Provisions are recognized when the company has a present legal or constructive obligation as a result of past events, it is probable that an outflow of resources will be required to settle the

obligation and the amount can be reliably estimated. Provisions are not recognized for future operating losses.

Provisions for onerous contracts, i.e. contracts where the expected unavoidable costs of meeting the obligations under the contract exceed the economic benefits expected to be received under it, are recognized when it is probable that an outflow of resources embodying economic benefits will be required to settle a present obligation as a result of an obligating event based on a reliable estimate of such obligation.

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 recognized even if the likelihood of an outflow with respect to any one item included in the same class of obligations may be small. Provisions are measured at the present value of management’s best estimate of the expenditure required to settle the present obligation at the end of the reporting period. The discount rate used to determine the present value is a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the liability. The increase in the provision due to the passage of time is recognized as interest expense. In the normal course of business, contingent liabilities may arise from litigation and other claims against the Company. Potential liabilities that are possible but not probable of crystallising or are very difficult to quantify reliably are treated as contingent liabilities. Such liabilities are disclosed in the notes but are not recognized.

3.11 Cash and cash equivalents

Cash and cash equivalents includes cash on hand, deposits held at call with financial institutions, other short-term, highly liquid investments with original maturities of three months or less that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value.

3.12 Earnings per share

The basic earnings per share is computed by dividing the net profit/ (loss) attributable to owner's of the Company for the year by the weighted average number of equity shares outstanding during reporting period. The number of shares used in computing diluted earnings/ (loss) per share comprises the weighted average shares considered for deriving basic earnings/ (loss) per share and also the weighted average number of equity shares which

113

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Summary of significant accounting policies and other explanatory notes for the year ended 31 March 2023

3 Significant accounting polices

3.12 Earnings per share

could have been issued on the conversion of all dilutive potential equity shares. Dilutive potential equity shares are deemed converted as of the beginning of the reporting date, unless they have been issued at a later date. In computing diluted earnings per share, only potential equity shares that are dilutive and which either reduces earnings per share or increase loss per share are included.

3.13 Dividends Provision is made for the amount of any dividend declared, being appropriately authorized and no longer at the discretion of the entity, on or before the end of the reporting period but not distributed at the end of the reporting period.

3.14 Discontinued Operations

A discontinued operation is a component of the Company's business, the operations and cash flows of which can be clearly distinguished from those of the rest of the Company and which represents a separate major line of business or geographical area of operations and - is a part of a single coordinated plan to dispose of a separate major line of business or geographic area of operations; or - is a subsidiary acquired exclusively with a view to re-sale. Classification as a discontinued operation occurs upon disposal or when the operation meets the criteria to be classified as held for sale, if earlier. When an operation is classified as a discontinued operation, the comparative statement of profit and loss is re-presented as if the operation had been discontinued from the start of the comparative period.

3.15 Borrowing Cost

Borrowing costs directly attributable to the acquisition, construction or production of a qualifying asset are capitalised during the period of time that is required to complete and prepare the asset for its intended use or sale. Qualifying assets are assets that necessarily take a substantial period of time to get ready for their intended use or sale. Other borrowing costs are expensed in the period in which they are incurred.
Borrowing costs consist of interest and other costs that an entity incurs in connection with the borrowing of funds.

3.16 Assets held for sale

The Company classifies non-current assets and disposal groups as held for sale if their carrying amounts will be recovered principally through a sale/ distribution rather than through continuing use. Actions required to complete the sale/ distribution should indicate that it is unlikely that significant changes to the sale will be made or

that the decision to sell will be withdrawn. Management must be committed to the sale expected within one year from the date of classification.

For these purposes, sale transactions include exchanges of non-current assets for other noncurrent assets when the exchange has commercial substance. The criteria for held for sale classification is regarded met only when the assets or disposal group is available for immediate sale in its present condition, subject only to terms that are usual and customary for sales/ distribution of such assets (or disposal groups), its sale is highly probable; and it will genuinely be sold, not abandoned. The Company treats sale of the asset or disposal group to be highly probable when: •The appropriate level of management is committed to a plan to sell the asset, • An active programme to locate a buyer and complete the plan has been initiated, • The asset (or disposal group) is being actively marketed for sale at a price that is reasonable in relation to its current fair value, • The sale is expected to qualify for recognition as a completed sale within one year from the date of classification, and

• Actions required to complete the plan indicate that it is unlikely that significant changes to the plan will be made or that the plan will be withdrawn.

Non-current assets held for sale and disposal groups are measured at the lower of their carrying amount and the fair value less costs to sell. Assets and liabilities classified as held for sale are presented separately in the balance sheet.

Property, plant and equipment and intangible assets once classified as held for sale to owners are not depreciated or amortised.

3.17 Recent accounting pronouncement Standards issued but not effective on Balance Sheet date:

Ministry of Corporate Affairs (“MCA”) notifies new standards or amendments to the existing standards under Companies (Indian Accounting Standards) Rules as issued from time to time. On 31 March 2023, MCA amended the Companies (Indian Accounting Standards) Amendment Rules, 2023, which are effective from annual period begining on or after 1 April 2023, details of which are given below;

Ind AS 107 - Financial Instruments

114

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Summary of significant accounting policies and other explanatory notes for the year ended 31 March 2023

3 Significant accounting polices

3.17 Recent accounting pronouncement

the financial statements is expected to be material accounting policy information. The Company has evaluated the amendment and there is no impact on its standalone financial statements.

Ind AS 1 - Presentation of financial statement The standard requires the entities to disclose their accounting policies rather than their significant accounting policies, which form the basis of making materiality judgements.

Ind AS 8 – Accounting policies, changes in accounting estimates and errors:

The standard has introduced a definition of 'accounting estimated, and included appropriate amendments to help entities distinguish changes in accounting policies from change in accounting estimates.

Ind AS 12 – Income Taxes

The standard has narrowed the scope of initial recognition exemption so that it does not apply to transactions that give rise to equal and offsetting temporary differences.

The Company has evaluated the aforementioned amendments and concluded that there is no material impact on the standalone financial statement.

115

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Summary of significant accounting policies and other explanatory notes for the year ended 31 March 2023 (All amounts are in ₹ million, unless otherwise stated)

4 Property, plant and equipment

Gross carrying amount Balance as at 01 April 2021 Additions Disposals Balance as at 31 March 2022 Additions Disposals Balance as at 31 March 2023 Accumulated depreciation Balance as at 01 April 2021 Charge for the year Transfer to assets held for sale Disposals Balance as at 31 March 2022 Charge for the year Transfer to assets held for sale Disposals Balance as at 31 March 2023 Net carrying amount As at 31 March 2022 As at 31 March 2023 Notes:	Land Plant and machinery Computers Total

	9.87 344.28 0.09 354.24 - - 0.10 0.10 - - - -
	9.87 344.28 0.19 354.34
	- - 0.43 0.43 - - - -
	9.87 344.28 0.62 354.77

	- 94.85 0.03 94.88 - 19.01 0.07 19.08 - - - - - - - -
	- 113.86 0.10 113.96
	- 19.01 0.12 19.13 - - - - - - - -
	- 132.87 0.21 133.09

	9.87 230.42 0.09 240.38
	9.87 211.41 0.41 221.69

(i) Contractual obligations

The Company has not entered into any contracts to purchase, construct or develop property plant and equipment or for its repairs, maintenance or enhancements exceeding a period of one year.

(ii) Significant estimates

Property, plant and equipment represent a significant proportion of the asset base of the Company. The charge in respect of periodic depreciation is derived after determining an estimate of an asset’s expected useful life and the expected residual value at the end of its life, if any. The useful lives and residual values of the Company's assets are determined by management at the time the asset is acquired and reviewed periodically, including at each financial year end. The lives are based on historical experience with similar assets as well as anticipation of future events, which may impact their life, such as changes in technology.

(iii) Refer note 21 for mortgage.

(iv) There is no borrowing cost capitalized during the year ended 31 March 2023 and 31 March 2022.

5 Investment property

Investment property
Cost or deemed cost (Gross carrying amount) Opening balance Additions Less: Reclassification to asset held for sale (Refer note 40) Less: Disposals Closing balance Accumulated depreciation Opening balance Charge for the year Less: Reclassification to asset held for sale (Refer note 40) Less:Disposals Closing balance Net carrying amount Notes:	As at 31 March 2023 - - - - - - - - - - -	As at 31 March 2022
		936.13 - (371.85) (564.28)
		-
		121.92 7.02 (56.31) (72.63)
		-
		-

Investment property comprised of a commercial property that was leased to third parties. The lease contained an initial non-cancellable period.

Investment property comprised of three floors in building named 'Delta' and two floors in building named 'Alpha' held by the Company in Cessna Business Park, Bengaluru. The Company had sold three floor of Delta building and transferred two floor of Alpha building to asset held for sale in the previous year. The Company sold the two floor of the Alpha building during the year in the month of April 2023.

116

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Summary of significant accounting policies and other explanatory notes for the year ended 31 March 2023

(All amounts are in ₹ million, unless otherwise stated)

5 Investment property

I) Amounts recognized in the Statement of Profit and Loss for investment properties

nvestment property I) Amounts recognized in the Statement of Profit and Loss for investment properties
Rental income derived from investment properties Direct operating expenses (including repairs and maintenance) generating rental income Profit arising from investment properties before depreciation and indirect expenses Less: Depreciation Profit arising from investment properties before indirect expenses i) Contractual obligation	Year ended 31 March 2023 2.17 - 2.17 - 2.17	Year ended 31 March 2022
		113.60 9.48 104.12 7.02
		97.10

The Company has not entered into any contracts to purchase, construct or develop investment property or for its repairs, maintenance or enhancements exceeding a period of one year.

6 Investment property under development

Opening balance Additions Disposals Closing balance Note	As at 31 March 2023 350.82 807.82 - 1,158.64	As at 31 March 2022
		77.01 273.81 -
		350.82

(i) The Company is constructing Commercial Tower (Zenith) on the land parcel of the erstwhile "Le Meridien Hotel" for tenancy. Refer note 21 for mortgage details.

(ii) As on 31 March 2023 and 31 March 2022, there are no Investment Property Under Development (IPUD) projects whose completion is overdue or has exceeded the cost, based on original approved plan.

(iii) Interest expense capitalised to investment property under development is ₹ 269.20 (31 March 2022 : ₹ 118.92)

a. Ageing of project in progress as on 31 March 2023

==> picture [470 x 69] intentionally omitted <==

----- Start of picture text -----

Particulars Less than 1 year 1-2 years 2-3 years More than 3 years Total
Projects in progress 807.82 273.81 77.01 - 1,158.64
b. Ageing of project in progress as on 31 March 2022
Particulars Less than 1 year 1-2 years 2-3 years More than 3 years Total
Projects in progress 273.81 77.01 - - 350.82
----- End of picture text -----

7 Non-current investments Investments in subsidiaries

Non-current investments Investments in subsidiaries
*Unquoted equity shares* *Investments in subsidiaries accounted at cost* 49,999 equity shares of Blue Lagoon Real Estate Private Limited (31 March 2022: 49,999) 49,999 equity shares of Neptune Real Estate Private Limited (31 March 2022: 49,999) 9,999 equity shares of Mac Charles Hub Projects Private Limited (31 March 2022: 9,999) Note: Refer note 21 for mortgage details Quoted equity shares Investments measured at fair value through other comprehensive income (fully paid-up) 10,000 equity shares of Global Offshore Services Limited (31 March 2022: 10,000 shares) 22,699 equity shares of Puravankara Limited (31 March 2022 : 22,699 shares) 4,000 equity shares of Cipla Limited (31 March 2022: 4,000 shares) Total investments Aggregate amount of quoted investments and market value thereof Aggregate amount of unquoted investments Aggregate amount of impairment in the value of investments	As at 31 March 2023 As at 31 March 2022
	1,633.24 1,632.78 596.05 595.59 927.80 373.30
	3,157.09 2,601.67
	0.20 0.45 1.49 2.42 3.60 4.07
	5.29 6.94
	3,162.38 2,608.61
	5.29 6.94 3,157.09 2,601.67 - -

Information about the Company's exposure to credit and market risks, and fair value measurement, is included in Note 35.

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Summary of significant accounting policies and other explanatory notes for the year ended 31 March 2023

(All amounts are in ₹ million, unless otherwise stated)

7 Non-current investments Investments in subsidiaries

Equity shares designated as at fair value through other comprehensive income (FVOCI)

The Company designated the investments presented below as equity shares at FVOCI because these equity shares represent investments that the Company intends to hold for long-term.

Fair value

Investment in equity shares of Global Offshore Services Limited Investment in equity shares of Puravankara Limited Investment in equity shares of Cipla Limited	Dividend income for 21-22 Fair Value as at 31 March 2022 Dividend income Fair Value as at 31 March 2023
	- 0.45 - 0.20 - 2.42 - 1.49 0.02 4.07 0.14 3.60 0.02 6.94 0.14 5.29

8 Loans

8	Loans
			As at	As at
		31	March 2023	31 March 2022
	*Loan receivable considered good- unsecured*
	Loans to subsidiaries(refer note 33)
	- Blue Lagoon Real Estate Private Limited		194.68	176.43
	- Neptune Real Estate Private Limited		175.78	159.25
-	- Mac Charles Hub Projects Private Limited		926.68	353.55
			1,297.14	689.23
9	Other financial assets
	Security deposit		6.51	6.54
			6.51	6.54
10	Income-tax assets (net)
			As at	As at
		31	March 2023	31 March 2022
	Advance income tax, net of provision for taxation ₹ 35.12 million(31 March 2022: ₹ 48.04		49.59	43.95
	million)
			49.59	43.95
11	Other non-current assets
	Capital advances
	- Advance paid for purchase of investment property (refer note below)		956.21	1,175.49
	Balance with government authorities		258.11	188.80
			1,214.32	1,364.29
	Note:
	Capital advance as at 31 March 2023 includes an amount paid to Legacy Global to acquire a property in Allalsandra village,			Yelahanka Hobli, Bengaluru
	North. The property is under construction and possession is expected to be received by 31 December 2023.

12 Current investments

Current investments
Unquoted- Investment in mutual funds Investments measured at fair value through Profit and Loss (fully paid-up) Nil units of Ultra Short Bond Fund Direct Plan of Franklin India (31 March 2022: 692.47 units) 21,755 units of HDFC Liquid DP - Growth Option ( 31 March 2022 : 4,290 units) 542,857 units of ICICI Liquid - DP Growth ( 31 March 2022 : 63,439 units) Nippon India Mutual Fund (ETF Liquid BGSE) ICICI India Advantage Fund-III Reliance Capital Asset Management Aggregate amount of quoted investments and market value thereof Aggregate amount of unquoted investments Aggregate amount of impairment in the value of investments	As at 31 March 2023 As at 31 March 2022
	- 0.02 96.23 17.95 180.87 20.00 0.09 0.09 1.78 1.78 9.58 18.76
	288.54 58.60
	- - 288.54 58.60 - -

Information about the Company's exposure to credit and market risks, and fair value measurement, is included in note 35.

118

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Summary of significant accounting policies and other explanatory notes for the year ended 31 March 2023 (All amounts are in ₹ million, unless otherwise stated)

13 Trade receivables

As at 31 March 2023 As at 31 March 2022 Undisputed trade receivable, considered good 16.39 9.73 Dues from related parties (refer note 33) 12.71 - Dues from others (refer note 26c) 3.68 13.78 16.39 13.78 Note: a. The Company's exposure to credit and currency risks, and loss allowances related to trade receivables are disclosed in note 35. b. Outstanding for following periods from due date of payment: Undisputed trade receivable, considered good - Less than 6 months 16.39 13.78 - 6 months-1 year - - - 1- 2 years - - - 2- 3 years - - - More than 3 years - - 16.39 13.78 c. Invoices are usually payable within 30 days 14 Cash and cash equivalents Balances with banks - in current accounts (refre note(i)) 43.90 545.72 43.90 545.72 15 Bank balances other than cash and cash equivalents As at 31 March 2023 As at 31 March 2022 Unpaid dividend account (refer note (i)) 16.64 21.91 Deposits with original maturity more than 3 months but less than 12 (refre note (ii)) 2,651.90 80.10 2,668.54 102.01 Notes: (i) Unpaid dividend account represents bank balances which are restricted for use and it relates to unclaimed dividend. 16 Loans	As at 31 March 2023 As at 31 March 2022 Undisputed trade receivable, considered good 16.39 9.73 Dues from related parties (refer note 33) 12.71 - Dues from others (refer note 26c) 3.68 13.78 16.39 13.78 Note: a. The Company's exposure to credit and currency risks, and loss allowances related to trade receivables are disclosed in note 35. b. Outstanding for following periods from due date of payment: Undisputed trade receivable, considered good - Less than 6 months 16.39 13.78 - 6 months-1 year - - - 1- 2 years - - - 2- 3 years - - - More than 3 years - - 16.39 13.78 c. Invoices are usually payable within 30 days 14 Cash and cash equivalents Balances with banks - in current accounts (refre note(i)) 43.90 545.72 43.90 545.72 15 Bank balances other than cash and cash equivalents As at 31 March 2023 As at 31 March 2022 Unpaid dividend account (refer note (i)) 16.64 21.91 Deposits with original maturity more than 3 months but less than 12 (refre note (ii)) 2,651.90 80.10 2,668.54 102.01 Notes: (i) Unpaid dividend account represents bank balances which are restricted for use and it relates to unclaimed dividend. 16 Loans	As at 31 March 2023 As at 31 March 2022
		16.39 9.73 12.71 - 3.68 13.78
		16.39 13.78
		receivables are disclosed in note 35. 16.39 13.78 - - - - - - - -
		16.39 13.78
		43.90 545.72 43.90 545.72
		As at 31 March 2023 As at 31 March 2022
		16.64 21.91 2,651.90 80.10
		2,668.54 102.01
	*Loan receivable considered good- unsecured* - Inter-corporate loans *Loan receivable- credit impaired* - Inter-corporate loans Less: Expected credit loss for loans	As at 31 March 2023 As at 31 March 2022
		0.50 0.50 18.83 18.83 (18.83) (18.83)
		0.50 0.50

Loans
	As at	As at
	31 March 2023	31 March 2022
*Loan receivable considered good- unsecured*
- Inter-corporate loans	0.50	0.50
*Loan receivable- credit impaired*
- Inter-corporate loans	18.83	18.83
Less: Expected credit loss for loans	(18.83)	(18.83)
	0.50	0.50

The Company's exposure to credit and currency risks and loss allowances related to loans are disclosed in note 35.

17 Other financial assets

Other receivables Interest accrued but not due 18 Other current assets Prepaid expenses Other advances	As at 31 March 2023 As at 31 March 2022
	0.20 0.04 9.22 0.52
	9.42 0.56
	0.40 0.48 1.44 1.48 1.84 1.96

119

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Summary of significant accounting policies and other explanatory notes for the year ended 31 March 2023 (All amounts are in ₹ million, unless otherwise stated)

19 Equity share capital

Equity share capital
Equity share capital Authorised share capital 20,000,000 (31 March 2022: 20,000,000) equity shares of ₹ 10 each Issued, subscribed and fully paid up 13,101,052 (31 March 2022: 13,101,052) equity shares of ₹ 10 each	As at 31 March 2023 As at 31 March 2022
	200.00 200.00
	200.00 200.00
	131.01 131.01
	131.01 131.01

(a) Reconciliation of the number of equity shares outstanding at the beginning and at the end of the reporting year:

At the beginning of the year Add: Shares issued during the year Less: Forfeiture of shares during the year Outstanding at the end of the year	As at 31 March 2023 As at 31 March 2022
	No of shares Amount No of shares Amount
	1,31,01,052 131.01 1,31,01,052 131.01 - - - - - - - -
	1,31,01,052 131.01 1,31,01,052 131.01

(b) The rights, preferences and restrictions attaching to each class of shares including restrictions on the distribution of dividends and the repayment of capital:

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

(c) Details of shareholder holding more than 5% shares in the Company

Name of the shareholder Embassy Property Developments Private Limited (Holding Company) Rajasthan Gum Private Limited	As at 31 March 2023 As at 31 March 2022
	% of holding No of shares % of holding No of shares
	73.41% 96,16,952 73.41% 96,16,952 5.47% 7,16,890 5.47% 7,16,890

(d) Details of shares held by promoters

Details of shares held by promoters
Number of shares Embassy Property Developments Private Limited Jitendra Virwani C B Paradhanani % of total share capital Embassy Property Developments Private Limited Jitendra Virwani C B Paradhanani % change during the year Embassy Property Developments Private Limited Jitendra Virwani C B Paradhanani	As at 31 March 2023 As at 31 March 2022
	96,16,952 96,16,952 48,835 48,835 1,60,000 1,60,000 73.41% 73.41% 0.37% 0.37% 1.22% 1.22% - - - - - -

(e) The Company has not allotted any fully paid up equity shares by way of bonus shares nor has bought back any class of equity shares during the period of five years immediately preceding the balance sheet date nor has issued shares for consideration other than cash.

(f) Particulars of each class of shares held by holding, ultimate holding, subsidiaries or associates of the Holding Company or the Ultimate Holding Company:

Embassy Property Developments Private Limited (Holding Company)	As at 31 March 2023 As at 31 March 2022
	96,16,952 96,16,952

120

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Summary of significant accounting policies and other explanatory notes for the year ended 31 March 2023 (All amounts are in ₹ million, unless otherwise stated)

20 Other equity General reserve Balance at the beginning of the year Transferred from statement of profit and loss for the year Balance at the end of the year Retained earnings Balance at the beginning of the year Profit for the year Balance at the end of the year Other reserves Balance at the beginning of the year Contribution during the year Balance at the end of the year Fair value of equity instruments Balance at the beginning of the year Net fair value gain on investments in equity instruments at FVOCI, net of tax effect Balance at the end of the year Remeasurements of defined benefit asset Balance at the beginning of the year Actuarial gains, net of tax effect Balance at the end of the year	As at 31 March 2023 As at 31 March 2022
	2,244.80 2,244.80 - -
	2,244.80 2,244.80
	1,644.38 534.06 589.75 1,110.32
	2,234.13 1,644.38
	- - 129.62 -
	129.62 -
	(0.17) (1.69) (1.23) 1.52
	(1.40) (0.17)
	1.11 3.21 0.00 (2.10)
	1.11 1.11
	4,608.25 3,890.12

For nature and purpose of reserves refer Statement of Changes in Equity.

20.1 Capital management

For the purpose of the Company’s capital management, capital includes issued equity share capital, 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's policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future development of the business. Management monitors the return on capital, as well as the level of dividends to equity shareholders. The Board of Directors seeks to maintain a balance between the higher returns that might be possible with higher levels of borrowing and the advantages and security afforded by a sound capital position.

The Company monitors capital using a ratio of 'adjusted net debt' to 'equity'. For this purpose, adjusted net debt is defined as total liabilities, comprising interest-bearing loans and borrowings less cash and cash equivalents and Bank balance other than cash and cash equivalents. Equity comprises all components of equity. The Company's adjusted net debt to equity ratio is as follows:

20.2

Particulars Total liabilities Less: Cash and cash equivalents Less: Bank balance other than cash and cash equivalents Adjusted net debt Total equity Adjusted net debt to adjusted equity ratio Earnings per share (EPS) a. Computation of earnings per share is as follows: Profit after tax for the year, attributable to equity holders b. Reconciliation of basic and diluted shares used in computing earnings per share Weighted average number of equity shares outstanding during the year for calculation of basic EPS Effect of dilutive potential equity shares Weighted average number of equity shares outstanding during the year for calculation of diluted EPS c. Earnings per share: (a) Basic (₹) (b) Diluted (₹)	As at 31 March 2023 As at 31 March 2022
	5,428.07 2,394.02 43.90 545.72 2,668.54 102.01
	2,715.63 1,746.29
	4,739.26 4,021.13
	0.57 0.43
	As at 31 March 2023 As at 31 March 2022 589.75 1,110.32 1,31,01,052 1,31,01,052 - - 1,31,01,052 1,31,01,052 45.02 84.75 45.02 84.75

121

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Summary of significant accounting policies and other explanatory notes for the year ended 31 March 2023 (All amounts are in ₹ million, unless otherwise stated)

21 Borrowings Secured From bank (refer note (i) below) Less - amount disclosed under liablity associated with assets held for sale(refer note 40) Non convertible debentures ('NCD') (refer note ii)	As at 31 March 2023 As at 31 March 2022
	- 490.20
	- 490.20
	- (490.20) 5,276.94 1,222.91 5,276.94 1,222.91

Information about the Company's exposure to interest rate, foreign currency and liquidity risks is included in note 35.

Notes: Terms and repayment schedule

(i) From HDFC Bank Limited, amounting to Nil (31 March 2022 : ₹ 492.72 million) Secured by:

During the current year, the Company had sold Alpha building of Cessna park and released charge on the property and repaid the entire amount.

(ii) Non convertible debentures

The Company has issued non convertible debentures (NCD) as follows:

A. The Company entered into debenture trust deed dated 9 July 2021 as amended on 2 August 2022 for issue of 3,000 zero coupon, senior, secured, rated, redeemable and listed NCD. The Company issued 1,499 listed NCD, nominal value of ₹ 1 million each aggregating to ₹ 1,499 million through private placement. 1,498 debentures were issued to Standard Chartered Bank (Singapore) and 1 debenture was issued to Embassy Property Developments Private Limited. The Company entered into debenture trust deed dated 24 November 2021 for issue of 3,000 zero coupon, senior, secured, rated, redeemable and unlisted NCD which was amended on 2 August 2022 for issue of 500 zero coupon, senior, secured, rated, redeemable and unlisted NCD. The Company issued 250 unlisted NCD, nominal value of ₹ 1 million each aggregating to ₹ 250 million through private placement. 249 debentures were issued to Standard Chartered Bank (Singapore) and 1 debenture was issued to Embassy Property Developments Private Limited. The proceeds from issuance of debentures is being used to fund the Project Zenith.

B. The Company entered into debenture trust deed dated 24 August 2022 as amended on 24 March 2023 for issue of 3,200 zero coupon, senior, secured, rated, redeemable and listed NCD. The Company issued 3,200 listed NCD, nominal value of ₹ 1 million each aggregating to ₹ 3,200 million through private placement. These debentures were issued to Standard Chartered Bank (Singapore). The proceeds from issuance of debentures is being used to fund Project Embassy Business Hub which is undertaking in a wholly owned subsidiary Mac Charles Hub Projects Private Limited as per the Debenture Trust Deed (DTD) ("Hub Debentures") as amended on 18 March 2023.

Terms as stated in DTD

1. Debentures as stated in point A

The NCD issued are zero coupon, have a yield of 16% per annum on XIRR basis.

(b) towards any other costs in relation to the Project; and

(c) making payments for all fees, costs and other general expenses incurred in relation to the issue, as approved by the Debenture Trustee.

The issue of NCD has been secured against:

A. First ranking equitable mortgage over:

(ii) apartments held by Company in Embassy Habitat, DLF Riverside, Kent Glass House and Maradu Villa

(iii) all that piece and parcel of the Land bearing Sy. No. 879/1, 883/3, of Maradu Village, Kanayannoor Taluk, Maradu Sub District, Ernakulam District, measuring 4.1 acres along with a residential Building and Servant Quarters and other structures with electric and water connection and all fixtures and fittings therein and all the improvements.

B. A first ranking exclusive charge over:

(i) all the Account Assets as defined under the debenture documents,

(ii) Company’s rights under the turnkey contract executed with Embassy Property Developments Private Limited

(iii) the Legacy Cirocco (Agreement to sell),

(iv) all receivables of the Company

(v) all movable assets in relation to the Project (including without limitation, the movable fixed assets in relation to the Project)

(vi) all the operating account assets

C. A first ranking exclusive pledge of shares of Blue Lagoon Real Estate Private Limited and Neptune Real Estate Private Limited

D. Embassy Property Developments Private Limited (holding Company) has given guarantee for the same.

122

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Summary of significant accounting policies and other explanatory notes for the year ended 31 March 2023

(All amounts are in ₹ million, unless otherwise stated)

2. Debentures as stated in point B The NCD issued are zero coupon, have a yield of 19.75% per annum on XIRR basis.

Fund raised by the issue of Hub NCD shall be utilized by the Company solely for the following (and for no other purpose):

towards acquisition of the Project land and conversion charges, approval costs, brokerage, stamp duty, fees, costs and other general expenses in relation to the Project land.

The issue of NCD has been secured against:

A. A first ranking exclusive charge over:

(i) all the Account Assets as defined under the debenture documents,

(ii) inter - Company receivables

(iii) Squadron Developers Private Limited Account Assets as defined under the debenture documents

(iv) Mac Charles Hub Projects Private Limited Account Assets as defined under the debenture documents

(v) the receivables and immovable assets (Project) in relation to the project

B. A first ranking exclusive pledge of shares of Mac Charles Hub Projects Private Limited

C. Mr. Jitendra Virwani (promoter), Embassy Property Developments Private Limited (holding Company), Mac Charles Hub Projects Private Limited (subsidiary Company) and Squadron Developers Private Limited (fellow subsidiary) has given guarantee for ₹ 3,200 million each.

(iii) The Company has entered into an agreement with its Holding Company, Embassy Property Developments Private Limited dated 18 August 2020, to receive an inter corporate deposit of ₹1,000. The Company has not withdrawn any amount from the same.

(iv) Reconciliation of movements of liabilities to cash flow arising from financing activities (refer note 39B)

Trade payables Dues to micro enterprises and small enterprises (refer note c) Dues to creditors other than micro enterprises and small enterprises a) Outstanding for following periods from due date of payment- Less than 1 year 1-2 years 2-3 years As at 31st March 2023 Dues to micro enterprises and small enterprises - - - Dues to creditors other than micro enterprises and small enterprises 3.99 - - Accrued expense Total As at 31st March 2022 Dues to micro enterprises and small enterprises - - - Dues to creditors other than micro enterprises and small enterprises 1.31 - - Accrued expense Total	As at 31 March 2023	As at 31 March 2022
	- 23.21	- 37.51
	23.21	37.51
	More than 3 years	Total
- - - 3.99 - - - - - 1.31 - -	- - - -	- 3.99 19.22
		23.21 - 1.31 36.20
		37.51

b) The Company's exposure to currency and liquidity risks related to trade payables are disclosed in note 35.

c) Dues to micro enterprises and small enterprises

The Management has identified enterprises which have provided goods and services to the Company and which qualify under the definition of micro and small enterprises as defined under Micro, Small and Medium Enterprises Development Act, 2006 (Act). Accordingly, the disclosure in respect of the amounts payable to such enterprises as at 31 March 2023 has been made in the standalone financial statements based on information received and available with the Company. The Company has not received any claim for interest from any supplier under the said Act. Further in view of the Management, the impact of interest if any that may be payable in accordance with the provisions of the Act is not expected to be material.

23 Other current financial liabilities

Security deposits Capital creditors Accrued salaries and bonus Unpaid/unclaimed dividends (also, refer note 15) Cross subsidy payable	As at 31 March 2023 As at 31 March 2022
	1.50 1.50 10.25 10.31 0.24 0.18 16.64 21.91 66.79 40.25 95.42 74.15

123

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Summary of significant accounting policies and other explanatory notes for the year ended 31 March 2023 (All amounts are in ₹ million, unless otherwise stated)

24	Current provisions
			As at	As at
			31 March 2023	31 March 2022
	Provision for employee benefits
ment	- Compensated absences		0.95	0.60
			0.95	0.60
25	Other current liabilities
	Statutory dues payable		2.71	5.68
			2.71	5.68
26	Revenue from operations
			Year ended	Year ended
			31 March 2023	31 March 2022
	Sale of services
	Income from sale of electricity		108.27	105.55
	Other operating revenue
	Rental income		3.62	114.22
			111.89	219.77
	Note:
	a) Disaggregation of revenue
	The disaggregated revenues from contracts with customers by customer type and contract type best depicts how the nature, amount, timing and uncertainty
	of our revenues and cash flows are affected by industry, market and other economic factors.
		Time of revenue recognition	Year ended	Year ended
			31 March 2023	31 March 2022
	Sale of electricity	Over the period	108.27	105.55
	Rental Income	Over the period	3.62	114.22
			111.89	219.77
	Revenue in respect of rental services is recognised on an accrual basis, in accordance with the		terms of the respective contract as and when the Company
	satisfies performance obligations by delivering the services as per contractual agreed terms.
	b) Net revenues based on customer are as follows:
	Other parties		99.94	208.55
	Government Company		11.95	11.22
			111.89	219.77
	c) Contract balances
	Contract asset relates to conditional right to consideration for completed performance under the contract. Accounts receivable			are recorded when the
	right to consideration becomes unconditional.
			As at	As at
			31 March 2023	31 March 2022
	Trade receivables		15.63	13.45
	Unbilled revenue (refer note 13)		0.76	0.33
	d) Movement in contract assets
	Contract assets at the beginning of		13.78	7.77
	the year
	Amounts billed/(received) during		2.61	6.01
	the year, net
	Contract assets at the end of the		16.39	13.78
	year
	e) Performance obligation
	The performance obligation is satisfied upon providing of services as and when rendered and accordingly there is no outstanding performance obligation
	as on 31 March 2023.

27 Other income

Other income
Interest income Profit on sale of property, plant and equipment and assets held for sale Profit on sale of investments Fair value changes in financial assets measured at fair value through Statement of Profit and Loss Corporate guarantee income Other non-operating income	Year ended 31 March 2023 Year ended 31 March 2022
	207.64 29.19 743.36 909.54 5.99 215.17 6.57 - 43.99 - 7.01 0.04 1,014.56 1,153.94

124

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Summary of significant accounting policies and other explanatory notes for the year ended 31 March 2023

(All amounts are in ₹ million, unless otherwise stated)

28 Employee benefits expense Salaries and wages Contribution to provident and other funds 29 Finance costs Interest expense on financial liabilities measured at amortized cost Bank charges 30 Depreciation and amortization expense Depreciation of property, plant and equipment (refer note 4) ties Depreciation on investment properties (refer note 5) 31 Other expenses Legal, professional and consultancy charges Fair value changes in financial assets measured at fair value through Statement of Profit and Loss Rates and taxes Power and fuel Repairs and maintenance: note 37) i) Building (refer note 33) ote 37) ii) Plant & machinery (refer note 33) Corporate social responsibility (refer note (ii) below) Outsourced manpower (refer note 33) e 37) Rent (refer note 33) Insurance Payment to auditors (refer note (i) below) Director's sitting fees Miscellaneous expenses Note: (i) Auditor's remuneration (inclusive of GST) As auditor - for statutory audit - for certification services Reimbursement of expenses	Year ended 31 March 2023 Year ended 31 March 2022 13.14 13.85 0.88 0.90 14.02 14.75 Year ended 31 March 2023 Year ended 31 March 2022
	325.18 59.50 0.12 0.08
	325.30 59.58
	19.13 19.34 - 7.02
	19.13 26.36
	39.46 41.02 - 0.12 33.01 35.64 0.07 0.30 2.42 4.71 24.97 21.15 0.02 2.98 2.45 3.60 2.37 1.94 1.01 0.98 6.08 4.03 2.39 2.18 1.07 0.72
	115.33 119.37
	5.07 3.50 0.71 0.40 0.31 0.13
	6.08 4.03

(ii) Corporate Social Responsibility (CSR)

As the average net profit of the Company made during the three immediately preceding financial year is negative, the Company has not earmarked specific funding for Corporate Social Responsibility and sustainable activities as required under the provision of Section 135 of the Act.

32 Income tax

(a) Major components of income tax expense for the years ended 31 March 2023 and 31 March 2022:

Current income tax: Current income tax charge Deferred tax: Attributable to- Origination and reversal of temporary differences Tax expense Income tax expense reported in the statement of profit or loss	Year ended 31 March 2023 Year ended 31 March 2022 (35.12) (45.32) (27.80) 1.99 (62.92) (43.33) (62.92) (43.33)

(b) Deferred tax related to items recognized in Other comprehensive income (OCI) during the year:

Equity instruments through Other comprehensive income - net changes in fair value Remeasurement of defined benefit assets Income tax credited/(charged) to Other comprehensive income	Year ended 31 March 2023 Year ended 31 March 2022
	0.42 (0.51) (0.00) 0.71 0.42 0.20

125

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Summary of significant accounting policies and other explanatory notes for the year ended 31 March 2023 (All amounts are in ₹ million, unless otherwise stated)

(c) Reconciliation of tax expense and the accounting profit multiplied by India’s domestic tax rate:

Profit before tax Tax at the Indian tax rate of 25.17% (31 March 2022: 25.17%) Effect of: Deferred tax asset on carryforward loss Indexation benefit on sale of capital assets Permanent difference Capital gain tax rate differential Impact due to change in Income tax rate Standard deduction for income from house property Income tax expense	Year ended 31 March 2023 Year ended 31 March 2022
	652.67 1,153.65 164.28 290.37 - 3.78 (71.74) (235.87) (35.90) (6.55) 6.45 - - (1.11) (0.16) (7.29)
	62.92 43.33

(d) Deferred tax Deferred tax assets have been recognized only to the extent of existing deferred tax liabilities, because it is not probable that future taxable profit will be available against which the Company can use the benefits therefrom.

(e) Recognized deferred tax assets and liabilities

Movement in temporary differences

Property, plant and equipment and investment property Investments in equity shares Employee benefits Provision for doubtful advances Fair value of investments in mutual funds Income tax loss carry forward Amortisation of arranger fees Net deferred tax (assets)/ liabilities	Balance as at 31 March 2022 Recognized in profit or loss during 2022-3 Recognized in OCI during 2022-23 Balance as at 31 March 2023
	48.21 9.31 - 57.52 (2.18) (0.42) 0.00 (2.60) (0.20) 0.32 (0.42) (0.30) (4.74) (0.00) - (4.74) - 3.43 - 3.43 (43.28) (0.52) - (43.80) - 15.68 - 15.68
	(2.19) 27.80 (0.42) 25.19

(f) Expiration of losses carried forward

31 March 2028 Notes:	As at 31 March 2023 As at 31 March 2022
	164.06 164.06

i) The Company has unabsorbed depreciation loss of ₹ 9.96 million which can be carried forward indefinitely.

33 Related parties with whom transactions have taken place during the year

A. Holding Company

Embassy Property Developments Private Limited

B. Subsidiaries

Airport Golfview Hotels and Suites Private Limited (till 21 March 2022) Blue Lagoon Real Estate Private Limited Neptune Real Estate Private Limited

Mac Charles Hub Projects Private Limited (from 06 January 2022)

C. Other entities

Embassy Services Private Limited- Fellow subsidiary Squadron Developers Private Limited- Fellow subsidiary

We Work India Management Private Limited- Common directorship

Vikas Telecom Private Limited (from 30 August 2022)

D. Director

Mr. P. B. Appiah

Mr. Suresh Vaswani

Ms. Tanya John

Mr. Aditya Virwani

Mr. P R Ramakrishnan

Mr. Sartaj Sewa Singh

126

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Summary of significant accounting policies and other explanatory notes for the year ended 31 March 2023 (All amounts are in ₹ million, unless otherwise stated)

33 Related parties with whom transactions have taken place during the year

E. Key Managerial Personnel

Ms. Chandana Naidu (Company Secretary ) Mr.Pranesha K Rao (Chief Financial Officer till 14th November 2022) Mr.Ankit Shah (Chief Financial Officer from 14th November 2022)

F. The following is a summary of related party transactions

Inter corporate loan given Blue Lagoon Real Estate Private Limited Neptune Real Estate Private Limited Mac Charles Hub Projects Private Limited Inter corporate loan - repaid Airport Golfview Hotels and Suites Private Limited Capital advance given Embassy Property Developments Private Limited Non convertible debenture Embassy Property Developments Private Limited Related party (cont'd) Revenue from operations Vikas Telecom Private Limited Repairs and maintenance - Building Embassy Property Developments Private Limited Repairs and maintenance - plant & machinery Embassy Property Developments Private Limited Embassy Service Private Limited Brokerage and commission paid Embassy Property Developments Private Limited Staff welfare expenses Embassy Property Developments Private Limited Rent expense We Work India Management Private Limited G. The following is a summary of balances receivable/payable from related parties: Inter-corporate loans given Blue Lagoon Real Estate Private Limited Neptune Real Estate Private Limited Mac Charles Hub Projects Private Limited Non convertible debenture Embassy Property Developments Private Limited Trade payable Embassy Property Developments Private Limited Embassy Service Private Limited Trade receivable Vikas Telecom Private Limited Capital advance Embassy Property Developments Private Limited Capital creditors Embassy Property Developments Private Limited Deposit balance** Embassy Service Private Limited		Year ended 31 March 2023 Year ended 31 March 2022 1.00 0.60 1.00 0.60 1,044.46 721.01 - 8.61 300.72 1,122.26 - 2.00 Year ended 31 March 2023 Year ended 31 March 2022 96.76 - - 3.41 2.39 0.87 3.96 1.24 - 0.39 - 0.14 1.84 1.49 As at 31 March 2023 As at 31 March 2022


		268.85 267.85 242.76 241.76 1,765.47 721.01 2.00 2.00 - 1.48 1.84 0.59 12.71 - 902.98 1,122.26 - 0.06 0.18 0.18

33 Related party (cont'd)

127

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Summary of significant accounting policies and other explanatory notes for the year ended 31 March 2023 (All amounts are in ₹ million, unless otherwise stated)

H. During the current year the Company has received guarantee from Mr. Jitendra Virwani, Embassy Property Developments Private Limited, Mac Charles Hub Projects Privated Limited and Squadron Developers Private Limited. Refer Note 21 (ii) for the corporate guarantees received by the Company.[#]

The transaction has been shown at gross basis and further, the accounting for the inter-corporate deposits has been done as per Ind AS 109.
The Ind AS adjustments for the guarantee received have not been presented which are accounted as per Ind AS 109 read with ITFG 16 wherein the present value of guarantee from Mr. Jitendra Virwani, Embassy Property Developments Private Limited and Embassy Construction Private Limited amounting to ₹ 131.97 is credited to other equity and debited to debentures and the present value of guarantee from the subsidiary, Mac Charles Hub Projects Private Limited, amounting to ₹ 43.99 is credited to Statement of profit and loss and debited to debentures. On account of release of guarantee given by Embassy Construction Private Limited and new guarantee received from Squadron Developers Private Limited, a net impact of ₹ 2.36 is debited to other equity and credited to debentures.

I. Compensation of key management personnel of the Company:

(i) The remuneration of directors and other members of key management personnel during the year was as follows:

Short-term employee benefits 33 Related party (cont'd)	As at 31 March 2023 As at 31 March 2022
	11.13 13.23 11.13 13.23

The remuneration of directors and key executives is determined by the remuneration committee having regard to the performance of individuals and market trends. Post employment benefit comprising gratuity and compensated absences are not disclosed as these are determined for the Company as a whole.

H. Details of inter-corporate loans given
(a) Terms and conditions on which inter-corporate loans have been given
Party name	Interest rate	Repayment terms	Purpose
Blue Lagoon Real Estate Private (Subsidiary)	0%	Repayable after 5 years	General
Neptune Real Estate Private Limited (Subsidiary)	0%	Repayable after 5 years	General
Mac Charles Hub Projects Private Limited (Subsidiary)	0%	Repayable after 5 years	General

(b) Reconciliation of inter-Company loans given as at the beginning and as at the end of the year:

(b) Reconciliation of inter-Company loans given as at the beginning and as at the end of the year:
*Subsidiary* Airport Golfview Hotels and Suites Private Limited At the commencement of the year Add: given during the year Less: repaid during the year At the end of the year Blue Lagoon Real Estate Private Limited At the commencement of the year Add: given during the year Add : unwinding on interest as per Ind AS 109 Less: effect of Ind AS 109 adjustment At the end of the year Neptune Real Estate Private Limited At the commencement of the year Add: given during the year Add : unwinding on interest as per Ind AS 109 Less: effect of Ind AS 109 adjustment At the end of the year Mac Charles Hub Projects Private Limited At the commencement of the year Add: given during the year Add : unwinding on interest as per Ind AS 109 Less: effect of Ind AS 109 adjustment At the end of the year	As at 31 March 2023 As at 31 March 2022
	- 8.61 - - - (8.61)
	- -
	176.43 267.25 1.00 0.60 17.71 10.16 (0.46) (101.58)
	194.68 176.43
	159.25 241.16 1.00 0.60 15.99 9.18 (0.46) (91.69)
	175.78 159.25
	353.55 - 1,044.46 721.01 83.17 5.74 (554.51) (373.20) 926.68 353.55

128

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Summary of significant accounting policies and other explanatory notes for the year ended 31 March 2023 (All amounts are in ₹ million, unless otherwise stated)

34 Contingent liabilities and commitments Capital commitments Estimated amount of contracts remaining to be executed on capital account and not provided for Contingent Liabilities Income tax	As at 31 March 2023 As at 31 March 2022
	1,386.51 1,741.06 31.65 -

During the year, the Company received the demand notice of ₹ 31.65 on 29 March 2023 where the Assessing officer during the course of the reassessment proceedings proposed to disallow the proportionate interest expense under Section 36(1)(iii) of the Income Tax Act on the grounds that interest-bearing funds were diverted as interest free advances. However, the Assessing officier disallowed interest expenses under section 37 of the Income Tax Act for not offering the interest income for delay in execution of contract in the subject AY. The Assessing officier contends that the Company adopts the mercantile system of accounting and the expenditure which is relevant to the earning of an income should be deducted such that it results in the real income chargeable to tax.

The Company has filed an appeal before the CIT(A) against the order stating that the income accrued in next FY were not ascertainable to the the Company and only accrued by the effect of cancellation of contract.

35 Financial instruments - fair value measurement and risk management A Accounting classification and fair value

Financial assets measured at amortized cost: Non current financial assets - Investment in subsidiaries - Loans - Other non-Current financial asset Current financial assets - Trade receivables - Cash and cash equivalents - Bank balances other than cash and cash equivalents - Loans - Other current financial assets Financial assets measured at fair value through Other Comprehensive Income: Investments Non current Financial assets measured at fair value through profit and loss: Investments Current Total Financial liabilities measured at amortized cost: Non current financial liabilities - Long term borrowing Current financial liabilities - Trade payables - Other financial liabilities - Liability classified as assets held for sale Total	Carrying value as at 31 March 2023	Fair value Total
		Level 1 Level 2 Level 3
	3,157.09 1,297.14 6.51 16.39 43.90 2,668.54 0.50 9.42 5.29 288.54	- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - 5.29 - - 5.29 288.54 - - 288.54
	7,493.32	293.83 - - 293.83
	5,276.94 23.21 95.42 -	- - - - - - - - - - - - - - - -
	5,395.57	- - - -

The Company has not disclosed the fair values for financial instruments such as trade receivables, cash and cash equivalents, bank balances, other noncurrent financial assets other than other current financial assets, loans, borrowings, other non current financial liabilities, trade payables and other current financial liabilities because their carrying amounts are a reasonable approximation of fair value.

129

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Summary of significant accounting policies and other explanatory notes for the year ended 31 March 2023 (All amounts are in ₹ million, unless otherwise stated)

Financial instruments - fair value measurement and risk management (cont'd) Accounting classification and fair value (cont'd) Particulars Carrying value as at 31 March 2022 Financial assets measured at amortized cost: Non current financial assets - Investment in subsidiaries 2,601.67 - Loans 689.23 - Other Non-Current financial asset 6.54 Current financial assets - Trade receivables 13.78 - Cash and cash equivalents 545.72 - Loans 0.50 - Bank balances other than cash and cash equivalents 102.01 - Other current financial assets 0.56 Financial assets measured at fair value through Other Comprehensive Income: Investments Non-current 6.94 Financial assets measured at fair value through profit and loss: Investments Current 58.60 Total 4,025.55 Financial liabilities measured at amortized cost: Non current financial liabilities - Borrowings 1,222.91 Current financial liabilities - Borrowings - - Trade payables 37.51 - Other financial liabilities 74.15 -Liability classified as assets held for sale 1,046.36	Financial instruments - fair value measurement and risk management (cont'd) Accounting classification and fair value (cont'd) Particulars Carrying value as at 31 March 2022 Financial assets measured at amortized cost: Non current financial assets - Investment in subsidiaries 2,601.67 - Loans 689.23 - Other Non-Current financial asset 6.54 Current financial assets - Trade receivables 13.78 - Cash and cash equivalents 545.72 - Loans 0.50 - Bank balances other than cash and cash equivalents 102.01 - Other current financial assets 0.56 Financial assets measured at fair value through Other Comprehensive Income: Investments Non-current 6.94 Financial assets measured at fair value through profit and loss: Investments Current 58.60 Total 4,025.55 Financial liabilities measured at amortized cost: Non current financial liabilities - Borrowings 1,222.91 Current financial liabilities - Borrowings - - Trade payables 37.51 - Other financial liabilities 74.15 -Liability classified as assets held for sale 1,046.36
	Carrying value as at 31 March 2022	Fair value Total Level 1 Level 2 Level 3
	2,601.67 689.23 6.54 13.78 545.72 0.50 102.01 0.56 6.94 58.60	- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - 6.94 - - 6.94 58.60 - - 58.60
	4,025.55	65.54 - - 65.54
	1,222.91 - 37.51 74.15 1,046.36	- - - - - - - - - - - -
Total	2,380.93	- - - -

The Company has not disclosed the fair values for financial instruments such as trade receivables, cash and cash equivalents, bank balances, other non-current financial assets other than other current financial assets, loans, borrowings, other non current financial liabilities, trade payables and other current financial liabilities because their carrying amounts are a reasonable approximation of fair value.

B Measurement of fair values

The section explains the judgement and estimates made in determining the fair values of the financial instruments that are:

a) recognized and measured at fair value

b) measured at amortized cost and for which fair values are disclosed in the standalone financial statements.

35 Financial instruments - fair value measurement and risk management (cont'd)

To provide an indication about the reliability of the inputs used in determining fair value, the Company has classified its financial instruments into the three levels prescribed under the accounting standard. An explanation of each level is mentioned below:

Level 2: The fair value of financial instruments that are not traded in an active market (for example, traded bonds, over-the counter derivatives) is determined using valuation techniques which maximize the use of observable market data and rely as little as possible on entity-specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2.

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

The fair value of the financial assets and liabilities is included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale.

The Company has elected to measure all financial instruments, except investments, at amortized cost.

Investments fall under the 'Level 1' hierarchy and are measured using quoted prices on the respective reporting dates.

130

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Summary of significant accounting policies and other explanatory notes for the year ended 31 March 2023

(All amounts are in ₹ million, unless otherwise stated)

C Financial risk management

The Company has exposure to the following risks arising from financial instruments:

credit risk (refer note ii below)
liquidity risk (refer note iii below)
market risk (refer note iv below)

(i) Risk management framework

The Company’s Board of Directors has overall responsibility for the establishment and oversight of the Company’s risk management framework. The Company’s risk management policies are established to identify and analyze 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 reflect changes in market conditions and the Company’s activities.

The Company’s Audit Committee oversees how management monitors compliance with the Company’s risk management policies and procedures, and reviews the adequacy of the risk management framework in relation to the risks faced by the Company.

(ii) Credit risk

Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Company is exposed to credit risk from its operating activities (primarily trade receivables) and from its financing activities, including deposits with banks and financial institutions, inter-corporate deposits and other financial instruments.

The carrying amount of financial assets represents the maximum credit exposure.

Trade receivable and loans

The Company’s exposure to credit risk is influenced mainly by the individual characteristics of each customer. However, management also considers the factors that may influence the credit risk of its customer base, including the default risk associated with the industry.

The Company has credit policies in place and exposure to the credit risk is monitored on an ongoing basis. A majority of Company's income is from the corporate customers by way of advance receipts and revenue from related parties. Credit evaluations are performed on all customers requiring credit over a certain amount and there is no concentration of credit risk. Due from related parties are considered recoverable by the management. Risk assessment is done for each corporate to whom the inter -corporate deposits are provided. Cash is placed with reputable banks and the risk of default is considered remote. Under the current economic conditions, management has assessed the recoverability of its trade receivables as at the reporting date and consider them to be recoverable.

Due to this factor, management believes that no additional credit risk is inherent in the Company’s receivables. At the balance sheet date, there were no significant concentrations of credit risk.

The following table provides information about the exposure to credit risk and the expected credit loss for trade receivables:

Less than 180 days More than 180 days	As at 31 March 2023 As at 31 March 2022
	Carrying amount Provision amount Carrying amount Provision amount
	16.39 - 13.45 - - - - - 16.39 - 13.45 -

35 Financial instruments - fair value measurement and risk management (cont'd) Loans and other financial asset:

Expected credit loss for loans and other financial assets is as follows:

==> picture [484 x 86] intentionally omitted <==

----- Start of picture text -----

Period ended Asset group Estimated gross Expected Expected Carrying amount,
carrying amount probability of credit losses net of impairment
at default default provision
Loss Financial assets 31 March 2023 Security deposits 6.51 - - 6.51
allowance for which credit Other financial asset 9.42 - - 9.42
measured at risk has not
12 month increased Loan 1,316.47 - 18.83 1,297.64
31 March 2022 Security deposits 6.54 - - 6.54
credit loss expected significantly since initial Other financial asset 0.04 - - 0.04
recognition Other loans 709.08 - 18.83 690.25
----- End of picture text -----

(iii) Liquidity risk

Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Company’s approach to managing liquidity is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when they are due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company’s reputation.

Management monitors rolling forecasts of the Company’s liquidity position and cash and cash equivalents on the basis of expected cash flows to ensure it has sufficient cash to meet operational needs. Such forecasting takes into consideration the Company’s debt financing plans, covenant compliance and compliance with internal statement of financial position ratio targets. Usually the excess of funds is invested in short term mutual funds and fixed deposits. This is generally carried out in accordance with practice and limits set by the Company. These limits vary to take into account the liquidity of the market in which the Company operates.

The Cash flow with respect to project finances will be funded through internal accrual, loan from holding Company and from bank.

Financing arrangements

The Company has undrawn borrowing facilities at the end of the reporting period amounting to ₹ 1,751 on account of debenture trust deeds entered and ₹ 1,000 on account of inter corporate deposit agreement entered as on 31 March 2023.

Maturities of financial liabilities

The following are the remaining contractual maturities of financial liabilities at the reporting date. The amounts are gross and undiscounted contractual cash flow, and include contractual interest payments.

131

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Summary of significant accounting policies and other explanatory notes for the year ended 31 March 2023 (All amounts are in ₹ million, unless otherwise stated)

35 Financial instruments - fair value measurement and risk management (cont'd) As at 31 March 2023

Borrowings Trade payables Other current financial liabilities Liabilities attributable to assets held for sale As at 31 March 2022 Borrowings (including current maturities of long term debt) Trade payables Other current financial liabilities Liabilities attributable to assets held for sale	Carrying amount Total Less than 1 years 1-3 years More than 3 years
	5,276.94 9,470.04 - 2,985.08 6,484.96 23.21 23.21 23.21 - - 95.42 95.42 95.42 - - - - - - -
	5,395.57 9,588.67 118.63 2,985.08 6,484.96
	Carrying amount Total Less than 1 years 1-3 years More than 3 years
	1,222.91 2,228.91 - - 2,228.91 37.51 37.51 37.51 - - 74.15 74.15 74.15 - - 1,046.36 1,046.36 1,046.36 - - 2,380.93 3,386.93 1,158.02 - 2,228.91

(iv) Market risk

Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and equity prices, which will affect the Company's income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimising the return. Market risk comprises of currency risk and interest rate risk. The Company is primarily exposed to fluctuation in interest rates.

Currency risk

The Company is exposed to currency risk to the extent that there is a mismatch between the currencies in which sales, purchases and borrowings are denominated and the respective functional currencies of transacting parties. The functional currency of the Company is ₹. Since the Company does not have any unhedged foreign currency exposure at the year end, it is not exposed to currency risk.

35 Financial instruments - fair value measurement and risk management (cont'd)

(iv) Market risk (cont'd)

Interest rate risk

Interest rate risk is the risk that the future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company’s exposure to the risk of changes in market interest rates relates primarily to its long-term debt obligations with floating interest rates. Interest rate risk

Exposure to interest rate risk

The exposure of the Company's borrowing to interest rate at the end of the reporting period are as follows :-

Floating rate borrowings Borrowings (including current maturities of long term borrowings and liabilities attributable to assets held for sale)	As at 31 March 2023 As at 31 March 2022
	- 490.20
	- 490.20

A reasonably possible change of 50 basis points in interest rates at the reporting date would have increased (decreased) equity and profit or loss by the amounts shown below. This analysis assumes that all other variables remain constant.

Increase by 50 base points Decrease by 50 base points	Impact on profit or loss Impact on other components of equity
	Year ended 31 March 2023 Year ended 31 March 2022 Year ended 31 March 2023 Year ended 31 March 2022
	- 2.45 - - - (2.45) - -

Price risk

The Company's exposure to equity securities price risk arises from investments held by the group and classified in the balance sheet either as fair value through OCI or at fair value through profit or loss. To manage its price risk arising from investments in equity securities, the group diversifies its portfolio. Diversification of the portfolio is done in accordance with the limits set by the Company. The majority of the Company's equity investments are publicly traded and are included in the BSE and NSE index.

Sensitivity analysis – Equity price risk

Increase by 10% Decrease by 10%	Impact on other components of equity
	As at 31 March 2023 As at 31 March 2022
	1.67 2.76 (1.67) (2.76)

132

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Summary of significant accounting policies and other explanatory notes for the year ended 31 March 2023 (All amounts are in ₹ million, unless otherwise stated)

36 Employee benefits obligations

A. Gratuity

The Company has a defined benefit gratuity plan. Under this plan, every employee who has completed five years or more of service gets a gratuity on departure at 15 days of (last drawn basic salary) for each completed year of service. The scheme is funded with insurance companies in the form of a qualifying insurance policy. Based on actuarial valuations conducted as at year end, a provision is recognised in full for the benefit obligation over and above the funds held in the Gratuity Plan.

The following tables summarise the components of net benefit expense recognized in the statement of profit and loss and the funded status and amounts recognised in the balance sheet for the respective plans.

B. The amounts recognised in the Balance Sheet are as follow:

Present value of the obligation at the end of the year Fair value of plan assets as at the end of the year Net assets recognised in the Balance Sheet C. Reconciliation of the net defined benefit (asset)/ liability Reconciliation of present value of defined benefit obligation Balance at the beginning of the year Service cost - Current service cost Interest cost Benefits paid Actuarial losses recognized in Other comprehensive income - changes in financial assumptions Balance at the year end Reconciliation of the present value of plan assets Balance at the beginning of the year Expected return on plan assets Contributions paid into the plan Employer direct benefit payments Benefits paid Actuarial gains/(losses) Balance at the year end C. (i) Expense recognized in profit or loss Current service cost Interest cost Expected return on plan assets C. (ii) Remeasurements recognised in Other comprehensive income Actuarial loss on defined benefit obligation Actuarial (gain) loss on planned assets	As at 31 March 2023 As at 31 March 2022
	0.81 1.40 1.82 2.56
	(1.01) (1.16)
	1.42 1.12 0.23 0.30 0.07 0.07 (0.84) (0.17) (0.05) 0.10
	0.83 1.42
	2.56 2.58 0.15 0.17 - 0.08 - - (0.84) (0.17) (0.06) (0.10)
	1.82 2.56
	0.23 0.30 0.07 0.07 (0.15) (0.17)
	0.15 0.20
	(0.05) 0.10 0.06 0.10 0.01 0.20

133

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Summary of significant accounting policies and other explanatory notes for the year ended 31 March 2023 (All amounts are in ₹ million, unless otherwise stated)

36	Employee benefits obligations (cont'd) D. Plan assets Plan assets comprise of the following: As at 31 March 2023 As at 31 March 2022 Fair value of plan assets 1.82 2.56 1.82 2.56 E. Defined benefit obligations (i) Actuarial assumptions Financial assumptions Discount rate 7.66% 7.11% Future salary growth 6% 6% Attrition rate 5% 5% Demographic assumptions Withdrawal rate 5% 5% Retirement age 60 60 At 31 March 2023, the weighted-average duration of the defined benefit obligation was 12.61 years (31 March 2022: 9.31 years). (ii) Sensitivity analysis Reasonably possible changes at the reporting date to one of the relevant actuarial assumptions, holding other assumptions constant, would have reflected the defined benefit obligation as the amounts shown below. As at 31 March 2023 As at 31 March 2022 Increase Decrease Increase Decrease Discount rate (100 basis points movement) (0.01) 0.01 1.40 1.41 Future salary growth (100 basis points movement) 0.01 (0.01) 1.41 1.40 Attrition rate (100 basis points movement) (0.00) - 1.40 1.41	Employee benefits obligations (cont'd) D. Plan assets Plan assets comprise of the following: As at 31 March 2023 As at 31 March 2022 Fair value of plan assets 1.82 2.56 1.82 2.56 E. Defined benefit obligations (i) Actuarial assumptions Financial assumptions Discount rate 7.66% 7.11% Future salary growth 6% 6% Attrition rate 5% 5% Demographic assumptions Withdrawal rate 5% 5% Retirement age 60 60 At 31 March 2023, the weighted-average duration of the defined benefit obligation was 12.61 years (31 March 2022: 9.31 years). (ii) Sensitivity analysis Reasonably possible changes at the reporting date to one of the relevant actuarial assumptions, holding other assumptions constant, would have reflected the defined benefit obligation as the amounts shown below. As at 31 March 2023 As at 31 March 2022 Increase Decrease Increase Decrease Discount rate (100 basis points movement) (0.01) 0.01 1.40 1.41 Future salary growth (100 basis points movement) 0.01 (0.01) 1.41 1.40 Attrition rate (100 basis points movement) (0.00) - 1.40 1.41	As at 31 March 2023 As at 31 March 2022
			1.82 2.56
			1.82 2.56
		Increase Decrease Increase Decrease
		(0.01) 0.01 1.40 1.41 0.01 (0.01) 1.41 1.40 (0.00) - 1.40 1.41

Although the analysis does not take account of the full distribution of cash flows expected under the plan, it does provide an approximation of the sensitivity of the assumptions shown.

37 Details of inter-corporate loans (other than related party)

(a) Terms and conditions on which inter-corporate loans have been given

Party name	Interest rate	Repayment terms	Purpose
IDS Nest Business Solutions Private Limited	15%	Repayable on demand	General
Thrishul Developers	18%	Repayable on demand	General
Marickar Plantations Private Limited	18%	Repayable on demand	General

Reconciliation of inter-corporate loans given as at the beginning and as at the end of the year (apart from related party loans):

IDS Nest Business Solutions Private Limited
At the commencement of the year
Add: given during the year
Less: repaid during the year
At the end of the year
Thrishul Developers
At the commencement of the year
Add: given during the year
Less: repaid during the year
At the end of the year
Provision created
Marickar Plantation Private Limited
At the commencement of the year
Add: given during the year
Less: repaid during the year
At the end of the year
Provision created

As at
31 March 2023
As at
31 March 2022

0.50
0.50
-
-
-
-
0.50
0.50
11.83
11.83
-
-
-
-
11.83
11.83
(11.83)
(11.83)
7.00
7.00
-
-
-
-
7.00
7.00
(7.00)
(7.00)

134

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Summary of significant accounting policies and other explanatory notes for the year ended 31 March 2023

(All amounts are in ₹ million, unless otherwise stated)

38 Discontinued Operations

i) During the financial year 2019-20, the management had discontinued hotel operations of the Company. Consequently, pursuant to the requirements of Ind AS 105 - Non Current Assets Held for Sale and Discontinued Operations , the Company had classified the assets and liabilities pertaining to the hotel business for the current and prior periods presented as 'Assets/ liabilities associated with discontinued operations' and measured them at lower of cost and fair value as at 31 March 2023.

The net profit/(loss) from the hotel operations of the Mac Charles (India) Limited has been presented separately as 'Discontinued operations' in the statement of profit and loss.

ii) The results from Hotel operations of the Company are as follows :

Income a) Revenue from operations b) Other income Total income (a+b) Expenses a) Cost of material consumed b) Maintenance and upkeep services c) Employee benefit expense # d) Finance costs d) Depreciation and amortization expense e) Other expenses Total expenses (a+b+c+d+e) Loss before tax Tax expense Loss from discontinued operations after tax	Year ended Year ended 31 March 2023 31 March 2022
	- - - -
	- -
	- - - - - - - - - - - -
	- -
	- - - -
	- -

# Included employee termination benefits ₹ Nil (31 March 2022: Nil) incurred to meet termination settlement benefit expenses for employees of the discontinued hotel operations.

iii) The assets and liabilities from Hotel business are as follows :

The assets and liabilities from Hotel business are as follows :
ASSETS Non-current assets Property, plant and equipment Current assets Financial assets - Other financial assets Disposal group - assets held for sale LIABILITIES Current liabilities Financial liabilities - Other financial liabilities Other current liabilities Disposal group - liabilities directly associated with assets held for sale	As at 31 March 2023 As at 31 March 2022
	- - - -
	- -
	3.66 6.21 - 0.60 3.66 6.81

135

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Summary of significant accounting policies and other explanatory notes for the year ended 31 March 2023

(All amounts are in ₹ million, unless otherwise stated)

38 Discontinued Operations (continued)

In accordance with Ind AS 105 - ‘Non-current Assets Held for Sale and Discontinued Operations’, the Management is required to assess the “recoverable amount” of the Hotel business and also to evaluate whether there is any need to provide for an impairment loss. Management is confident that they will be able to sell these assets to third parties at net selling prices which would exceed their carrying amounts and, accordingly, believe that no additional provision is required for impairment as at 31 March 2023.

iv The net cash flows from Hotel business is as follows :

The net cash flows from Hotel business is as follows :
Loss before tax from discontinuing operations Adjustments: - Loss on sale of property, plant and equipment - Others Working capital adjustments: - Trade receivables - Current and non-current financial assets - Current and non-current financial liabilities - Other current and non-current liabilities Cash used in operating activities Income taxes paid Net cash used in operating activities [A] Net cash used in investing activities [B] Proceeds from sale of property, plant and equipment Net cash used in financing activities [C] Decrease in cash and cash equivalents [A+B+C]	Year ended 31 March 2023 Year ended 31 March 2022
	- - - - - - - - - - - 0.16 (2.55) (35.41) - -
	(2.55) (35.25) - -
	(2.55) (35.25)

	- 7.97
	- - (2.55) (27.28)

136

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Summary of significant accounting policies and other explanatory notes for the year ended 31 March 2023 (All amounts are in ₹ million, unless otherwise stated)

39
A) Ratios
Particulars
Numerator
Denominator
Current Ratio
Current Asset
Current Liabilities
Debt equity ratio
Debt
Networth
Debt Service coverage ratio
Profit before exceptional items
Finance cost + Principal
repayment made for Non-
current borrowings and Non-
current lease liabilities
Return on equity
Profit after tax
Average Shareholders' funds
(Total equity)
Inventory turnover ratio
Sale of goods
Average
Inventories
of
Finished stock
Trade receivables turnover
ratio
Sale of goods/services
Average
Gross
Trade
receivables (before provision)
Trade payables turnover ratio
Cost
of
materials
consumed
+ Purchases of stock-in-trade
+
Changes
in
inventories
of
finished
goods,
work-in-
progress and stock- in-trade +
Other expenses
Average Trade payables
Net capital turnover ratio
Sale of goods
Current assets less current
liabilities (excluding current
maturity
of
Noncurrent
borrowing
and
non-current
lease liabilities)
Net profit ratio
Net Profit for the period
Total Income
Return on capital employed
Profit before exceptional items,
tax and finance cost
Networth + Debt + Deferred
tax liability
Return on investment
Interest income from financial
assets carried at amortised cost +
Net
gain
on
financial asset measured at fair
value through profit and loss
Average
(Non-current
Investments
+
Current
investments
+
Non-current
loans receivable + Current
loans receivable - Investments
in
equity
instruments of subsidiaries)

31 March 2023
31 March 2022
Variance

24.27
0.95
2463%*
1.11
0.43
161%!
1.22
1.61
-24%^
0.12
0.28
-55%#
-
-
-
7.42
20.71
-64%$ -
- -
0.04
0.22
-83%$ 52%
81%
-35%#
0.10
0.21
-54%^
0.18
0.04
308%~

*Basis change in bank balances other than cash and cash equivalents.

! Basis change in debetures issued during the year

Basis change in profit .

$Basis change in revenue from operatioms ^Basis change in profit numbers and debt repayment and issue of debentures.

~Basis change in interest income from loan given to subsidiary

137

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Summary of significant accounting policies and other explanatory notes for the year ended 31 March 2023 (All amounts are in ₹ million, unless otherwise stated)

==> picture [501 x 541] intentionally omitted <==

----- Start of picture text -----

|||||||||||
|---|---|---|---|---|---|---|---|---|---|
|B. Reconciliation of movements of liabilities to cash flow arising from financing activities|
|Liability|Equity|
|Loans|Debenture|Share|General|Retained|Other|Fair value|Remeasurements|Total|
|Capital|reserves|earnings|reserves|of equity|of defined|
|Particulars|instruments|benefit liability|
|Balance as at 31 March 2022|491.83|1,222.91|131.01|2,244.80|1,644.38|-|(0.17)|1.11|5,735.86|
|Proceeds from borrowings|-|3,700.00|-|-|-|3,700.00|
|Transaction costs related to|2.52|(63.80)|-|-|-|(61.28)|
|borrowings|
|Repayment of borrowings|(492.72)|-|-|-|-|-|(492.72)|
|Dividend paid|-|-|-|-|-|-|-|
|Total changes from|(490.20)|3,636.20|-|-|-|-|-|-|3,146.00|
|financing activities|
|Other changes:-|
|Liability-related|
|Interest expense|0.42|322.26|-|-|-|-|-|-|322.68|
|Interest expense capitalised|-|269.17|-|-|-|-|-|-|269.17|
|Interest paid|(2.04)|-|-|-|-|-|-|-|(2.04)|
|Financial guarantee|-|(173.60)|129.62|(43.98)|
|adjustments|
|Total liability related other|(1.62)|417.83|-|-|-|129.62|-|-|545.82|
|changes|
|Total equity related other|-|-|-|-|589.75|-|(1.23)|0.00|588.52|
|changes|
|Forfeiture of Shares|-|-|-|-|-|-|-|
|Balance as at 31 March 2023|0.01|5,276.94|131.01|2,244.80|2,234.13|129.62|(1.41)|1.11|10,016.21|
|Reconciliation of movements of liabilities to cash flow arising from financing activities|
|Liability|Equity|
|Loans|Debenture|Share|General|Retained|Other|Fair value|Remeasurements|Total|
|Capital|reserves|earnings|reserves|of equity|of defined|
|Particulars|instruments|benefit liability|
|Balance as at 31 March 2021|1204.38|-|131.01|2,244.80|534.06|-|(1.69)|3.21|4,115.77|
|Proceeds from borrowings|-|1,249.00|-|-|-|-|-|-|1,249.00|
|Transaction costs related to|-|(145.00)|-|-|-|-|-|-|(145.00)|
|borrowings|
|Repayment of borrowings|(710.39)|-|-|-|-|-|-|-|(710.39)|
|Dividend paid|-|-|-|-|-|-|-|-|-|
|Total changes from|(710.39)|1,104.00|-|-|-|-|-|-|393.61|
|financing activities|
|Other changes:-|
|Liability-related|
|Interest expense|59.50|-|-|-|-|-|-|-|59.50|
|Interest expense capitalised|-|118.91|-|-|-|-|-|-|118.91|
|Interest paid|(61.66)|-|-|-|-|-|-|-|(61.66)|
|Total liability related other|(2.16)|118.91|-|-|-|-|-|-|116.75|
|changes|
|Total equity related other|-|-|-|-|1,110.32|-|1.52|(2.10)|1,109.74|
|changes|
|Forfeiture of Shares|-|-|-|-|-|
|Balance as at 31 March 2022|491.83|1,222.91|131.01|2,244.80|1,644.38|-|(0.17)|1.11|5,735.87|

----- End of picture text -----

138

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Summary of significant accounting policies and other explanatory notes for the year ended 31 March 2023 (All amounts are in ₹ million, unless otherwise stated)

40 Assets held for sale

Management has committed to sell tangible assets of the Company in Kochi and Bengaluru. Accordingly, the same is presented as a disposal group held for sale. Efforts to sell the disposal group have started and a sale is expected to be completed in FY 2023-24.

A. Impairment losses relating to the disposal group

There is no impairment loss of the assets held for sale have been applied to reduce the lower of its carrying amount and its fair value less costs to sell.

B. Assets held for sale and liabilities directly associated with assets

At 31 March 2023, the assets held for sale was stated at lower of its carrying amount and its fair value less costs to sell comprised the following.

Assets held for sale Building Investment Property Security deposits Margin money deposit Liabilities classified as held for sale Borrowing (current maturities of long term borrowings) Interest accrued but not due Trade payable Security deposits Capital advance	- As at 31 March 2023 As at 31 March 2022
	27.93 48.29 - 316.35 - 1.97 - 19.40
	27.93 386.01
	- 490.20 - 1.63 - 1.32 - 57.41 - 495.80
	- 1,046.36

C. Cumulative income or expenses included in other comprehensive income

There are no cumulative income or expenses included in other comprehensive income relating to the disposal group.

Measurement of fair values
D.

Fair value is determined by independent valuer for these assets held under sale.

41 During the year there is only one segment of business i.e. sale of electricity which is being focused and reviewed by the Chief Operating Decision Maker ("CODM"). Consequently, the Company has reassessed the segment reporting requirements basis which the prior periods have been restated and, hence the segment information does not form part of the financial statements.

42 No funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other persons or entities, including foreign entities ("Intermediaries") with the understanding whether recorded in writing or that Intermediary shall lend or invest in party identified by or on behalf of Company (Ultimate Beneficiaries).The Company has not received any fund from any partys (Funding party) with the understanding that the Company shall whether, directly or indirectly lend or invest in other persons or entities identified by or on behalf of the Company ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

139

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Summary of significant accounting policies and other explanatory notes for the year ended 31 March 2023 (All amounts are in ₹ million, unless otherwise stated)

43 Other statutory Information

a) The Company does not have any benami properly, Where any proceeding has been initiated or pending against the Company for holding any benami property.

b) The Company does not have any transactions with companies struck off.
c) The Company does not have any charges or satisfaction which is yet to be registered With ROC beyond the Statutory period.
d) The Company has not traded or invested in crypto currency or virtual currency during the financial year.
e) The Company has not defaulted in repayment of loans, or other borrowings or payment of interest thereon to any lender.
f) The Company has not been declared willful defaulter by any bank, financial institution, government or government authority.
g) The Company has not revalued its property, plant and equipment (Including right -of - use assets) or intangible assets during the year ended 31 March 2023.
44 Additional information as required under paragraph 5 of Part II of the Schedule III to the Act, to the extent either "Nil" or "Not applicable" has not been furnished.
45 Subsequent events
The Company has subsequently issued 5,000 redeemable, rated, listed, secured, non-convertible debentures of ₹ 100,000 each amounting to 500 million on 11 May 2023, and the money has been received on 22 May 2023.
46 Previous year's comparatives have been regrouped wherever necessary to conform to the current year's presentation and any such reclassification/regrouping is immaterial to the users of the financial statements.

As per our report of even date attached For Walker Chandiok & Co LLP Chartered Accountants Firm Registration No.: 001076N/N500013

Sd/-

Hemant Maheshwari Partner Membership No. 096537 Place: Bengaluru Date: 23 May 2023

For and on behalf of the Board of Directors of Mac Charles (India) Limited

140

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Independent Auditor’s Report

To the Members of Mac Charles (India) Limited

Report on the Audit of the Consolidated Financial Statements

Opinion

We have audited the accompanying consolidated financial statements of Mac Charles (India) Limited (‘the Holding Company’) and its subsidiaries (the Holding Company and its subsidiaries together referred to as ‘the Group’), as listed in Annexure 1, which comprise the Consolidated Balance Sheet as at 31 March 2023, the Consolidated Statement of Profit and Loss (including Other Comprehensive Income), the Consolidated Cash Flow Statement and the Consolidated Statement of Changes in Equity for the year then ended, and a summary of the significant accounting policies and other explanatory information.
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 Standards (‘Ind AS’) specified under section 133 of the Act, read with the Companies (Indian Accounting Standards) Rules, 2015, and other accounting principles generally accepted in India of the consolidated state of affairs of the Group, as at 31 March 2023, and their consolidated profit (including other comprehensive income), consolidated cash flows and the consolidated changes in equity for the year ended on that date.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing 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 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 ethical requirements that are relevant to our audit of the consolidated financial statements under the provisions of the Act and the rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

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.
We have determined the matter described below to be the key audit matters to be communicated in our report

==> picture [241 x 35] intentionally omitted <==

----- Start of picture text -----

Key audit matter How our audit
addressed the key audit
matter
----- End of picture text -----

5.
We have determined the matter described below to
be the key audit matters to be communicated in our
report

Key audit matter
How our audit
addressed the key audit
matter

Accounting treatment of
borrowings
and
compliance
with
covenants
Refer note 19 to the
consolidated
financial
statements for borrowings
obtained during the year
and outstanding as at 31
March 2022 and refer note
3.9 and 3.18 for the
related accounting policy.
As at 31 March 2023, the
carrying
value
of
borrowings in the nature of
Non-Convertible
Debentures
(NCDs)
amounting to ₹ 5,319.83
million.
During the current year,
the Group has issued
further tranches of the
NCDs for its upcoming
real
estate
projects.
Significant
transaction
costs were incurred and
financial guarantees given
towards raising such funds
accounted for using the
effective interest method
given under Ind AS 109,
Financial instruments (‘Ind
AS 109’).

Our audit procedures,
included, but were not
limited, to the following:

Evaluated the appro-
priateness of account-
ing policy for borrow-
ings in terms of princi-
ples enunciated under
Ind AS, including Ind
AS 109 and Ind AS 23;

Evaluated the design
and implementation of
Company’s key finan-
cial controls in respect
of recognition of bor-
rowing costs and com-
pliance with covenants
and tested the operat-
ing effectiveness of
such controls through-
out the year;

Obtained and read the
agreements for issu-
ance
of
borrowings
and
evaluated
the
terms and conditions
as relevant to ensure
appropriateness of the
accounting treatment;

Reviewing the amorti-
sation schedules and
performed re-compu-
tation based on the ef-
fective interest method
as per Ind AS 109.

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MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

==> picture [241 x 36] intentionally omitted <==

----- Start of picture text -----

Key audit matter How our audit
addressed the key audit
matter
----- End of picture text -----

Key audit matter
How our audit
addressed the key audit
matter

Accounting treatment of
borrowings
and
compliance
with
covenants
The interest cost incurred
by the Group on NCDs
issued for its project has
been capitalized as cost of
construction of the real
estate projects for which
such specific borrowings
have been obtained in
accordance
with
the
principles of Ind AS 23,
Borrowing Costs (‘Ind AS
23’).
Further, as per the terms
of the related debenture
deeds,
the
group
is
required to comply with
certain
debt
covenants
including
on
debt
coverage and ‘Loan to
Value’ ratios that require
the
management
to
perform a fair valuation of
assets pledged as security
at end of each reporting
period
and
requires
determination
and
reporting of the financial
information
of
the
Guarantor.
Considering the
significance of amount of
borrowings and
transaction costs, which
required considerable
audit efforts to test the
accounting treatment of
such borrowings,
subjectivity involved in
estimation of fair value of
assets and determination
of financial information of
the Guarantor used for
debt covenant compliance
testing, we have identified
this as a key audit matter
in the current year audit

Our audit procedures,
included, but were not
limited, to the following:

Verified compliance of
debt
covenants
as
specified in borrowing
agreements.

Involved valuation spe-
cialists as auditor’s ex-
perts to assist in evalu-
ating the appropriate-
ness of key assump-
tions used for fair valu-
ation of assets used for
aforesaid debt cove-
nant testing.

Obtained the financial
information
of
the
Guarantor from man-
agement to ensure that
specific debt covenant
in this respect is com-
plied with.

Assessed the maturity
profile of the borrow-
ings to evaluate the
classification and dis-
closure of borrowings
as per applicable ac-
counting standards.

Information other than the Consolidated Financial Statements and Auditor’s Report thereon

The Holding Company’s Board of Directors are responsible for the other information. The other information comprises the information included in the Annual Report, 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.

Responsibilities of Management and Those Charged with Governance for the Consolidated Financial Statements

The accompanying consolidated financial statements have been approved by the Holding Company’s Board of Directors. The Holding Company’s Board of Directors are responsible for the matters stated in section 134(5) of the Act with respect to the preparation and presentation of these consolidated financial statements that give a true and fair view of the consolidated financial position, consolidated financial performance including other comprehensive income, consolidated changes in equity and consolidated cash flows of the Group in accordance with the Ind AS specified under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, and other accounting principles generally accepted in India. The respective Board of Directors of the companies included in the Group are responsible for maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of 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 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 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 Board of Directors of the Holding Company, as aforesaid.

142

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

In preparing the consolidated financial statements, the respective Board of Directors of the companies included in the Group are 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 the Board of Directors either intend to liquidate the Group or to cease operations, or has no realistic alternative but to do so.
Those respective Board of Directors are also responsible for overseeing the financial reporting process of the companies included in the Group.

Auditor’s Responsibilities for the Audit of the 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 Standards on Auditing 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 Standards on Auditing specified under section 143(10) of the Act 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 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 Holding Company has adequate internal financial controls with reference to financial statements 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 Board of Directors’ 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 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 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; and
Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
Obtain sufficient appropriate audit evidence regarding the financial information/ financial statements 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 financial statements of such entities included in the financial statements, of which we are the independent auditors.
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 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.

143

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Report on Other Legal and Regulatory Requirements

As required by section 197(16) of the Act based on our audit on separate financial statements of the subsidiaries, we report that the Holding Company, its subsidiary companies incorporated in India whose financial statements have been audited under the Act have paid remuneration to their respective directors during the year in accordance with the provisions of and limits laid down under section 197 read with Schedule V to the Act.
As required by clause (xxi) of paragraph 3 of Companies (Auditor’s Report) Order, 2020 (‘the Order’) issued by the Central Government of India in terms of section 143(11) of the Act based on the consideration of the Order reports issued by us, of companies included in the consolidated financial statements and covered under the Act we report that there are no qualifications or adverse remarks reported in the respective Order reports of such companies.
As required by section 143(3) of the Act, based on our audit on separate financial statements and other financial information of the subsidiaries, incorporated in India whose financial statements have been audited under 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 purpose of our audit of the aforesaid consolidated financial statements;
b) the consolidated financial statements 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;
c) in our opinion, the aforesaid consolidated financial statements comply with Ind AS specified under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015;
d) on the basis of the written representations received from the directors of the Holding Company and its subsidiary companies and taken on record by the Board of Directors of the Holding Company and its subsidiary companies, covered under the Act, none of the directors of the Group companies, are disqualified as on 31 March 2023 from being appointed as a director in terms of section 164(2) of the Act.
e) with respect to the adequacy of the internal financial controls with reference to financial statements of the Holding Company, and its subsidiary companies covered under the Act, and the operating

effectiveness of such controls, refer to our separate report in ‘Annexure II’ wherein we have expressed an unmodified opinion; and

f) 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 consolidated financial statements disclose the impact of pending litigations on the consolidated financial position of the Group, as detailed in Note 32 to the consolidated financial statements;
ii. the Holding Company and its subsidiary companies did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses as at 31 March 2023.;
iii. there has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Holding Company, and its subsidiary companies, during the year ended 31 March 2023;
iv.
a. The respective managements of the Holding Company and its subsidiary companies, whose financial statements have been audited under the Act have represented to us, respectively that, to the best of their knowledge and belief , as disclosed in note 40 to the consolidated financial statements, no funds have been advanced or loaned or invested (either from borrowed funds or securities premium or any other sources or kind of funds) by the Holding Company or its subsidiary companies, or in any persons or entities), including foreign entities (‘the intermediaries’), with the understanding, whether recorded in writing or otherwise, that the intermediary shall, whether, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Holding Company, or any such subsidiary companies(‘the Ultimate Beneficiaries’) or provide any guarantee, security or the like on behalf the Ultimate Beneficiaries;
b. The respective managements of the Holding Company and its subsidiary companies, whose financial statements have been audited under the Act have represented to us respectively that, to the best

144

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

of their knowledge and belief, as disclosed in the note 40 to the accompanying consolidated financial statements, no funds have been received by the Holding Company or its subsidiary companies, from any persons or entities, including foreign entities (‘the Funding Parties’), with the understanding, whether recorded in writing or otherwise, that the Holding Company, or any such subsidiary companies, whether directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (‘Ultimate Beneficiaries’) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries; and

c. Based on such audit procedures performed by us, as considered reasonable and appropriate in the circumstances, nothing has come to our notice that has caused us to believe that the management representations under sub-clauses (a) and (b) above contain any material misstatement.
v. The Holding Company, its subsidiary companies, have not declared or paid any dividend during the year ended 31 March 2023.
vi. Proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 requires all companies which use accounting software for maintaining their books of account, to use such an accounting software which has a feature of audit trail, with effect from the financial year beginning on 1 April 2023 and accordingly, reporting under Rule 11(g) of Companies (Audit and Auditors) Rules, 2014 (as amended) is not applicable for the current financial year.

For Walker Chandiok & Co LLP Chartered Accountants Firm’s Registration No.: 001076N/N500013

SD/-

Hemant Maheshwari Partner Membership No.: 096537 UDIN: 23096537BGVERH8976

Place : Bengaluru Date : 23 May 2023

Annexure I

Annexure I	Annexure I
List of entities included in the Statement
Entity	Relationship

Blue Lagoon Real Estate Private Limited	Subsidiary
Neptune Real Estate Private Limited	Subsidiary
Mac Charles Hub Projects Private Limited (formerly known as Embassy Industrial Park Bhiwandi Private Limited)	Subsidiary

Annexure II

Independent Auditor’s Report on the internal financial controls with reference to financial statements 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 Mac Charles (India) Limited (‘the Holding Company’) and its subsidiaries (the Holding Company and its subsidiaries together referred to as ‘the Group’), as at and for the year ended 31 March 2023, we have audited the internal financial controls with reference to financial statements of the Holding Company, and its subsidiary companies, which are companies covered under the Act, as at that date.

Responsibilities of Management and Those Charged with Governance for Internal Financial Controls

The respective Board of Directors of the Holding Company, its subsidiary companies, which are companies covered under the Act, are responsible for establishing and maintaining internal financial controls based on internal financial controls with reference to financial statements 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. 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 the Company’s business, including adherence to the 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 Act.

Auditor’s Responsibility for the Audit of the Internal Financial Controls with Reference to Financial Statements

Our responsibility is to express an opinion on the internal financial controls with reference to financial statements of the Holding Company, and its subsidiary companies, as aforesaid, based on our audit. We

145

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

conducted our audit in accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India (‘ICAI’) prescribed under Section 143(10) of the Act, to the extent applicable to an audit of internal financial controls with reference to financial statements, and the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (‘the Guidance Note’) issued by the ICAI. 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 with reference to financial statements were 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 with reference to financial statements and their operating effectiveness. Our audit of internal financial controls with reference to financial statements includes obtaining an understanding of such internal financial controls, 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 judgement, including the assessment of the risks of material misstatement of the 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 internal financial controls with reference to financial statements of the Holding Company, and its subsidiary companies, as aforesaid.

or disposition of the company's assets that could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls with Reference to Financial Statements

Because of the inherent limitations of internal financial controls with reference to financial statements, 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 with reference to financial statements to future periods are subject to the risk that the internal financial controls with reference to financial statements may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion , the Holding Company and its subsidiary companies which are companies covered under the Act, have in all material respects, adequate internal financial controls with reference to financial statements and such controls were operating effectively as at 31 March 2023, based on the internal financial controls with reference to financial statements 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.

For Walker Chandiok & Co LLP

Chartered Accountants Firm’s Registration No.: 001076N/N500013

Meaning of Internal Financial Controls with Reference to Financial Statements

SD/-

A company's internal financial controls with reference to financial statements 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 controls with reference to financial statements include 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 authorisations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use,

Hemant Maheshwari

Partner Membership No.096537 UDIN: 23096537BGVERH8976

Place: Bengaluru Date: 23 May 2023

146

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Consolidated Balance Sheet as at 31 March 2023

(All amounts are in ₹ million, unless otherwise stated)

Notes ASSETS Non-current assets Property, plant and equipment 4 Investment property 5 Investment property under development 6 Financial assets - Investments 6 - Other financial assets 7 Income-tax assets (net) 8 Deferred tax assets (net) 30 Other non-current assets 9 Total non-current assets Current assets Financial assets - Investment 10 - Trade receivables 11 - Cash and cash equivalents 12 - Bank balances other than cash and cash equivalents 13 - Loans 14 - Other financial assets 15 Other current assets 16 Total current assets Assets held for sale 37 Total assets EQUITY AND LIABILITIES Equity Equity share capital 17 Other equity 18 Total equity Liabilities Financial liabilities - Borrowings 19 Deferred tax liabilities (net) 30 Total non-current liabilities Current liabilities Financial liabilities - Trade payables Total outstanding dues to micro enterprises and small enterprises 20 Total outstanding dues of creditors other than micro enterprises and small enterprises - Other financial liabilities 21 Provisions 22 Other current liabilities 23 Total current liabilities Disposal group - liabilities directly associated with assets held for sale 36 Liabilities directly associated with assets held for sale 37 Total equity and liabilities Summary of significant accounting policies 3	As at As at 31 March 2023 31 March 2022 221.36 240.30 1,673.24 407.56 1,159.54 350.82 5.29 6.94 22.08 6.54 49.59 43.95 - 2.19 1,658.00 1,686.74
	4,789.10 2,745.04
	288.55 58.60 16.39 13.45 79.69 944.80 2,668.54 102.01 0.50 0.50 9.49 0.56 6.39 2.51
	3,069.55 1,122.43
	27.93 386.01
	7,886.58 4,253.48
	131.01 131.01 2,280.27 1,726.29
	2,411.28 1,857.30
	5,319.83 1,222.92 25.19 -
	5,345.02 1,222.92
	- - 24.74 38.65 96.88 74.40 0.95 0.60 4.06 6.45
	126.63 120.10
	3.65 6.80 - 1,046.36
	7,886.58 4,253.48

The accompanying notes referred to above form an integral part of these consolidated financial statements. As per our report of even date attached ForWalker Chandiok & Co LLP _For and on behalf of the_Board of Directors of Chartered Accountants Mac Charles (India) Limited Firm Registration No.: 001076N/N500013

	Sd/-	Sd/-
Sd/-	P B Appiah	P R Ramakrishnan
Hemant Maheshwari
Partner	Director	Director
Membership No. 096537	DIN: 00215646	DIN: 00055416
Place: Bengaluru
Date: 23 May 2023	Sd/-	Sd/-
	Chandana Naidu	Ankit Shah
	Company Secretary	Chief Financial Officer
	ACS No. 25570

147

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Consolidated Statement of Profit and Loss for the year ended 31 March 2023

(All amounts are in ₹ million, unless otherwise stated)

Note Income Revenue from operations 24 Other income 25 Total income Expenses Employee benefits expense 26 Finance costs 27 Depreciation and amortization expense 28 Other expenses 29 Total expenses Profit from continuing operation before taxes Tax expense: - Current tax 30 - Deferred tax 30(e) Profit from continuing operations (after tax) Discontinued operations: Profit from discontinued operations Tax expense: - Current tax - Deferred tax Profit from discontinued operations (after tax) Profit for the year Other comprehensive income: Items that will not be reclassified to profit or loss: - Remeasurements of defined benefit asset - Equity instruments through other comprehensive income/(loss) - net changes in fair value Other comprehensive loss for the year, net of income taxes Total comprehensive income for the year Earnings per equity share: (for continuing operations): - Basic (₹) 18.2 - Diluted (₹) 18.2 Earnings per equity share (for discontinued operations): - Basic (₹) 18.2 - Diluted (₹) 18.2 Earnings per equity share (for discontinued and continuing operations): - Basic (₹) 18.2 - Diluted (₹) 18.2 Summary of significant accounting policies 3	Year ended Year ended 31 March 2023 31 March 2022
	111.89 219.77 854.81 938.42
	966.70 1,158.20 14.02 14.75 324.23 59.58 19.13 26.36 120.80 122.00
	478.18 222.68
	488.52 935.51
	(35.12) (12.42) (27.80) 1.99
	425.60 925.08

	- 218.94
	- (32.90) - -
	- 186.04
	425.60 1,111.12
	- (2.10) (1.23) 1.52
	(1.23) (0.58)
	424.37 1,110.54
	32.49 70.61 32.49 70.61 - 14.20 - 14.20 32.49 84.81 32.49 84.81
The accompanying notes referred to above form an integral part of these consolidated financial statements. As per our report of even date attached ForWalker Chandiok & Co LLP _For and on behalf of the_Board of Director Chartered Accountants Mac Charles (India) Limited Firm Registration No.: 001076N/N500013	s of

Place: Bengaluru Date: 23 May 2023

148

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Consolidated Statement of Cash Flows for the year ended 31 March 2023

(All amounts are in ₹ million, unless otherwise stated)

		Year ended	Year ended
		31 March 2023	31 March 2022
Cash flows from operating activities
Profit before tax from continuing operations		488.52	935.51
Profit/ (loss) before tax from discontinuing operations		-	218.94
Adjustments:
- Interest income		(91.89)	(3.99)
- Profit on sale of property, plant and equipment and assets held for sale		(743.36)	(909.54)
- Interest expense (including fair value change in financial instruments)		317.00	59.50
- Reversal of provision for doubtful advances		-	(21.47)
- Depreciation and amortization expenses		19.13	28.24
- Profit on sale of investments in subsidiary,net		-	(210.69)
- Profit on sale of investments in mutual funds		(5.99)	(4.48)
- Others		1.76	(3.00)
Operating cash flow before working capital changes		(14.83)	89.02
Working capital adjustments:
- Trade receivables		(2.61)	(5.69)
- Inventories		-	1.45
- Current and non-current financial assets		(10.46)	4.48
- Other current and non-current assets		(77.46)	(172.82)
- Current and non-current financial liabilities		2.90	(25.90)
- Provisions		0.35	(0.73)
- Other current and non-current liabilities		(2.42)	(7.45)
Cash (used)/ generated from operating activities		(104.53)	(117.64)
Income taxes (paid)/ refund		(40.76)	(59.66)
Net cash used in operating activities [A]		(145.29)	(177.30)
Cash flows from investing activities
Acquisition of property, plant and equipment and investment property		(1,702.38)	(1,622.92)
Proceeds from sale of property, plant and equipment		528.83	2,215.00
Proceed from sale of investments in subsidiaries, net of cash given		-	286.72
Investment in subsidiaries		-	(0.10)
Investment in fixed deposits		(3,422.47)	(3,155.10)
Proceed from maturity of fixed deposit		906.87	3,075.00
Purchase of investments		(585.23)	(492.70)
Proceeds from sale of investments		367.85	455.07
Interest received		45.27	3.82
Net cash (used in)/ generated from investing activities [B]		(3,861.26)	764.79
Cash flows from financing activities
Proceeds from issuance of non- convertible debentures, net of processing charges		3,636.19	1,104.00
Proceeds from borrowings		-	15.00
Repayment of borrowings		(492.72)	(710.40)
Interest paid		(2.04)	(61.79)
Net cash generated/ (used in) from financing activities [C]		3,141.44	346.80
Increase/ (decrease) in cash and cash equivalents [A+B+C]		(865.11)	934.30
Cash and cash equivalents at the beginning of the year		944.80	10.50
Cash and cash equivalents at the end of the year		79.69	944.80
Components of cash and cash equivalents (refer note 12)
Balances with banks
- in current accounts		79.69	944.80
Cash in hand		-	-
Cash and cash equivalents at the end of the year		79.69	944.80
The disclosure on reconciliation of movements of liabilities to cash flows arising from financing activities is disclosed in note 37B.
Summary of significant accounting policies	3

The accompanying notes referred to above form an integral part of these consolidated financial statements. As per our report of even date attached

For Walker Chandiok & Co LLP For and on behalf of the Board of Directors of Chartered Accountants Mac Charles (India) Limited Firm Registration No.: 001076N/N500013

	Sd/-	Sd/-
Sd/-	P B Appiah	P R Ramakrishnan
Hemant Maheshwari
Partner	Director	Director
Membership No. 096537	DIN: 00215646	DIN: 00055416
Place: Bengaluru
Date: 23 May 2023	Sd/-	Sd/-
	Chandana Naidu	Ankit Shah
	Company Secretary	Chief Financial Officer
	ACS No. 25570
	Place: Bengaluru
	Date: 23 May 2023

149

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Consolidated Statement of Changes in Equity for the year ended 31 March 2023

(All amounts are in ₹ million, unless otherwise stated)

	A. Equity share capital	A. Equity share capital

	Equity shares of ₹ 10 each, issued, subscribed and fully paid-up capital
	Balance as at 01 April 2021
	Changes in equity share capital during the year
	Balance as at 31 March 2022
	Changes in equity share capital during the year
	Balance as at 31 March 2023
	B. Other equity
	Particulars
	Balance as at 1 April 2021 Profit for the year Other comprehensive income for the year, net of tax effect Acquisition of subsidiary Balance as at 31 March 2022 Balance as at 01 April 2022 Profit for the year Other comprehensive income for the year, net of tax effect Capital contribution in respect of corporate guarantee received Balance as at 31 March 2023
	Nature and purpose of other reserves:

	General reserve:

Retained earnings:

The cumulative gain or loss arising from the operations which is retained by the Group is recognised and accumulated under the heading of retained earnings. At the end of the period, the profit after tax is transferred from the statement of profit and loss to the retained earnings account. Other reserves

It includes equity portion of the corporate guarantee received by the Company for the listed non-convertible debentures issued by the Company for the upcoming development projects.

Capital Reserve:

The Group recognised excess of consideration paid over the share capital of subsidiary.

Fair value of equity instruments

The Group has elected to recognise changes in the fair value of certain investments in equity securities in other comprehensive income. These changes are accumulated within the Equity instruments through Other Comprehensive Income within equity. The Group transfers amounts from this reserve to retained earnings when the relevant equity securities are derecognised.

Summary of significant accounting policies

3

The accompanying notes referred to above form an integral part of these consolidated financial statements. As per our report of even date attached

For Walker Chandiok & Co LLP For and on behalf of the Board of Directors of Chartered Accountants Mac Charles (India) Limited Firm Registration No.: 001076N/N500013

Sd/Hemant Maheshwari Partner Membership No. 096537 Place: Bengaluru Date: 23 May 2023

150

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Summary of Significant accounting policies and other explanatory notes for the year ended 31 March 2023 (All amounts are in ₹ million, unless otherwise stated)

1 Background

Mac Charles (India) Limited is involved in the generation of electricity through wind turbine generators located in Gadag and Bellary Districts and in the construction & leasing of commercial real estate properties. The Group is in process of constructing a landmark Grade A commercial building (Project “Zenith”) at the site of erstwhile hotel. The Company was incorporated in the year 1979 and is based in Bengaluru, India. The registered office of the Group is located at 1st Floor Embassy Point 150 Infantry Road Bangalore Bangalore KA 560001.

List of subsidiaries with percentage holding –

Subsidiary	Country of incorporation and other particulars	Percentage of holding (%)
Blue Lagoon Real Estate Private Limited	Subsidiary of the Group incorporated under the laws of India.	100.00%
Neptune Real Estate Private Limited	Subsidiary of the Group incorporated under the laws of India.	100.00%
Airport Golfview Hotels and Suites Private Limited (till 21 March 2022)	Subsidiary of the Group incorporated under the laws of India.	100.00%
Mac Charles Hub Projects Private Limited (Formerly: Embassy Industrial Parks Bhiwandi Private Limited) (from 06 January 2022)	Subsidiary of the Group incorporated under the laws of India.	100.00%

2 Basis of preparation

2.1 Statement of compliance

These consolidated financial statements are prepared in accordance with Indian Accounting Standards (Ind AS) as per Companies (Indian Accounting Standards) Rules, 2015 notified under Section 133 of Companies Act 2013, (the 'Act') and other relevant provisions of the Act and the guidelines issued by the Securities and Exchange Board of India.

The consolidated financial statements were authorised for issue by the Group's Board of Directors on 23 May 2023.

Details of the Group's accounting policies are included in note 3.

The Group has consistently applied the following accounting policies to all periods presented in these consolidated financial statements.

2.2 Functional and presentation currency

The consolidated financial statements are presented in Indian rupees (₹), which is Mac Charles (India) Limited's functional and presentation currency. All financial information presented in Indian rupee has been rounded to the nearest million, unless otherwise indicated.

2.3 Basis of measurement

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

Items	Measurement basis
Certain financial as- sets and liabilities	Fair value
Net defined benefit (asset)/ liability	Fair value of plan as- sets less present value of defined bene- fit obligations.

2.4 Use of estimates and judgements

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

Judgements

Information about judgements made in applying accounting policies that have the most significant effects on the amounts recognised in the consolidated financial statements is as included below.

Assumptions and estimation uncertainties

Information about assumptions and estimation uncertainties that have a significant risk of resulting in a material adjustment in the year ended 31 March 2022 is included in the following notes:

Note 4 and 5 - Depreciation and amortisation method and useful life of items of property, plant and equipment, intangible assets and investment property;
Note 22 and 34– measurement of defined benefit obligations: key actuarial assumptions;
Note 32 – recognition and measurement of provisions and contingencies: key assumptions about the likelihood and magnitude of an outflow of resources;
Note 33 – impairment of financial assets, - Note 37 - Assets held for sale; determining the fair value less cost to sell of the assets held under sale.

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Summary of Significant accounting policies and other explanatory notes for the year ended 31 March 2023 (All amounts are in ₹ million, unless otherwise stated)

2 Basis of preparation 2.5 Measurement of fair values

A number of the Group’s accounting policies and disclosures require the measurement of fair values, for both financial and non-financial assets and liabilities. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either:

In the principal market for the asset or liability, or
In the absence of a principal market, in the most advantageous market for the asset or liability. The principal or the most advantageous market must be accessible by the Group. The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the asset or liability, assuming that market participants act in their economic best interest.

The Group uses valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, maximising the use of relevant observable inputs and minimising the use of unobservable inputs. The Group has an established control framework with respect to the measurement of fair values. The Group engages with external valuers for measurement of fair values in the absence of quoted prices in active markets.

Significant valuation issues are reported to the Group’s audit committee. All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorised within the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value measurement as a whole:

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

When measuring the fair value of an asset or a liability, the group uses observable market data as far as possible. If the inputs used to measure

the fair value of an asset or a liability fall into different levels of the fair value hierarchy, then the fair value measurement is categorised in its entirety in the same level of the fair value hierarchy as the lowest level input that is significant to the entire measurement. The Group recognises transfers between levels of the fair value hierarchy at the end of the reporting period during which the change has occurred.

External valuers are involved for valuation of significant assets, such as properties and unquoted financial assets, and significant liabilities, such as contingent consideration.

For the purpose of fair value disclosures, the Group has determined classes of assets and liabilities on the basis of the nature, characteristics and risks of the asset or liability and the level of the fair value hierarchy as explained above. This note summarises accounting policy for fair value. Other fair value related disclosures are given in the relevant notes.

Financial instruments (note 33)
Disclosures for valuation methods, significant estimates and assumptions (note 33)
Quantitative disclosures of fair value measurement hierarchy (note 33)
Financial instruments (including those carried at amortised cost) (note 33)

3 Significant accounting polices 3.1 Leases

Group as lessee

the contract involves the use of an identified asset
the Group has the right to obtain substantially all the economic benefits from use of the asset throughout the period of use; and
the Group has the right to direct the use of the asset

At inception or on reassessment of a contract that contains a lease component, the Group allocates the consideration in the contract to each lease component on the basis of the relative standalone prices of the lease components and the aggregate stand-alone price of the non-lease components.

The Group recognizes right-of-use asset representing its right to use the underlying asset for the lease term at the lease commencement date. The cost of the right-of-use asset measured at inception shall comprise of the amount of the initial measurement of the lease liability, adjusted for

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3 Significant accounting polices 3.1 Leases

any lease payments made at or before the commencement date, less any lease incentives received, plus any initial direct costs incurred and an estimate of the costs to be incurred by the lessee in dismantling and removing the underlying asset or restoring the underlying asset or site on which it is located.

The right-of-use asset is subsequently measured at cost less accumulated depreciation, accumulated impairment losses, if any and adjusted for any remeasurement of the lease liability. The right-of-use assets is depreciated using the straight-line method from the commencement date over the shorter of lease term or useful life of right-of-use asset. The estimated useful lives of right-of-use assets are determined on the same basis as those of property, plant and equipment. Right-of-use assets are tested for impairment whenever there is any indication that their carrying amounts may not be recoverable. Impairment loss, if any, is recognized in the standalone statement of profit and loss. The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the incremental borrowing rate applicable to the entity within the Group. Generally, the Group uses its incremental borrowing rate as the discount rate. For leases with reasonably similar characteristics, the Group, on a lease by lease basis, may adopt either the incremental borrowing rate specific to the lease or the incremental borrowing rate for the portfolio as a whole. The lease payments shall include fixed payments, variable lease payments, residual value guarantees, exercise price of a purchase option where the Group is reasonably certain to exercise that option and payments of penalties for terminating the lease, if the lease term reflects the lessee exercising an option to terminate the lease.

The lease liability is subsequently remeasured by increasing the carrying amount to reflect interest on the lease liability, reducing the carrying amount to reflect the lease payments made and remeasuring the carrying amount to reflect any reassessment or lease modifications or to reflect revised in-substance fixed lease payments The Group recognizes the amount of the remeasurement of lease liability as an adjustment to the right-of-use asset. Where the carrying amount of the right-of-use asset is reduced to zero and there is a further reduction in the meas-

urement of the lease liability, the Group recognizes any remaining amount of the re-measurement in standalone statement of profit and loss.

Group as a lessor

When the Group acts as a lessor at the inception, it determines whether each lease is a finance lease or an operating lease.

The Group recognizes lease payments received under operating leases as income on a straightline basis over the lease term. In case of a finance lease, finance income is recognized over the lease term based on a pattern reflecting a constant periodic rate of return on the lessor's net investment in the lease. When the Group is an intermediate lessor it accounts for its interests in the head lease and the sub-lease separately. It assesses the lease classification of a sub-lease with reference to the right-of-use asset arising from the head lease, not with reference to the underlying asset. If a head lease is a short -term lease to which the Group applies the exemption described above, then it classifies the sub-lease as an operating lease

If an arrangement contains a lease and non-lease components, the Group applies Ind AS 115-Revenue to allocate the consideration in the contract.

Short term leases and lease of low value assets:

3.2 Property, plant and equipment and other intangible assets (other than goodwill) Property, plant and equipment:

1. Recognition and measurement

Items of property, plant and equipment are measured at cost, which includes capitalised borrowing costs, less accumulated depreciation and accumulated impairment losses, if any. Cost of an item of property, plant and equipment comprises its purchase price, including import duties and nonrefundable purchase taxes, after deducting trade discounts and rebates, any directly attributable cost of bringing the item to its working condition for its intended use and estimated costs of dismantling and removing the item and restoring the site on which it is located.

The cost of a self-constructed item of property, plant and equipment comprises the cost of materials and direct labor, any other costs directly attributable to bringing the item to working condition

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3 Significant accounting polices

3.2 Property, plant and equipment and other intangible assets (other than goodwill)

for its intended use, and estimated costs of dismantling and removing the item and restoring the site on which it is located.

If significant parts of an item of property, plant and equipment have different useful lives, then they are accounted for as separate items (major components) of property, plant and equipment. An item of property, plant and equipment and any significant part initially recognised is derecognised upon disposal or when no future economic benefits are expected from its use or disposal. Any gain or loss arising on derecognition of the asset (calculated as the difference between the net disposal proceeds and the carrying amount of the asset) is included in the income statement when the asset is derecognised.

2. Subsequent expenditure

Subsequent expenditure is capitalised only if it is probable that the future economic benefits associated with the expenditure will flow to the Group.

3. Depreciation

Depreciation is calculated on cost of items of property, plant and equipment less their estimated residual values over their estimated useful lives using the straight-line method, and is recognised in the statement of profit and loss. Assets acquired under finance leases are depreciated over the shorter of the lease term and their useful lives unless it is reasonably certain that the Group will obtain ownership by the end of the lease term. Freehold land is not depreciated.

The estimated useful lives of items of property, plant and equipment for the current and comparative periods are as follows:

	Management esti- mate of useful lives
Plant and machinery - Wind turbines	22 years
Computers	3 years
Furniture and fixtures	10 years

3.30 Investment property

Investment property is property held either to earn rental income or for capital appreciation or for both, but not for sale in the ordinary course of

business, use in the production or supply of goods or services or for administrative purposes. Upon initial recognition, an investment property is measured at cost. The cost comprises purchase price, borrowing cost, if capitalization criteria are met and directly attributable cost of bringing the asset to its working condition for the intended use. Any trade discount and rebates are deducted in arriving at the purchase price Subsequent to initial recognition, investment property is measured at cost less accumulated depreciation and accumulated impairment losses, if any. Depreciation on investment properties is provided on the straight-line method, computed on the basis of useful life prescribed in Schedule II to the Act.

The fair values of investment property is disclosed in the notes. Fair values is determined by an independent valuer who holds a recognized and relevant professional qualification and has recent experience in the location and category of the investment property being valued.

Investment Properties are de-recognized either when they have been disposed off or when they are permanently withdrawn from use and no future economic benefit is expected from their disposal. The difference between the net disposal proceeds and the carrying amount of the asset is recognized in Statement of Profit or Loss in the period of de-recognition.

3.4 Impairment of assets

1. Impairment of financial instruments

In accordance with Ind AS 109, the Group applies expected credit loss (ECL) model for measurement and recognition of impairment loss for financial assets.

At each reporting date, the group assesses whether financial assets carried at amortised cost are credit-impaired. A financial asset is 'credit-impaired' when one or more events that have a detrimental impact on the estimated future cash flows of the financial asset have occurred.

Loss allowances for the financial assets measured at amortised cost are deducted from the gross carrying amount of assets. Loss allowances for trade receivables are always measured at an amount equal to lifetime expected credit losses. Lifetime expected credit losses are the expected credit losses that result from all possible default events over the expected life of a financial instrument.

When determining whether the credit risk of a financial asset has increased significantly since initial recognition and when estimating expected credit losses, the Group considers reasonable

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3 Significant accounting polices 3.4 Impairment of assets

and supportable information that is relevant and available without undue cost or effort. This includes both quantitative and qualitative information and analysis, based on the Group's historical experience and informed credit assessment and including forward- looking information.

The Group assumes that the credit risk on a financial asset has increased significantly if it is more than 180 days past due. The Group considers a financial asset to be in default when: (i) the borrower is unlikely to pay its credit obligations to the Group in full, without recourse by the Group to actions such as realising security (if any is held); or (ii) the financial asset is 365 days or past due.

Measurement of expected credit losses

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

Presentation of allowance for expected credit

losses in the balance sheet

Loss allowances for financial assets measured at amortized cost are deducted from the gross carrying amount of the assets.

For debt securities at FVOCI, the loss allowance is charged to profit or loss and is recognized in OCI.

Write-off

The gross carrying amount of a financial asset is written off (either partially or in full) to the extent that there is no realistic prospect of recovery. This is generally the case when the Group determines that the debtor does not have assets or sources of income that could generate sufficient cash flows to repay the amounts subject to the write-off. However, financial assets that are written off could still be subject to enforcement activities in order to comply with the Group's procedures for recovery of amounts due. The Group's non-financial assets are reviewed at each reporting date to determine whether there is any indication of impairment. If any such indication exists, then the asset’s recoverable amount is estimated.

2 . Impairment of non-financial assets The Group's non-financial assets other than deferred tax assets, are reviewed at each reporting date to determine whether there is any indication of impairment. If any such indication exists, then the asset's recoverable amount is estimated. For impairment testing, assets that do not generate independent cash inflows are grouped together into cash-generating units (CGUs). Each CGU represents smallest group of assets that generates cash inflows that are largely independent of the cash inflows or other assets or CGUs. The recoverable amount of a CGU (or an individual asset) is the higher of its value in use and its fair value less costs to sell. Value in use is based on the estimated future cash flows, discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the CGU (or the asset).

An impairment loss is recognised if the carrying amount of an asset or CGU exceeds its estimated recoverable amount. Impairment losses are recognised in the statement of profit and loss. In respect of assets for which impairment loss has been recognised in prior periods, the Group reviews at each reporting date whether there is any indication that the loss has decreased or no longer exists.

3.5 Basis of Consolidation

Subsidiary companies

Subsidiary companies are all entities (including structured entities) over which the Group has control. The Group controls an entity when the Group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power to direct the relevant activities of the entity. Subsidiary companies are fully consolidated from the date on which control commences. They are deconsolidated from the date on which control ceases.

3.6 Revenue recognition

The Group derives its revenue primarily from running and/or managing hotels, sale of electricity, rental income and interest income.

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3 Significant accounting polices 3.6 Revenue recognition

- Sale of Electricity generated from Wind Turbine Generators is:

- Rental income

Rental income from property leased under operating lease is recognised in the statement of profit and loss on an actual basis over the term of the lease since the rentals are in line with the expected general inflation. Lease incentives granted are recognised as an integral part of the total rental income.

- Interest income

Interest income is recognized using the effective interest rate method.

The effective interest rate is the rate that exactly discounts estimated future cash payments or receipts through the expected life of the financial instrument to:

the gross carrying amount of a financial asset; or
the amortized cost of financial liability. In calculating interest income, the effective interest rate is applied to the gross carrying amount of the asset (when the asset is not credit impaired). However, for financial assets that have become credit-impaired subsequent to initial recognition, interest income is calculated by applying the effective interest rate to the amortized cost of the financial asset. If the asset is no longer credit-impaired, then the calculation of interest income reverts to the gross basis.

3.7 Financials instruments

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

2. Classification and subsequent measurement

A. Financial assets

On initial recognition, a financial asset is classified as measured at:

amortized cost;
Fair Value through Other Comprehensive income (FVOCI) – debt investment;
FVOCI – equity investment; or
FVTPL

Financial assets are not reclassified subsequent to their initial recognition, except if and in the period the Group changes its business model for managing financial assets.

A financial asset is measured at amortized cost if it meets both of the following conditions and is not designated as at FVTPL:

− the asset is held within a business model whose objective is to hold assets to collect contractual cash flows; and

− the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

At initial recognition, the Group measures a financial asset at its fair value plus, in the case of a financial asset not at fair value through profit or loss, transaction costs that are directly attributable to the acquisition of the financial asset. Transaction costs of financial assets carried at fair value through profit or loss are expensed in profit or loss.

On initial recognition of an equity investment that is not held for trading, the Group may irrevocably elect to present subsequent changes in the investment’s fair value in OCI (designated as FVOCI – equity investment). This election is made on an investment- by- investment basis. All financial assets not classified as measured at amortized cost or FVOCI as described above are measured at FVTPL. This includes all derivative financial assets. On initial recognition, the Group may irrevocably designate a financial asset that otherwise meets the requirements to be measured at amortized cost or at FVOCI as at FVTPL

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3 Significant accounting polices 3.7 Financials instruments

if doing so eliminates or significantly reduces an accounting mismatch that would otherwise arise.

B. Financial assets: Business model assessment

The Group makes an assessment of the objective of the business model in which a financial asset is held at a portfolio level because this best reflects the way the business is managed and information is provided to management. The information considered includes:

− the stated policies and objectives for the portfolio and the operation of those policies in practice. These include whether management’s strategy focuses on earning contractual interest income, maintaining a particular interest rate profile, matching the duration of the financial assets to the duration of any related liabilities or expected cash outflows or realizing cash flows through the sale of the assets;

– how the performance of the portfolio is evaluated and reported to the Group's management; – the risks that affect the performance of the business model (and the financial assets held within that business model) and how those risks are managed;

– how managers of the business are compensated – e.g. whether compensation is based on the fair value of the assets managed or the contractual cash flows collected; and

– the frequency, volume and timing of sales of financial assets in prior periods, the reasons for such sales and expectations about future sales activity.

Transfers of financial assets to third parties in transactions that do not qualify for derecognition are not considered sales for this purpose, consistent with the Group's continuing recognition of the assets.

Financial assets that are held for trading or are managed and whose performance is evaluated on a fair value basis are measured at FVTPL.

C . Financial assets: Assessment whether contractual cash flows are solely payments of principal and interest

In assessing whether the contractual cash flows are solely payments of principal and interest, the Group considers the contractual terms of the instrument. This includes assessing whether the financial asset contains a contractual term that could change the timing or amount of contractual cash flows such that it would not meet this condition. In making this assessment, the Group considers:

− contingent events that would change the amount or timing of cash flows;

− terms that may adjust the contractual coupon rate, including variable interest rate features; − prepayment and extension features; and − terms that limit the Group's claim to cash flows from specified assets (e.g. non- recourse features).

D. Financial assets: Subsequent measurement and gains and losses

Financial assets at FVTPL	These assets are subsequently measured at fair value. Net gains and losses, including any interest or dividend income, are recognized in profit or loss.
Financial assets at amortized cost	These assets are subsequently measured at amortized cost us- ing the effective interest method. The amortized cost is reduced by impairment losses. Interest income, foreign ex- change gains and losses and impairment are recognized in profit or loss. Any gain or loss on derecognition is recognized in profit or loss.
Equity in- vestments at FVOCI	These assets are subsequently measured at fair value. Divi- dends are recognized as in- come in profit or loss unless the dividend clearly represents a recovery of part of the cost of the investment. Other net gains and losses are recognized in OCI and are not reclassified to profit or loss.
Debt invest- ments at FVTPL	These assets are subsequently measured at fair value. Interest income under the effective in- terest method, foreign ex- change gains and losses and impairment are recognised in profit or loss. Other net gains and losses are recognised in statement of profit and loss.

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3 Significant accounting polices 3.7 Financials instruments

E . Financial liabilities: Classification, subsequent measurement and gains and losses Financial liabilities are classified as measured at amortized cost or FVTPL. A financial liability is classified as at FVTPL if it is classified as held- for- trading, or it is a derivative or it is designated as such on initial recognition. Financial liabilities at FVTPL are measured at fair value and net gains and losses, including any interest expense, are recognized in profit or loss. Other financial liabilities are subsequently measured at amortized cost using the effective interest method. Interest expense and foreign exchange gains and losses are recognized in profit or loss. Any gain or loss on derecognition is also recognized in profit or loss.

3. Derecognition

A. Financial assets

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

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

B . Financial liabilities

The Group derecognises a financial liability when its contractual obligations are discharged or cancelled, or expire.

The Group also derecognises a financial liability when its terms are modified and the cash flows under the modified terms are substantially different. In this case, a new financial liability based on the modified terms is recognized at fair value. The difference between the carrying amount of the financial liability extinguished and the new financial liability with modified terms is recognized in profit or loss.

Initial recognition and measurement

Financial liabilities are classified, at initial recognition, as financial liabilities at fair value through profit or loss and amortized cost.

At initial recognition, the Group measures a financial liability at its fair value plus, in the case of a financial liability not at fair value through

profit or loss, transaction costs that are directly attributable to the financial liability. Transaction costs of financial liability carried at fair value through profit or loss are expensed in profit or loss.

Subsequent measurement

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

Amortized cost

This is the category most relevant to the Group. After initial recognition, interest-bearing loans and borrowings are subsequently measured at amortized cost using the Effective interest rate (EIR) method. Gains and losses are recognized in profit or loss when the liabilities are derecognised.

4. Offsetting

Financial assets and financial liabilities are offset and the net amount presented in the balance sheet when, and only when, the Group currently has a legally enforceable right to set off the amounts and it intends either to settle them on a net basis or to realize the asset and settle the liability simultaneously.

3 Significant accounting polices 3.10 Employee benefits

1. Defined contribution plan

The Group pays provident fund contributions to publicly administered provident funds as per local regulations. The Group has no further payment obligations once the contributions have been paid. The contributions are accounted for as defined contribution plans and the contributions are recognized as employee benefit expense when they are due. Prepaid contributions are recognized as an asset to the extent that a cash refund or a reduction in the future payments is available.

2. Defined benefit plans

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3 Significant accounting polices

3.10 Employee benefits

the projected unit credit method. When the calculation results in a potential asset for the Company, the recognised asset is limited to the present value of economic benefits available in the form of any future refunds from the plan or reductions in future contributions to the plan. To calculate the present value of economic benefits, consideration is given to any applicable minimum funding requirements.

3. Short-term benefit plans

Liabilities for wages and salaries, including nonmonetary 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 recognized and measured at the amounts expected to be paid when the liabilities are settled. Short-term employee benefit obligations are measured on an undiscounted basis. The liabilities are presented as current employee benefit obligations in the balance sheet.

Compensated absence, which is a short term defined benefit, is accrued based on a full liability method based on current salaries at the balance sheet date for unexpired portion of leave.

3.11 Foreign currency transactions

Foreign currency transactions are translated into the functional currency using the exchange rates at the dates of the transactions or an average rate, if the average rate approximates the actual rate at the date of transaction. 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 recognized in profit or loss.

Non-monetary items that are measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value was determined. Translation differences on assets and liabilities carried at fair value are reported as part of the fair value gain or loss. Non-monetary items that are measured based on historical cost in a foreign currency are translated at the exchange rate at the date of the transaction.

3.12 Income taxes

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

Current income tax

Current income tax relating to items recognized outside profit or loss is recognized outside profit or loss (either in other comprehensive income or in equity). Current tax also includes any tax arising from dividends.

Deferred tax

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3 Significant accounting polices 3.12 Income taxes
or credit. The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilised. Unrecognised deferred tax assets are re-assessed at each reporting date and are recognised to the extent that it has become probable that future taxable profits will allow the deferred tax asset to be recovered. Deferred tax liabilities are recognised for all taxable temporary differences except in repect of taxable temporary differences associated with investment in subsidiaries, when the timing of reversal of the temporary differences can be controlled and it is probable that the temporary differences will not be reverse in the foreseable future The Company offsets, the current tax assets and liabilities (on a year on year basis) and deferred tax assets and liabilities, where it has a legally enforceable right and where it intends to settle such assets and liabilities on a net basis.

3.13 Provisions and contingent liabilities Provisions (other than for employee benefits) Provisions are recognized when the Group has a present legal or constructive obligation as a result of past events, it is probable that an outflow of resources will be required to settle the obligation and the amount can be reliably estimated. Provisions are not recognized for future operating losses. Provisions for onerous contracts, i.e. contracts where the expected unavoidable costs of meeting the obligations under the contract exceed the economic benefits expected to be received under it, are recognized when it is probable that an outflow of resources embodying economic benefits will be required to settle a present obligation as a result of an obligating event based on a reliable estimate of such obligation.

Provisions are measured at the present value of management’s best estimate of the expenditure required to settle the present obligation at the end of the reporting period. The discount rate used to determine the present value is a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the liability. The increase in the provision due to the passage of time is recognized as interest expense.

In the normal course of business, contingent liabilities may arise from litigation and other claims against the Group. Potential liabilities that are possible but not probable of crystallising or are

very difficult to quantify reliably are treated as contingent liabilities. Such liabilities are disclosed in the notes but are not recognized.

3.14 Cash and cash equivalents

Cash and cash equivalents includes cash on hand, deposits held at call with financial institutions, other short-term, highly liquid investments with original maturities of three months or less that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value.

3.15 Earnings per share

The basic earnings per share is computed by dividing the net profit/ (loss) attributable to owner's of the Group for the year by the weighted average number of equity shares outstanding during reporting period.

The number of shares used in computing diluted earnings/ (loss) per share comprises the weighted average shares considered for deriving basic earnings/ (loss) per share and also the weighted average number of equity shares which could have been issued on the conversion of all dilutive potential equity shares. Dilutive potential equity shares are deemed converted as of the beginning of the reporting date, unless they have been issued at a later date. In computing diluted earnings per share, only potential equity shares that are dilutive and which either reduces earnings per share or increase loss per share are included.

3.16 Dividends

Provision is made for the amount of any dividend declared, being appropriately authorised and no longer at the discretion of the entity, on or before the end of the reporting period but not distributed at the end of the reporting period.

3.17 Discontinued Operations

A discontinued operation is a component of the Group's business, the operations and cash flows of which can be clearly distinguished from those of the rest of the Group and which represents a separate major line of business or geographical area of operations and - is a part of a single coordinated plan to dispose of a separate major line of business or geographic area of operations; or

is a subsidiary acquired exclusively with a view to re-sale.

Classification as a discontinued operation occurs upon disposal or when the operation meets the criteria to be classified as held for sale, if earlier. When an operation is classified as a discontinued operation, the comparative statement of profit and loss is re-presented as if the operation had been discontinued from the start of the comparative period.

160

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Summary of Significant accounting policies and other explanatory notes for the year ended 31 March 2023 (All amounts are in ₹ million, unless otherwise stated)

3 Significant accounting polices

3.18 Borrowing Cost

Borrowing costs directly attributable to the acquisition, construction or production of a qualifying asset are capitalised during the period of time that is required to complete and prepare the asset for its intended use or sale. Qualifying assets are assets that necessarily take a substantial period of time to get ready for their intended use or sale. Other borrowing costs are expensed in the period in which they are incurred.

Borrowing costs consist of interest and other costs that an entity incurs in connection with the borrowing of funds.

3.19 Assets held for sale

The Company classifies non-current assets and disposal groups as held for sale if their carrying amounts will be recovered principally through a sale/ distribution rather than through continuing use. Actions required to complete the sale/ distribution should indicate that it is unlikely that significant changes to the sale will be made or that the decision to sell will be withdrawn. Management must be committed to the sale expected within one year from the date of classification. For these purposes, sale transactions include exchanges of non-current assets for other noncurrent assets when the exchange has commercial substance. The criteria for held for sale classification is regarded met only when the assets or disposal group is available for immediate sale in its present condition, subject only to terms that are usual and customary for sales/ distribution of such assets (or disposal groups), its sale is highly probable; and it will genuinely be sold, not abandoned. The Company treats sale of the asset or disposal group to be highly probable when:

•The appropriate level of management is committed to a plan to sell the asset,

• An active programme to locate a buyer and complete the plan has been initiated,

• The asset (or disposal group) is being actively marketed for sale at a price that is reasonable in relation to its current fair value,

• The sale is expected to qualify for recognition as a completed sale within one year from the date of classification, and

• Actions required to complete the plan indicate that it is unlikely that significant changes to the plan will be made or that the plan will be withdrawn.

Property, plant and equipment and intangible assets once classified as held for sale to owners are not depreciated or amortised.

3.20 Recent Indian Accounting Standards

Standards issued but not effective on Balance Sheet date:

Ind AS 107 - Financial Instruments

The amendment substitudes the paragraph 21 - while presenting a Financial Statement an entity discloses material accounting policy information. Information about the measurement basis (or bases) for fiancial instruments used in preparing the financial statements is expected to be material accounting policy information.The Company has evaluated the amendment and there is no impact on its financial statements.

Ind AS 1 - Presentation of financial statement

The standard requires the entities to disclose their accounting policies rather than their significant accounting policies, which form the basis of making materiality judgements.

Ind AS 8 – Accounting policies,changes in accounting estimates and errors:

The standard has intoduced a definition of 'accounting estimated, and included appropriate amendments to help entities distinguish changes in accounting policies from change in accounting estimates.

Ind AS 12 – Income Taxes

The standard has narrowed the scope of initial recognition exemption so that it does not apply to transactions that give rise to equal and offsetting temporary differences.

The Company has evaluated the aforementioned amendments and concluded that there is no mateial impact on the fianacial statement.

161

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Summary of Significant accounting policies and other explanatory notes for the year ended 31 March 2023 (All amounts are in ₹ million, unless otherwise stated)

4 Property, plant and equipment

Gross carrying amount Balance as at 01 April 2021 Additions Disposals Balance as at 31 March 2022 Additions Disposals Balance as at 31 March 2023 Accumulated depreciation Balance as at 1 April 2021 Charge for the year Transfer to assets held for sale Disposals Balance as at 31 March 2022 Charge for the year Transfer to assets held for sale Disposal Balance as at 31 March 2023 Net carrying amount: As at 31 March 2022 As at 31 March 2023	Land Plant and machinery Computers Total

	9.87 344.28 0.11 354.26 - - 0.10 0.10 - - - -
	9.87 344.28 0.21 354.36
	- - 0.19 0.19 - - - -
	9.87 344.28 0.40 354.55

	- 94.98 0.01 94.99 - 19.01 0.07 19.08 - - - - - - - -
	- 113.99 0.08 114.07
	19.01 0.12 19.13 - - - - - - -
	- 133.00 0.20 133.20

	9.87 230.29 0.14 240.30
	9.87 211.28 0.21 221.36

Notes:

(i) Contractual obligations

The Group has not entered into any contracts to purchase, construct or develop property plant and equipment or for its repairs, maintenance or enhancements exceeding a period of one year.

(ii) Significant estimates

Property, plant and equipment represent a significant proportion of the asset base of the Group. The charge in respect of periodic depreciation is derived after determining an estimate of an asset’s expected useful life and the expected residual value at the end of its life, if any. The useful lives and residual values of Group's assets are determined by management at the time the asset is acquired and reviewed periodically, including at each financial year end. The lives are based on historical experience with similar assets as well as anticipation of future events, which may impact their life, such as changes in technology.

(iii) Refer note 19 for mortgage details

(iv) There is no borrowing cost capitalized during the year ended 31 March 2023 and 31 March 2022.

162

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Summary of Significant accounting policies and other explanatory notes for the year ended 31 March 2023 (All amounts are in ₹ million, unless otherwise stated)

5 Investment property Gross carrying amount Balance as at 01 April 2021 Additions Less: Transfer to assets held for sale Less: Disposals Balance as at 31 March 2022 Additions Less: Transfer to assets held for sale Less: Disposals Balance as at 31 March 2023 Accumulated depreciation Balance as at 01 April 2021 Charge for the year Less: Transfer to assets held for sale Less: Disposals Balance as at 31 March 2022 Charge for the year Less: Transfer to assets held for sale Less: Disposals Balance as at 31 March 2023 Net carrying amount: *As at 31 March 2022* *As at 31 March 2023*	Building Land Total
	936.13 384.26 1,320.39 - 23.30 23.30 (371.85) - (371.85) (564.28) (564.28)
	- 407.56 407.56
	- 1,265.68 1,265.68 - - - - - -
	- 1,673.24 1,673.24
	121.92 - 121.92 7.02 - 7.02 (56.31) - (56.31) (72.63) - (72.63)
	- - -
	- - - - - - - - -
	- - -

	- 407.56 407.56
	- 1,673.24 1,673.24

Notes:

Investment property (Building & Land) comprises of a commercial property that is leased to third parties and for the purpose of development of project. The lease for building contained an initial non-cancellable period.

Building comprised of three floors in building named 'Delta' and two floors in building named 'Alpha' held by the Group in Cessna Business Park, Bengaluru. The Group had sold three floor of Delta building and transferred two floor of Alpha building to asset held for sale in the previous year. The Group sold the two floor of the Alpha building during the year in the month of April 2023.

i) Amounts recognised in profit and loss for investment properties Rental income derived from investment properties Direct operating expenses (including repairs and maintenance) generating rental income Profit arising from investment properties before depreciation and indirect expenses Less: Depreciation Profit arising from investment properties before indirect expenses	Year ended 31 March 2023 Year ended 31 March 2022
	2.17 113.60 - 9.48 2.17 104.12 - 7.02 2.17 97.10

Investment property (Land) comprises of property of 13.88 acre of Land in Blue Lagoon Real Estate Private Limited, 6.31 acres of land in Neptune Real Estate Private Limited and 5.57 acre of land in Mac Charles Hub Projects Private Limited.

ii) Contractual obligation

The Company has not entered into any contracts to purchase, construct or develop investment property or for its repairs, maintenance or enhancements exceeding a period of one year.

iii) Fair value

Fair value hierarchy

The fair value of investment property has been determined by external independent registered valuers as defined under rule 2 of Companies (Registered Valuers and Valuation) Rules, 2017 having appropriate recognised professional qualifications and recent experience in the location and category of the property being valued. The independent valuers provide the fair value of the investment property annually. The fair value measurement for all of the investment property has been categorised as a Level 3 fair value based on the inputs to the valuation technique used.

163

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Summary of Significant accounting policies and other explanatory notes for the year ended 31 March 2023 (All amounts are in ₹ million, unless otherwise stated)

5 Investment property

Valuation technique for Land

The Company has adopted the Comparable Approach.

The direct comparison or comparable sale instances approach involves a comparison of the subject property to similar properties that have actually been sold in the vicinity or are offered for sale. This approach demonstrates what buyers have historically been willing to pay (and sellers willing to accept) for similar properties in an open and competitive market and are particularly useful in estimating the value of the land and properties that are typically traded on a unit basis. A comparative matrix will be developed for similar instances with respect to comparable parameters. The instance most comparable in maximum number of parameters will be chosen for further processing. Subsequently, premium and/or discounting factors will be applied to opine on the Market Value (OMV). This approach is a fair estimate of the prevailing prices.

	Fair value: As at 31 March 2022 As at 31 March 2023	*₹ in million*
		2,795.40 4,712.83


	iv) Restriction on realisability
	The Company has hypothecated the land admeasuring 5.57 acre, by way of a first ranking exclusive fixed charge, all its present
	and future rights, title, interest and benefit in relation to the Project and the Project Land, in favour of the debenture trustee for
	the non convertible debentures issued by the Holding Company.
	v)The title deeds of the land admeasuring 13.88 acre and 6.31 acre are kept in the custody of debenture trustee for the Non-
	convertible debentures issued by the Holding Company.

6 Investment property under development

Investment property under development
Opening balance Additions Disposals Closing balance	As at 31 March 2023 As at 31 March 2022
	350.82 77.01 808.72 273.81 - - 1,159.54 350.82

Note

(i) IPUD comprises of the balance pertaining to the following projects:

₹ 1158.64 relating to Commercial Tower (Zenith) on the land parcel of the erstwhile Le Meridien hotel for tenancy - ₹ 0.90 relating to the project "Embassy Business Hub" wherein it is in process of acquistion and aggregation of lands for its development.

Refer note 19 for mortgage details.

(ii) As on 31 March 2023 and 31 March 2022, there are no IPUD projects whose completion is overdue or has exceeded the cost, based on original approved plan.

(iii) Interest expense capitalised to investment property under development is ₹ 269.20 (31 March 2022 : ₹ 118.92)

==> picture [481 x 91] intentionally omitted <==

----- Start of picture text -----

a. Ageing of project in progress as on 31 March 2023
Particulars Less than 1 1-2 years 2-3 years More than 3 Total
year years
Projects in progress 808.72 273.81 77.01 - 1,159.54
b. Ageing of project in progress as on 31 March 2022
Particulars Less than 1 1-2 years 2-3 years More than 3 Total
year years
Projects in progress 273.81 77.01 - - 350.82
----- End of picture text -----

164

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Summary of Significant accounting policies and other explanatory notes for the year ended 31 March 2023 (All amounts are in ₹ million, unless otherwise stated)

6 Investments

vestments
*Quoted equity shares* *- Equity investments at fair value through other comprehensive income (fully paid-up)* 10,000 equity shares of Global Offshore Services Limited (31 March 2022: 10,000 shares) 22,699 equity shares of Puravankara Limited (31 March 2022: 22,699 shares) 4,000 equity shares of Cipla Limited (31 March 2022: 4,000 shares) Aggregate amount of quoted investments and market value thereof Aggregate amount of unquoted investments Aggregate amount of impairment in the value of investments	As at 31 March 2023 As at 31 March 2022
	0.20 0.45 1.49 2.42 3.60 4.07
	5.29 6.94
	5.29 6.94 - - - -

Information about the Group's exposure to credit and market risks, and fair value measurement, is included in Note 33.

Equity shares designated as at fair value through other comprehensive income (FVOCI)

The Company designated the investments shown below as equity shares at FVOCI because these equity shares represent investments that the Company intends to hold for long-term.

Fair value

7

*Fair value*
Investment in equity shares of Global Offshore Services Limited Investment in equity shares of Puravankara Limited Investment in equity shares of Cipla Limited Other financial assets Security deposits (refer note (i))	Dividend income for 21-22 Fair Value as at 31 March 2022 Dividend income for 22-23 Fair Value as at 31 March 2023
	- 0.45 - 2.42 0.02 4.07	- 0.20 - 1.49 0.14 3.60 0.14 5.29
	0.02 6.94
		As at 31 March 2023 As at 31 March 2022
		22.08 6.54
		22.08 6.54

Note

(i) The security deposits includesinterest free refundable security deposit in lieu of the memorandum of understanding for joint development agreement entered into between the land owners and Mac Charles Hub Projects Private Limited ("subsidiary'). The land owners are required to refund the interest free refundable security deposit simultaneously with the subsidiary handing over the owner's constructed area. The same has been discounted as per Ind AS 109.

8 Income-tax assets (net)

9

Advance income tax, net of provision for taxation ₹ 35.12 million(31 March 2022: ₹ 48.04 million) Other non-current assets Capital advances - Advance paid for purchase of investment property (refer note below) Prepaid Expenses Balance with government authorities	As at 31 March 2023 As at 31 March 2022
	49.59 43.95
	49.59 43.95
	1,382.69 1,497.94 17.20 - 258.11 188.80
	1,658.00 1,686.74

Note:

The above includes the advance given for the land to be purchased under agreement to purchase and advance given for the non refundable security deposit under the memorandum of understanding entered for joint development agreement by Mac Charles Hub Projects Private Limited. Capital advance also includes an amount paid to Legacy Global by Holding Company to acquire a property in Allalsandra village, Yelahanka Hobli, Bengaluru North, the property is under construction and possession is expected to be received by 31 December 2023.

165

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Summary of Significant accounting policies and other explanatory notes for the year ended 31 March 2023 (All amounts are in ₹ million, unless otherwise stated)

10 Current investments

10	Current investments
		As at		As at
		31 March	2023	31 March	2022
	Unquoted- Investments in mutual funds
	Investment measured at fair value through Profit and Loss (fully paid-up)
	Nil units of Ultra Short Bond Fund Direct Plan of Franklin India (31 March 2022: 692.47		-		0.02
	units)
	21,755 unit of HDFC Liquid DP - Growth Option ( 31 March 2022 : 4,290)	96.23		17.95
	5,42,857 Unit of ICICI Liquid - DP Growth ( 31 March 2022 : 63,439 )	180.87		20.00
	Nippon India Mutual Fund (ETF Liquid BGSE)		0.09		0.09
	ICICI India Advantage Fund-III		1.78		1.78
	Reliance Capital Asset Management		9.58	18.76
		288.55		58.60
	Aggregate amount of quoted investments and market value thereof		-		-
	Aggregate amount of unquoted investments	288.55		58.60
	Aggregate amount of impairment in the value of investments		-		-
	Information about the Group's exposure to credit and market risks, and fair value measurement, is included in note 33.
11	Trade receivables
	Undisputed trade receivable, considered good
	- Dues from related parties (refer note 34)		12.71		-
	- Dues from others		3.68		13.45
			16.39		13.45
	a. The Group's exposure to credit and currency risks, and loss allowances related to trade receivables are disclosed in note 33.
	b. Outstanding for following periods from due date of payment:
	Undisputed trade receivable, considered good
	Less than 6 months		16.39		13.45
	6 months-1 year		-		-
	1- 2 years		-		-
	2- 3 years		-		-
	More than 3 years		-		-
			16.39		13.45
	c. Invoices are usually payable within 30 days
12	Cash and cash equivalents
	Balances with banks
	- in current accounts (refer note (i))		79.69	944.80
			79.69	944.80
13	Bank balances other than cash and cash equivalents
	Unpaid dividend account		16.64		21.91
	Deposits with original maturity more than 3 months but less than 12 months	2,651.90			80.10
		2,668.54		102.01
	Notes:
	(i) Unpaid dividend account represents bank balances which are restricted for use and it relates to unclaimed		dividend.
14	Loans
	*Loan receivable considered good- unsecured*
	- Inter-corporate loans		0.50		0.50
	*Loan receivable- credit impaired*
	- Inter-corporate loans		18.83		18.83
	Less: Expected credit loss for loans	(18.83)		(18.83)
			0.50		0.50

The Group's exposure to credit and currency risks, and loss allowances related to loans are disclosed in note 33.

166

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Summary of Significant accounting policies and other explanatory notes for the year ended 31 March 2023 (All amounts are in ₹ million, unless otherwise stated)

15 Other financial assets Other receivables Interest Accrued but not due 16 Other current assets Prepaid expenses Other advances 17 Equity share capital Equity share capital Authorised share capital 20,000,000 (31 March 2022: 20,000,000) equity shares of ₹10 each Issued, subscribed and fully paid up 13,101,052 (31 March 2022: 13,101,052) equity shares of ₹10 each	As at 31 March 2023 As at 31 March 2022
	0.27 0.04 9.22 0.52
	9.49 0.56
	4.91 0.48 1.49 2.03
	6.40 2.51
	200.00 200.00
	200.00 200.00
	131.01 131.01
	131.01 131.01

(a) Reconciliation of the number of equity shares outstanding at the beginning and at the end of the reporting year is as given below:

low:
4 At the beginning of the year Add: Shares issued during the year Less: Forfeiture of shares during the year Outstanding at the end of the year	As at 31 March 2023 As at 31 March 2022
	No of shares Amount No of shares Amount
	1,31,01,052 131.01 1,31,01,052 131.01 - - - - - - - -
	1,31,01,052 131.01 1,31,01,052 131.01

(b) The rights, preferences and restrictions attaching to each class of shares including restrictions on the distribution of dividends

and the repayment of capital:

The Company has one class of equity shares having a par value of Rs 10 per share. Each shareholder is eligible for one vote per share held. The dividend proposed by the Board of Directors is subject to the approval of the Shareholders in the ensuing Annual General Meeting, except in case of interim dividend. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts if any, in proportion to their shareholding.

(c) Details of shareholder holding more Name of the shareholder Embassy Property Developments Pri- vate Limited (Holding company) Rajasthan Gum Private Limited (d) Details of shares held by promoters Number of shares Embassy Property Developments Pri- vate Limited Jitendra Virwani C B Paradhanani % of total share capital Embassy Property Developments Pri- vate Limited Jitendra Virwani C B Paradhanani % change during the year Embassy Property Developments Pri- vate Limited Jitendra Virwani C B Paradhanani	than 5% shares in the Company As at 31 March 2023	As at 31 March 2022
	% of holdings Amount	No of shares Amount
	73.41% 96,16,952 5.47% 7,16,890	73.41% 96,16,952 5,47% 7,16,890
		As at 31 March 2023 As at 31 March 2022
		96,16,952 96,16,952 48,835 48,835 1,60,000 1,60,000 73.41% 73.41% 0.37% 0.37% 1.22% 1.22% - - - - - -

167

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Summary of Significant accounting policies and other explanatory notes for the year ended 31 March 2023

(All amounts are in ₹ million, unless otherwise stated)

(f) Particulars of each class of shares held by holding, ultimate holding, subsidiaries or associates of the holding company or the ultimate holding company:

Embassy Property Developments Private Limited (Holding Company) 18 Other equity General reserve Balance at the beginning of the year Add: transferred from statement of profit and loss for the year Balance at the end of the year Retained earnings Balance at the beginning of the year Profit for the year Acquisition of subsidiary Other Equity Balance at the end of the year Other reserves Balance at the beginning of the year Changes during the year Balance at the end of the year Capital Reserve - Common Control Business Combinations Balance at the beginning of the year Changes during the year Balance at the end of the year Fair value of equity instruments Balance at the beginning of the year Add: Net fair value gain on investments in equity instruments at FVOCI, net of tax ef- fect Balance at the end of the year Remeasurements of defined benefit asset Balance at the beginning of the year Add: Actuarial gain, net of tax effect Balance at the end of the year	As at 31 March 2023 As at 31 March 2022
	96,16,952 96,16,952
	2,244.80 2,244.80 - -
	2,244.80 2,244.80
	1,513.91 430.76 425.60 1,111.12 - (27.97) -
	1,939.51 1,513.91
	- - 129.62 -
	129.62 -
	(2,034.10) (2,034.10) - -
	(2,034.10) (2,034.10)
	0.57 (0.95) (1.23) 1.52
	(0.66) 0.57 1.11 3.21 - (2.10)
	1.11 1.11
	2,280.27 1,726.29

For nature and purpose of reserves refer statement if changes in equity.

18.1 Capital management

The Company monitors capital using a ratio of 'adjusted net debt' to 'equity'. For this purpose, adjusted net debt is defined as total liabilities, comprising interest-bearing loans and borrowings less cash and cash equivalents and bank balances other than cash and cash equivalents. Equity comprises all components of equity. The Company's adjusted net debt to equity ratio is as follows:

Total liabilities Less: Cash and cash equivalents Less: Bank balance other than cash and cash equivalents Adjusted net debt Total equity Adjusted net debt to adjusted equity ratio	5,475.30 2,396.18 79.69 944.80 2,668.54 102.01
	2,727.07 1,349.37
	2,411.28 1,857.30 1.13 0.73

168

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Summary of Significant accounting policies and other explanatory notes for the year ended 31 March 2023

(All amounts are in ₹ million, unless otherwise stated)

18.2 Earnings per share (EPS) a. Computation of earnings per share is as follows:

Profit after tax for the year, attributable to equity holders (continuing operations) Profit after tax for the year, attributable to equity holders (discontinued operations) Profit after tax for the year, attributable to equity holders (discontinued and continuing operations) b. Reconciliation of basic and diluted shares used in computing earnings per share Weighted average number of equity shares outstanding during the year for calculation of basic EPS Effect of dilutive potential equity shares Weighted average number of equity shares outstanding during the year for calculation of diluted EPS c. Earnings per share: Continuing operations (a) Basic (Rs) (b) Diluted (Rs) Discontinued Operations (a) Basic (Rs) (b) Diluted (Rs) Continuing & Discontinued operations (a) Basic (Rs) (b) Diluted (Rs) Borrowings Secured From bank (refer note (i) below) Less: amount disclosed under liability classified as held for sale (refer note 37) Non-convertible debentures ('NCD') (refer note ii)	As at 31 March 2023 As at 31 March 2022
	425.60 925.08 - 186.04 425.60 1,111.12
	1,31,01,052 1,31,01,052 - -
	1,31,01,052 1,31,01,052
	32.49 70.61 32.49 70.61 - 14.20 - 14.20 32.49 84.81 32.49 84.81 - 490.20
	- 490.21
	- (490.20) 5,319.83 1,222.91
	5,319.83 1,222.92

Information about the Group's exposure to interest rate, foreign currency and liquidity risks is included in note 33. Notes:

Terms and repayment schedule

(i) From HDFC Bank Limited, amounting to ₹ Nil (31 March 2022 : ₹ 492.72 million) Secured by:

During the current year, the Company had sold Alpha building of Cessna park and released charge on the property and repaid the entire amount.

ii) Non convertible debenture

The Company has issued non convertible debentures (NCD) as follows:

169

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Summary of Significant accounting policies and other explanatory notes for the year ended 31 March 2023 (All amounts are in ₹ million, unless otherwise stated)

19 Borrowings Terms as stated in DTD 1. Debentures as stated in point A

The NCD issued are zero coupon, have a yield of 16% per annum on XIRR basis.

Fund raised by the issue of Zenith Debentures shall be utilized by the Company solely for the following (and for no other purpose): (a) making payments to the Embassy Property Developments Private Limited under the Turnkey Contract. (b) towards any other costs in relation to the Project; and (c) making payments for all fees, costs and other general expenses incurred in relation to the issue, as approved by the Debenture Trustee. The issue of NCD has been secured against: A. First ranking equitable mortgage over:

(i) all that piece and parcel of land admeasuring 2.22 acres situated at Municipal No. 28A( Old Municipal No. 28, still earlier Municipal No. 12), Sankey Road, Ward No. 78 (Old Corporation Site No. 2, Bellary Road), Vasanth Nagar, Bangalore, Karnataka (PID No. 78-121-28A) and the building being constructed thereon (‘Project’) (ii) apartments held by Company in Embassy Habitat, DLF Riverside, Kent Glass House and Maradu Villa (iii) all that piece and parcel of the Land bearing Sy. No. 879/1, 883/3, of Maradu Village, Kanayannoor Taluk, Maradu Sub District, Ernakulam District, measuring 4.1 acres along with a residential Building and Servant Quarters and other structures with electric and water connection and all fixtures and fittings therein and all the improvements. B. A first ranking exclusive charge over:

(i) all the Account Assets as defined under the debenture documents,

(ii) Company’s rights under the turnkey contract executed with Embassy Property Developments Private Limited (iii) the Legacy Cirocco (Agreement to sell), (iv) all receivables of the Company (v) all movable assets in relation to the Project (including without limitation, the movable fixed assets in relation to the Project) (vi) all the operating account assets C. A first ranking exclusive pledge of shares of Blue Lagoon Real Estate Private Limited and Neptune Real Estate Private Limited

D. Embassy Property Developments Private Limited (holding Company) has given guarantee for the same.

2. Debentures as stated in point B The NCD issued are zero coupon, have a yield of 19.75% per annum on XIRR basis. Fund raised by the issue of Hub NCD shall be utilized by the Company solely for the following (and for no other purpose): towards acquisition of the Project land and conversion charges, approval costs, brokerage, stamp duty, fees, costs and other general expenses in relation to the Project land.

The issue of NCD has been secured against:

A. A first ranking exclusive charge over:

(i) all the Account Assets as defined under the debenture documents,

(ii) inter - Company receivables

(iii) Squadron Developers Private Limited Account Assets as defined under the debenture documents

(iv) Mac Charles Hub Projects Private Limited Account Assets as defined under the debenture documents

(v) the receivables and immovable assets (Project) in relation to the project

B. A first ranking exclusive pledge of shares of Mac Charles Hub Projects Private Limited

(iii) The Company has entered into an agreement with its holding Company, Embassy Property Developments Private Limited, to receive an inter corporate deposit of ₹10,000. The Company has not withdrawn any amount from the same. (iv) Reconciliation of movements of liabilities to cash flow arising from financing activities (refer note 39B)

20 Trade payables Dues to micro enterprises and small enterprises (refer note c) Dues to creditors other than micro enterprises and small enterprises	As at 31 March 2023 As at 31 March 2022
	- - 24.74 38.65 24.74 38.65

170

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Summary of Significant accounting policies and other explanatory notes for the year ended 31 March 2023 (All amounts are in ₹ million, unless otherwise stated)

a) Outstanding for following periods from due date of payment-

a) Outstanding for following periods from	due date of payment-
As at 31 March 2023 Dues to micro enterprises and small enterprises Dues to creditors other than micro enter- prises and small enterprises Accrued expense Total As at 31 March 2022 Dues to micro enterprises and small enterprises Dues to creditors other than micro enter- prises and small enterprises Accrued expense Total	Less than 1 year 1-2 years 2-3 years More than 3 years	Total
	- - - - 4.10 - - - - - - - 1.31 - - -	- 4.10 20.64
		24.74 - 1.31 37.34
		38.65

b) The Group's exposure to currency and liquidity risks related to trade payables are disclosed in note 33.

c) Dues to micro enterprises and small enterprises

The Management has identified enterprises which have provided goods and services to the Group and which qualify under the definition of micro and small enterprises as defined under Micro, small and Medium Enterprises Development Act, 2006. Accordingly, the disclosure in respect of the amounts payable to such enterprises as at 31 March 2023 has been made in the financial statements based on information received and available with the Group. The Group has not received any claim for interest from any supplier under the said Act. Further in view of the Management, the impact of interest if any that may be payable in accordance with the provisions of the Act is not expected to be material.

21 Other current financial liabilities

21	Other current financial liabilities
			As at	As at
			31 March 2023	31 March 2022
	Security deposits		1.50	1.50
	Capital creditors		11.71	10.31
	Accrued salaries and bonus		0.24	0.19
	Unpaid/unclaimed dividends		16.64	21.91
	Cross subsidy payable		66.79	40.49
			96.88	74.40
22	Current provisions
	Provision for employee benefits
	- Leave encashment		0.95	0.60
			0.95	0.60
23	Other current liabilities
	Statutory dues payable		4.06	6.45
			4.06	6.45
24	Revenue from operations		Year ended	Year ended
			31 March 2023	31 March 2022
	Sale of services
	Income from sale of electricity		108.27	105.55
	Other operating revenue
	Rental income		3.62	114.22
			111.89	219.77
	a)Disaggregation of revenue
	The disaggregated revenues from contracts with customers by customer type and contract type best depicts how the			nature, amount,
	timing and uncertainty of our revenues and cash flows are affected by industry, market and other		economic factors.
		Time of revenue recognition	Year ended	Year ended
			31 March 2023	31 March 2022
	Sale of electricity	Over the period	108.27	105.55
	Rental Income	Over the period	3.62	114.22
			111.89	219.77

Revenue in respect of rental services is recognised on an accrual basis, in accordance with the terms of the respective contract as and when the Company satisfies performance obligations by delivering the services as per contractual agreed terms.

171

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Summary of Significant accounting policies and other explanatory notes for the year ended 31 March 2023 (All amounts are in ₹ million, unless otherwise stated)

b) Net revenues based on customer are as follows:

b) Net revenues based on customer are as follows:
	Year ended	Year ended
	31 March 2023	31 March 2022
Other parties	99.94	208.55
Government company	11.95	11.22
	111.89	219.76
c) Contract balances
Contract asset relates to conditional right to consideration for completed performance under the contract. Accounts		receivable are rec-
orded when the right to consideration becomes unconditional.

orded when the right to consideration becomes unconditional.
	As at		As at
	31 March	2023	31 March	2022
Trade receivables		15.63		13.45
Unbilled revenue		0.76		0.33
d) Movement in contract assets
Contract assets at the beginning of the year		13.78		7.79
Amounts billed/(received) during the year, net		2.61		5.99
Contract assets at the end of the year		16.39		13.78
e) Performance obligation

The performance obligation is satisfied upon providing of services as and when rendered and accordingly there is no outstanding performance obligation as on 31 March 2023

25 Other income Interest income Profit on sale of property, plant and equipment and assets held for sale 'Profit on sale of investments Fair value changes in financial assets measured at fair value through statement of profit and loss Other non-operating income Reversal of provision for doubtful advances 26 Employee benefits expense Salaries and wages Contribution to provident and other funds 27 Finance costs Interest expense on financial liabilities measured at amortized cost Bank charges 28 Depreciation and amortization expense Depreciation of property, plant and equipment (refer note 4) Depreciation on investment properties (refer note 5) 29 Other expenses Legal, professional and consultancy charges Fair value changes in financial assets measured at fair value through statement of profit and loss Rates and taxes Power and fuel Repairs and maintenance of :- i) Building (refer note 31) ii) Plant & machinery Corporate social responsibility (refer note (ii) below) Outsource Manpower Rent (refer note 31) Insurance Payment to auditors (refer note (i) below) Director's sitting fees Foreign Exchange loss Unwinding of prepaid expense Provision for doubtful advances (refer note (iii) below) Miscellaneous	Year ended 31 March 2023 Year ended 31 March 2022 90.82 4.13 743.36 909.54 5.99 - 6.57 - 8.08 3.58 - 21.18
	854.81 938.42
	13.14 13.85 0.88 0.90
	14.02 14.75
	324.11 59.50 0.12 0.08
	324.23 59.58
	19.13 19.34 - 7.02
	19.13 26.36
	41.36 41.80 - 0.12 33.70 35.70 0.07 0.30 2.42 4.71 24.96 21.15 0.02 2.98 2.45 3.60 2.37 1.94 1.01 0.98 7.74 5.07 2.39 2.30 0.01 - 1.22 - - 0.89 1.07 0.46 120.80 122.00

172

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Summary of Significant accounting policies and other explanatory notes for the year ended 31 March 2023 (All amounts are in ₹ million, unless otherwise stated)

Note: (i) Auditor's remuneration (inclusive of GST) As auditor - for statutory audit - for certification services Reimbursement of expenses	Year ended 31 March 2023 Year ended 31 March 2022 6.72 4.54 0.71 0.40 0.31 0.13
	7.74 5.07

(ii) Corporate Social Responsibility

As the average net profit of the Company made during the three immediately preceding financial year is negative, the Company has not earmarked specific funding for Corporate Social Responsibility and sustainable activitiesas required under the provision of section 135 of the act.

(iii) Provision created in an earlier years against certain advances considered doubtful of recovery, were reversed based on recovery of the advance.

30 Income tax

(a) Major components of income tax expense for the years ended 31 March 2023 and 31 March 2022:

			Year ended	Year ended
		31	March 2023	31 March 2022
	Current income tax:
	Current income tax charge		(35.12)	(12.42)
	Taxes pertaining to earlier years (net)		-	-
	Deferred tax:
	Attributable to -
	Origination and reversal of temporary differences		(27.80)	1.99
	Tax expense of continuing operations		(62.92)	(10.43)
	Tax expense of discontinued operations		-	(32.90)
	Income tax expense reported in the statement of profit or loss		(62.92)	(43.33)
(b)	Deferred tax related to items recognised in Other Comprehensive income (OCI) during the year:
	Equity instruments through Other Comprehensive Income - net changes in fair value		0.42	(0.51)
	Remeasurement of defined benefit assets		-	0.71
	Income tax credited/(charged) to Other comprehensive income		0.42	0.20
(c)	Reconciliation of tax expense and the accounting profit multiplied by India’s domestic tax rate:
	Profit before tax from operations (continued and discontinued both)		488.52	1,154.45
	Tax at the Indian tax rate of 25.17% (31 March 2022 : 25.17%)		122.95	290.55
	Effect of:
	Deferred tax asset on carryforward loss and temporary differences, net		-	3.78
	Indexation benefit on sale of capital assets		(71.74)	(235.87)
	Permanent difference		6.42	(6.93)
	Capital gain tax rate differential		6.45	-
	Impact due to change in Income tax rate.		(0.99)	(1.11)
	Standard deduction for income from house property		(0.16)	(7.29)
	Income tax expense		62.92	43.13

(d)

Deferred tax

Deferred tax assets have been recognised only to the extent of existing deferred tax liabilities, because it is not probable that future taxable profit will be available against which the Company can use the benefits therefrom.

173

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Summary of Significant accounting policies and other explanatory notes for the year ended 31 March 2023 (All amounts are in ₹ million, unless otherwise stated)

(e) Recognised deferred tax assets and liabilities

Movement in temporary differences

Particulars Property, plant and equipment and investment property Investments in equity shares Employee benefits Provision for doubtful advances Fair value of investments in mutual funds Income tax loss carry forward Amortisation of arranger fees Expiration of losses carried forward 31 March 2028	Balance as at 31 March 2022 Recognised in profit or loss during 2022-23	Recognised in OCI during 2022-23 Balance as at 31 March 2023
	48.21 9.31 (2.18) (0.42) (0.20) 0.32 (4.74) (0.00) - 3.43 (43.28) (0.52) - 15.68	- 57.52 0.00 (2.60) (0.42) (0.30) - (4.74) - 3.43 (43.80) - 15.68
	(2.19) 27.80	(0.42) 25.19
		As at 31 March 2023 As at 31 March 2022
		164.06 164.06

(f) Expiration of losses carried forward

Notes:

i) The Company has unabsorbed depreciation loss of ₹ 9.96 million which can be carried forward indefinitely.

31 Related party disclosures Related parties with whom transactions have taken place during the year

A. Holding company

Embassy Property Developments Private Limited

B. Other entities

We Work India Management Private Limited- Common directorship Embassy Services Private Limited- Fellow subsidiary Squadron Developers Private Limited- Fellow subsidiary Vikas Telecom Private Limited (from 30 August 2023)

C. Director Mr. P. B. Appiah Mr. Suresh Vaswani Ms. Tanya John Mr. Aditya Virwani Mr. PR Ramakrishnan Mr. Sartaj Sewa Singh D. Key Managerial Personnel

Ms. Chandana Naidu (Company Secretary ) Mr. Pranesh K Rao (Chief Financial Officer) till 14 November 2022 Mr. Ankit Shah (Chief Financial Officer) from 14 November 2022

E. The following is a summary of related party transactions

E. The following is a summary of related party transactions

Capital advance given
Embassy Property Developments Private Limited
Brokerage and commission paid
Embassy Property Developments Private Limited
Repairs and Maintainence- plant and machinery
Embassy Property Developments Private Limited
Embassy Service Private Limited
Rent expense
We Work India Management Private Limited
Revenue from operations
Vikas Telecom Private Limited
Repairs and Maintainence- Building
Embassy Property Developments Private Limited
Staff welfare expenses
Embassy Property Developments Private Limited

Year ended
31 March 2023
Year ended
31 March 2022

300.72
1,122.26
-
0.39
2.39
0.87
3.96
1.24
1.84
1.49
96.76
-
-
3.41
-
0.14

174

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Summary of Significant accounting policies and other explanatory notes for the year ended 31 March 2023 (All amounts are in ₹ million, unless otherwise stated)

F. The following is a summary of balances payables /receivable from related parties:

F. The following is a summary of balances payables /receivable from related parties:

Trade payable
Embassy Property Developments Private Limited
Embassy Service Private Limited
Trade receivable
Vikas Telecom Private Limited
Non convertible debenture
Embassy Property Developments Private Limited
Capital advance
Embassy Property Developments Private Limited
Capital creditor
Embassy Property Developments Private Limited
Deposit balance
We Work India Management Private Limited

As at
31 March 2023
As at
31 March 2022

-
1.60
1.84
0.59
12.71
-
2.00
2.00
902.98
1,122.26
-
0.06
0.18
0.18

During the current year the Company has received guarantee from Mr. Jitendra Virwani, Embassy Property Developments Private Limited, Mac Charles Hub Projects PrivatedLimited and Squadron Developers Private Limited. Refer Note 21 (ii) for the corporate guarantees received by the Company.

The Ind AS adjustments for the guarantee received have not been presented which are accounted as per Ind AS 109 read with ITFG 16 wherein the present value of guarantee from Mr. Jitendra Virwani, Embassy Property Developments Private Limited and Embassy Construction Private Limited amounting to ₹ 131.97 is credited to other equity and debited to debentures. On account of release of guarantee given by Embassy Construction Private Limited and new guarantee received from Squadron Developers Private Limited, a net impact of ₹ 2.36 is debited to other equity and credited to debentures.

G. Compensation of key management personnel of the Company:

(i) The remuneration of directors and other members of key management personnel during the year was as follows:

Short-term employee benefits	As at 31 March 2023 As at 31 March 2022
	11.13 13.23
	11.13 13.23

32 Contingent liabilities and commitments (to the extent not provided for): Capital commitments Estimated amount of contracts remaining to be executed on capital account and not provided for Contingent liabilities Income tax	As at 31 March 2023 As at 31 March 2022
	2324.88 1741.06 31.65 -

175

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Summary of Significant accounting policies and other explanatory notes for the year ended 31 March 2023 (All amounts are in ₹ million, unless otherwise stated)

33	Financial instruments - fair value measurement and risk management	Financial instruments - fair value measurement and risk management	Financial instruments - fair value measurement and risk management
A	Accounting classification and fair value
		Carrying value			Fair value		Total
		as at
		31 March	2023	Level 1	Level 2	Level 3
	Financial assets measured at amortised cost:
	Non current financial assets
	- Other Non-Current financial asset		22.08	-	-	-	-
	Current financial assets
	- Trade receivables		16.39	-	-	-	-
	- Cash and cash equivalents		79.69	-	-	-	-
	- Bank balances other than cash and cash equivalents	2,668.54		-	-	-	-
	- Loans		0.50	-	-	-	-
	- Other current financial assets		9.49	-	-	-	-
	Financial assets measured at fair value through other	comprehensive income:
	Investments
	Non-current		5.29	5.29	-	-	5.29
	Financial assets measured at fair value through profit and loss:
	Investments
	Current	288.55		288.55	-	-	288.55
	Total	3,090.53		293.84	-	-	293.84
	Financial liabilities measured at amortised cost:
	Non current financial liabilities
	- Long term borrowing	5,319.83		-	-	-	-
	Current financial liabilities
	- Trade payables		24.74	-	-	-	-
	- Other financial liabilities		96.88	-	-	-	-
[	Total	5,441.45		-	-	-	-
	The Group has not disclosed the fair values for financial instruments such as trade receivables, cash and cash equivalents, bank bal-
	ances, other non-current financial assets other than other current financial assets, loans, borrowings, other non current financial liabil-
	ities, trade payables and other current financial liabilities because their carrying			amounts are a reasonable approximation of fair value.
	Financial assets measured at amortised cost:
	Non current financial assets
	- Other Non-Current financial asset		6.54	-	-	-	-
	Current financial assets
	- Trade receivables		13.45	-	-	-	-
	- Cash and cash equivalents	944.80		-	-	-	-
	- Loans		0.50	-	-	-	-
	- Bank balances other than cash and cash equivalents	102.01		-	-	-	-
	- Other current financial assets		0.56	-	-	-	-
	Financial assets measured at fair value through other	comprehensive income:
	Investments
	Non-current		6.94	6.94	-	-	6.94
	Financial assets measured at fair value through profit and loss:
	Investments
	Current		58.60	58.60	-	-	58.60
	Total	1,133.40		65.54	-	-	65.54
	Financial liabilities measured at amortised cost:
	Non current financial liabilities
	- Borrowings	1,222.92		-	-	-	-
	Current financial liabilities
	- Trade payables		38.65	-	-	-	-
	- Other financial liabilities		74.40	-	-	-	-
	Liabilities directly associated with assets held for sale	1,046.36		-	-	-	-
	Total	2,382.33		-	-	-	-

The Group has not disclosed the fair values for financial instruments such as trade receivables, cash and cash equivalents, bank balances, other non-current financial assets other than other current financial assets, loans, borrowings, other non current financial liabilities, trade payables and other current financial liabilities because their carrying amounts are a reasonable approximation of fair value.

176

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Summary of Significant accounting policies and other explanatory notes for the year ended 31 March 2023

(All amounts are in ₹ million, unless otherwise stated)

B Measurement of fair values

The section explains the judgement and estimates made in determining the fair values of the financial instruments that are:

a) recognised and measured at fair value

b) measured at amortised cost and for which fair values are disclosed in the financial statements.

To provide an indication about the reliability of the inputs used in determining fair value, the Group has classified its financial instruments into the three levels prescribed under the accounting standard. An explanation of each level is mentioned below:

Level 1 : Level 1 hierarchy includes financial instruments measured using quoted prices. This includes listed equity instruments, traded bonds and mutual funds that have quoted price. The fair value of all equity instruments (including bonds) which are traded in the stock exchanges is valued using the closing price as at the reporting period. The mutual funds are valued using the closing net asset value. Level 2 : The fair value of financial instruments that are not traded in an active market (for example, traded bonds, over-the counter derivatives) is determined using valuation techniques which maximise the use of observable market data and rely as little as possible on entity-specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2. Level 3 : If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3.

The Group has elected to measure all financial instruments, except investments, at ammortised cost.

Investments fall under the 'Level 1' hierarchy and are measured using quoted prices on the respective reporting dates. The fair value of the financial assets and liabilities is included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale.

C Financial risk management

The Group has exposure to the following risks arising from financial instruments:

credit risk (refer note ii below)
liquidity risk (refer note iii below)
market risk (refer note iv below)

(i) Risk management framework

The Group’s Board of Directors has overall responsibility for the establishment and oversight of the Group’s risk management framework. The Group’s risk management policies 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 reflect changes in market conditions and the Group’s activities.

The Group’s Audit Committee oversees how management monitors compliance with the Group’s risk management policies and procedures, and reviews the adequacy of the risk management framework in relation to the risks faced by the Group.

(ii) Credit risk

Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Group is exposed to credit risk from its operating activities (primarily trade receivables) and from its financing activities, including deposits with banks and financial institutions, inter-corporate deposits and other financial instruments. The carrying amount of financial assets represents the maximum credit exposure.

Trade receivable and loans

The Group’s exposure to credit risk is influenced mainly by the individual characteristics of each customer. However, management also considers the factors that may influence the credit risk of its customer base, including the default risk associated with the industry.

The Group has credit policies in place and exposure to the credit risk is monitored on an ongoing basis. A majority of Group's income is from the corporate customers by way of advance receipts and revenue from related parties. Credit evaluations are performed on all customers requiring credit over a certain amount and there is no concentration of credit risk. Due from related parties are considered recoverable by the management. Risk assessment is done for each corporate to whom the inter -corporate deposits are provided. Cash is placed with reputable banks and the risk of default is considered remote. Under the current economic conditions, management has assessed the recoverability of its trade receivables as at the reporting date and consider them to be recoverable.

Due to this factor, management believes that no additional credit risk is inherent in the Group’s receivables . At the balance sheet date, there were no significant concentrations of credit risk.

The following table provides information about the exposure to credit risk and the expected credit loss for trade receivables:

The following table provides information about the exposure to credit risk	and the expected credit loss for trade receivables:
Less than 180 days More than 180 days	As at 31 March 2023 As at 31 March 2022
	Carrying amount Provision amount Carrying amount Provision amount
	16.39 - 13.45 - - - - - 16.39 - 13.45 -

177

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Summary of Significant accounting policies and other explanatory notes for the year ended 31 March 2023 (All amounts are in ₹ million, unless otherwise stated)

Loans and other financial asset:

==> picture [474 x 158] intentionally omitted <==

----- Start of picture text -----

Expected credit loss for loans and other financial assets is as follows:
Particulars Period ended Asset group Estimated Expected Expected Carrying
gross carrying probability credit losses amount, net
amount at de- of default of impair-
fault ment provi-
sion
Loss Financial 31 March 2023 Security 22.08 - - 22.08
allowance assets for deposits
measured at which credit Other 9.49 - - 9.49
12 month risk has not financial asset
expected increased Loan 19.33 - 18.83 0.50
credit loss significantly 31 March 2022 Security 6.54 - - 6.54
since initial deposits
recognition Other 0.04 - - 0.04
financial asset
Other loans 19.85 - 18.83 1.02
----- End of picture text -----

(iii) Liquidity risk

Liquidity risk is the risk that the Group will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Group’s approach to managing liquidity is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when they are due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Group’s reputation.

Management monitors rolling forecasts of the Group’s liquidity position and cash and cash equivalents on the basis of expected cash flows to ensure it has sufficient cash to meet operational needs. Such forecasting takes into consideration the Group’s debt financing plans, covenant compliance and compliance with internal statement of financial position ratio targets. Usually the excess of funds is invested in short term mutual funds and fixed deposits. This is generally carried out in accordance with practice and limits set by the Group. These limits vary to take into account the liquidity of the market in which the Group operates.

The Cash flow with respect to project finances will be funded through internal accrual, loan from holding company and from Bank.

Financing arrangements

The Group has undrawn borrowing facilities at the end of the reporting period amounting to ₹ 1,751 on account of debenture trust deeds entered and ₹ 10,000 on account of inter corporate deposit agreement entered as on 31 March 2023.

Maturities of financial liabilities

As at 31 March 2023

Borrowings Trade payables Other current financial liabilities As at 31 March 2022 Borrowings Trade payables Other current financial liabilities Liabilities attributable to assets held for sale	Carrying amount Total Less than 1 year 1-3 years More than 3 years
	5,319.83 9,470.04 - 2,985.08 6,484.96 24.74 24.74 24.74 - - 96.88 96.88 96.88 -
	5,441.45 9,591.66 121.62 2,985.08 6,484.96
	Carrying amount Total Less than 1 year 1-3 years More than 3 years
	1,222.92 2,228.91 - - 2,228.91 38.65 38.65 38.65 - - 74.40 74.40 74.40 - - 1,046.36 1,046.36 1,046.36 1,046.36
	2,382.33 3,388.32 1,159.41 - 3,275.27

(iv) Market risk

Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and equity prices, which will affect the Group's income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimising the return. Market risk comprises of currency risk and interest rate risk. The Company is primarily exposed to fluctuation in interest rates.

178

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Summary of Significant accounting policies and other explanatory notes for the year ended 31 March 2023 (All amounts are in ₹ million, unless otherwise stated)

Currency risk

Interest rate risk

Interest rate risk is the risk that the future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Group’s exposure to the risk of changes in market interest rates relates primarily to its long-term debt obligations with floating interest rates.

Exposure to interest rate risk

The exposure of the Group's borrowing to interest rate at the end of the reporting period are as follows :-

Exposure to interest rate risk The exposure of the Group's borrowing to interest rate at the end of the reporting period are as follows :-
	As at	As at
	31 March 2023	31 March 2022
Floating rate borrowings	-	490.20
Borrowings	-	490.20
A reasonably possible change of 100 basis points in interest rates at the reporting date would have increased (decreased) equity and		profit or loss by the
amounts shown below. This analysis assumes that all other variables remain constant.

Increase by 50 base points Decrease by 50 base points	Impact on profit or loss Impact on other components of equity
	Year ended 31 March 2023 Year ended 31 March 2022 Year ended 31 March 2023 Year ended 31 March 2022
	- 2.45 - - - (2.45) - -

Price risk

The Group's exposure to equity securities price risk arises from investments held by the group and classified in the balance sheet either as fair value through OCI or at fair value through profit or loss. To manage its price risk arising from investments in equity securities, the group diversifies its portfolio. Diversification of the portfolio is done in accordance with the limits set by the Group. The majority of the Group's equity investments are publicly traded and are included in the BSE and NSE index.

Sensitivity analysis – Equity price risk Increase by 10% Decrease by 10%	Impact on other components of equity
	As at 31 March 2023 As at 31 March 2022
	1.67 2.76 (1.67) (2.76)

34 Employee benefits obligations

A. Gratuity

B. The amounts recognised in the Balance Sheet are as follow:

B. The amounts recognised in the Balance Sheet are as follow:
Present value of the obligation at the end of the year Fair value of plan assets as at the end of the year Net assets recognised in the Balance Sheet C. Reconciliation of the net defined benefit (asset)/ liability Reconciliation of present value of defined benefit obligation Balance at the beginning of the year Service cost - Current service cost Interest cost Benefits paid Actuarial losses recognized in Other comprehensive income - changes in financial assumptions Balance at the year end Reconciliation of the present value of plan assets Balance at the beginning of the year Expected return on plan assets Contributions paid into the plan Employer direct benefit payments Benefits paid Actuarial gains/(losses) Balance at the year end		As at 31 March 2023 As at 31 March 2022
		0.81 1.40 1.82 2.56
		(1.01) (1.16)
		1.42 1.12 0.23 0.30 0.07 0.07 (0.84) (0.17) (0.05) 0.10
		0.83 1.42 2.56 2.58 0.15 0.17 - 0.08 - - (0.84) (0.17) (0.06) (0.10) 1.82 2.56

179

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Summary of Significant accounting policies and other explanatory notes for the year ended 31 March 2023

(All amounts are in ₹ million, unless otherwise stated)

34 Employee benefits obligations (cont'd)

C. (i) Expense recognized in profit or loss

Current service cost Interest cost Expected return on plan assets	0.23 0.30 0.07 0.07 (0.15) (0.17)
	0.15 0.20

C. (ii) Remeasurements recognised in Other comprehensive income

	As at 31 March 2023 As at 31 March 2022 Actuarial loss on defined benefit obligation (0.05) 0.10 Actuarial (gain) loss on planned assets 0.06 0.10 0.01 0.20 D. Plan assets Plan assets comprise of the following: Fair value of plan assets 1.82 2.56 1.82 2.56 E. Defined benefit obligations (i) Actuarial assumptions Financial assumptions Discount rate 7.66% 7.11% Future salary growth 6% 6% Attrition rate 5% 5% Demographic assumptions Withdrawal rate 5% 5% Retirement age 60 60 At 31 March 2023, the weighted-average duration of the defined benefit obligation was 12.61 years (31 March 2022: 9.31 years). (ii) Sensitivity analysis Reasonably possible changes at the reporting date to one of the relevant actuarial assumptions, holding other assumptions constant, would have reflected the defined benefit obligation as the amounts shown below.	As at 31 March 2023 As at 31 March 2022
		(0.05) 0.10 0.06 0.10
		0.01 0.20
		1.82 2.56
		1.82 2.56
Discount rate (100 basis points movement) Future salary growth (100 basis points movement) Attrition rate (100 basis points movement)	As at 31 March 2023 As at 31 March 2022
	Increase Decrease Increase Decrease
	(0.01) 0.01 1.40 1.41 0.01 (0.01) 1.41 1.40 (0.00) - 1.40 1.41

the defined benefit obligation as the amounts shown below.
	As at 31 March 2023		As at 31 March	2022
	Increase	Decrease	Increase	Decrease
Discount rate (100 basis points movement)	(0.01)	0.01	1.40	1.41
Future salary growth (100 basis points movement)	0.01	(0.01)	1.41	1.40
Attrition rate (100 basis points movement)	(0.00)	-	1.40	1.41

Although the analysis does not take account of the full distribution of cash flows expected under the plan, it does provide an approximation of the sensitivity of the assumptions shown.

35 Details of inter-corporate loans (other than related party)

Details of inter-corporate loans (other than related party)
(a) Terms and conditions on which inter-corporate loans have been given
Party name	Interest rate	Repayment terms	Purpose
IDS Nest Business Solutions Private Limited	15%	Repayable on demand	General
Thrishul Developers	18%	Repayable on demand	General
Marickar Plantations Private Limited	18%	Repayable on demand	General

Reconciliation of inter-corporate loans given as at the beginning and as at the end of the year (apart from related	Reconciliation of inter-corporate loans given as at the beginning and as at the end of the year (apart from related	party loans):
	As at	As at
	31 March 2023	31 March 2022
IDS Nest Business Solutions Private Limited
At the commencement of the year	0.50	0.50
Add: given during the year	-	-
Less: repaid during the year	-	-
At the end of the year	0.50	0.50
Thrishul Developers
At the commencement of the year	11.83	11.83
Add: given during the year	-	-
Less: repaid during the year	-	-
At the end of the year	11.83	11.83
Provision created	(11.83)	(11.83)
Marickar Plantation Private Limited
At the commencement of the year	7.00	7.00
Add: given during the year	-	-
Less: repaid during the year	-	-
At the end of the year	7.00	7.00

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MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Provision created

(7.00) (7.00)

Summary of Significant accounting policies and other explanatory notes for the year ended 31 March 2023 (All amounts are in ₹ million, unless otherwise stated)

36 Discontinued Operations

i During the current year, the management had discontinued hotel operations of the Company. Consequently, pursuant to the requirements of Ind AS 105 - Non Current Assets Held for Sale and Discontinued Operations, the Company had classified the assets and liabilities pertaining to the hotel business for the current and prior periods presented as 'Assets/ liabilities associated with discontinued operations' and measured them at lower of cost and fair value as at date of disposal.

The net profit/(loss) from the hotel operations (includes hotel operations through subsidiary which was sold during the year ended 31 March 2022 and Le Meridian hotel discontinued during the year ended 31 March 2020) of the Mac Charles (India) Limited has been presented separately as 'Discontinued operations' in the statement of profit/(loss).

ii The results from Hotel operations of the Company are as follows :

Income a) Revenue from operations b) Other income Total income (a+b) Expenses a) Cost of material consumed b) Employee benefit expense # c) Finance costs d) Depreciation and amortization expense e) Other expenses Total expenses (a+b+c+d+e) Profit/(loss) before tax Tax expense Profit/(loss) from discontinued operations after tax	Year ended 31 March 2023 Year ended 31 March 2022
	- 45.36 - 218.94
	- 264.30 - 24.67 - 7.00 - 0.13 - 1.88 - 11.68
	- 45.36
	- 218.94 - 32.90
	- 186.04

Included employee termination benefits Nil (31st March 2022 : Nil) incurred to meet termination settlement benefit expenses for employees of the discontinued hotel operations.

iii The assets and liabilities from Hotel operations are as follows :

The assets and liabilities from Hotel operations are as follows :
ASSETS Non-current assets Property, plant and equipment Other intangible assets Financial assets Other financial assets Other non-financial assets Current assets Inventories Financial assets -Cash and cash equivalents - Trade receivables - Other financial assets - Other non financial asset Disposal group - assets held for sale LIABILITIES Current liabilities Financial liabilities Total outstanding dues of creditors other than micro enterprises and small enterprises Other financial liabilities Other non-financial liabilities Security deposits Disposal group - liabilities directly associated with assets held for sale	As at 31 March 2023 As at 31 March 2022
	- - - - - - - - - - - - - - - - - -
	- -
	- - 3.65 6.20 - - - 0.60
	3.65 6.81

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MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Summary of Significant accounting policies and other explanatory notes for the year ended 31 March 2023 (All amounts are in ₹ million, unless otherwise stated)

iv The net cash flows from Hotel operations is as follows :

Profit/ (loss) before tax from discontinuing operations Adjustments: - Depreciation and amortization - Interest - Loss on sale of property, plant and equipment - Others Working capital adjustments: - Trade receivables - Inventory - Current and non-current financial assets - Current and non-current financial liabilities - Other current and non-current assets - Other current and non-current liabilities Cash used in operation activities Income taxes paid Net cash used in operating activities [A] Cash flows from investing activities Acquisition of property, plant and equipment Proceeds from sale of property, plant and equipment Net cash used in investing activities [B] Cash flows from financing activities Interest paid Intercorporate deposit received Repayment of loans to holding Company Net cash used in financing activities [C] Decrease in cash and cash equivalents [A+B+C]	Year ended 31 March 2023 Year ended 31 March 2022
	- 2.60 - 1.88 - 0.13 - - - -
	- 4.61
	- - - 1.45 - (1.95) (2.55) (36.41) - 2.99 - (9.91)
	(2.55) (39.22)
	- 0.33
	(2.55) (38.89)
	- (0.06) - 7.97
	- 7.91
	- (0.13) - 15.00 - (8.61) - 6.26
	(2.55) (24.72)

37 Assets held for sale

Management has committed to sell tangible assets of the Company in Kochi and Embassy Habitat. Accordingly, the same is presented as a disposal group held for sale. Efforts to sell the disposal group have started and a sale is expected to be completed in FY 2023-24.

A. Impairment losses relating to the disposal group

There is no impairment loss of the assets held for sale to have been applied to reduce the lower of its carrying amount and its fair value less costs to sell.

B. Assets of disposal group held for sale

At 31 March 2023, the assets held for sale was stated at lower of its carrying amount and its fair value less costs to sell comprised the following.

Assets held for sale Building Investment Property Security deposits Margin money deposit Liabilites associated with assets held for sale Borrowings Trade payable Interest accrued but not due Security deposits Capital advance	As at 31 March 2023 As at 31 March 2022
	27.93 48.29 - 316.35 - 1.97 - 19.40
	27.93 386.01
	- 490.20 - 1.32 - 1.63 - 57.41 - 495.80
	- 1,046.36

C. Cumulative income or expenses included in OCI

There are no cumulative income or expenses included in OCI relating to the disposal group.

D. Measurement of fair values

Fair value is determined by independent valuer for these assets held under sale.

182

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Summary of Significant accounting policies and other explanatory notes for the year ended 31 March 2023 (All amounts are in ₹ million, unless otherwise stated)

Consolidated financial information Additional information required to be disclosed pursuant to paragraph 2 of Division II of Schedule III to the Companies Act, 2013 - 'General instructions for the preparation of consolidated financial statements'as at and for the year ended 31 March 2023 is as follows:	Consolidated financial information Additional information required to be disclosed pursuant to paragraph 2 of Division II of Schedule III to the Companies Act, 2013 - 'General instructions for the preparation of consolidated financial statements'as at and for the year ended 31 March 2023 is as follows:	Consolidated financial information Additional information required to be disclosed pursuant to paragraph 2 of Division II of Schedule III to the Companies Act, 2013 - 'General instructions for the preparation of consolidated financial statements'as at and for the year ended 31 March 2023 is as follows:
Name of the entity in the group	Net assets, i.e., total assets minus total liabilities Share in profit or loss Share in other comprehensive in- come Share in total com- prehensive income
	As % of consoli- dated net as- sets Amount As % of consoli- dated profit/ (loss) Amount As % of consoli- dated other compre- hensive income Amount As % of consoli- dated to- tal com- prehen- sive in- come Amount
*Parent company* Mac Charles (India) Limited *Indian subsidiary* Blue Lagoon Real Estate Private Limited Neptune Real Estate Private Limited Mac Charles Hub Project Private Limited	110.00% 2,662.51 128.00% 546.87 100.00% (1.23) 129.00% 545.64 -1.00% (29.75) -4.00% (18.35) 0.00% - -4.00% (18.35) -5.00% (128.49) -4.00% (16.91) 0.00% - -4.00% (16.91) -4.00% (92.99) -21.00% (86.00) 0.00% - -20.00% (86.00) 100.00% 2,411.28 100.00% 425.60 100.00% (1.23) 102.00% 424.38
Total
A) Ratios Particulars Numerator Denominator Current Ratio Current Asset Current Liabilities Debt equity ratio Debt Networth Debt Service cover- age ratio Profit before exception items Finance cost + Principal repayment made for Non-current borrowings and Non-current lease liabilities Return on equity Profit after tax Average Shareholders' funds (Total equity) Inventory turnover ratio Sale of goods Average Inventories of Finished stock Trade receivables turnover ratio Sale of goods/services Average Gross Trade receivables (before provision) Trade payables turn- over ratio Cost of materials consumed + Purchases of stock-in-trade + Changes in inventories of finished goods, work-in- progress and stock- in-trade + Other expenses Average Trade payables Net capital turnover ratio Sale of goods Current assets less current liabilities (excluding current maturity of Noncurrent borrowing and non- current lease liabilities) Net profit ratio Net Profit for the period Total Income Return on capital employed Profit before exceptional items, tax and finance cost Networth + Debt + Deferred tax liability Return on invest- ment Interest income from financial assets carried at amortised cost + Net gain on financial asset measured at fair value through profit and loss Average (Non-current Investments + Current investments + Non- current loans receivable + Current loans receivable - Investments in equity instruments of subsidiaries)		31 March 2023 31 March 2022 Variance
		23.78 1.29 1749%* 2.21 0.92 139%! 1.02 1.61 -37%^ 0.18 0.60 -70%# - - - 7.50 20.69 -64%$ - - - 0.04 0.27 -86%$ 44% 96% -54%# 0.10 0.34 -69%^ 0.54 0.08 540%~

*Basis change in bank balances other than cash and cash equivalents.
! Basis change in debetures issued during the year
^Basis change in profit numbers and debt repayment and issue of debentures.
Basis change in profit on sale of assets.
$Basis change in revenue from operatioms
~Basis change in interest income from loan given to subsidiary

183

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

Summary of Significant accounting policies and other explanatory notes for the year ended 31 March 2023 (All amounts are in ₹ million, unless otherwise stated)

B. Reconciliation of	movements of liabilities to cash flow arising from financing activities
	Liability Equity
Particulars	Loans Debenture Share Capital General reserves Retained earnings Other reserves Fair value of equity instruments Remeasurements of defined benefit liability Total
Balance as at 31 March 2022 491.82 1,222.91 131.01 2,244.80 1,513.91 - 0.57 1.11 5,606.13 Proceeds from bor- rowings - 3,700.00 - - - - - 3,700.00 Transaction costs related to borrow- ings 2.52 (63.80) - - - - - (61.28) Repayment of bor- rowings (492.72) - - - - - - - (492.72) Dividend payment - - - - - - - - - Total changes from financing ac- tivities (490.20) 3,636.20 - - - - - - 3,146.00 Other changes:- Liability-related Interest expense 0.42 321.17 - - - - - - 321.59 Interest expense capitalised - 269.17 - - - - - - 269.17 Interest paid (2.04) - - - - - - - (2.04) Financial guarantee adjustments - (129.62) - - - 129.62 - - 0.00 Total liability re- lated other changes (1.62) 460.72 - - - 129.62 - - 588.72 Total equity re- lated other changes - - - - 425.60 - (1.23) - 424.37 Forfeiture of Shares - - - - - - - - - Balance as at 31 March 2023 0.01 5,319.83 131.01 2,244.80 1,939.51 129.62 (0.66) 1.11 9,765.22 Reconciliation of movements of liabilities to cash flow arising from financing activities Balance as at 31 March 2021 1204.38 - 131.01 2,244.80 430.77 (0.95) 3.21 4,013.22 Proceeds from bor- rowings 15.00 1,249.00 - - - 1,264.00 Transaction costs related to borrow- ings - (145.00) - - - (145.00) Repayment of bor- rowings (710.39) - - - - - (710.39) Liability ceased to exist in relation to subsidiary loan on disposition of the subsidiary (15.00) - - - - - (15.00) Total changes from financing ac- tivities (710.39) 1,104.00 - - - - - 393.61 Other changes:- Liability-related Interest expense 59.63 118.91 - - - - - 178.54 Interest paid (61.79) - - - - - - (61.79) Total liability re- lated other changes (2.16) 118.91 - - - - - 116.75 Total equity re- lated other changes - - - - 1,083.14 1.52 (2.10) 1,082.56 Forfeiture of Shares - - - - - Balance as at 31 March 2022 491.82 1,222.91 131.01 2,244.80 1,513.91 0.57 1.11 5,606.13	491.82 1,222.91 131.01 2,244.80 1,513.91 - 0.57 1.11 5,606.13 - 3,700.00 - - - - - 3,700.00 2.52 (63.80) - - - - - (61.28) (492.72) - - - - - - - (492.72) - - - - - - - - -
	(490.20) 3,636.20 - - - - - - 3,146.00
	0.42 321.17 - - - - - - 321.59 - 269.17 - - - - - - 269.17 (2.04) - - - - - - - (2.04) - (129.62) - - - 129.62 - - 0.00
	(1.62) 460.72 - - - 129.62 - - 588.72
	- - - - 425.60 - (1.23) - 424.37
	- - - - - - - - -
	0.01 5,319.83 131.01 2,244.80 1,939.51 129.62 (0.66) 1.11 9,765.22
	(710.39) 1,104.00 - - - - - 393.61
	59.63 118.91 - - - - - 178.54 (61.79) - - - - - - (61.79)
	(2.16) 118.91 - - - - - 116.75
	- - - - 1,083.14 1.52 (2.10) 1,082.56
	- - - - - 491.82 1,222.91 131.01 2,244.80 1,513.91 0.57 1.11 5,606.13

184

MAC CHARLES(INDIA) LIMITED

ANNUAL REPORT 2022-23

Summary of Significant accounting policies and other explanatory notes for the year ended 31 March 2023

(All amounts are in ₹ million, unless otherwise stated)

40 Operating segment

During the year there is only one segment of business i.e. sale of electricity which is being focused and reviewed by the Chief Operating Decision Maker ("CODM"). Consequently, the Grouphas reassessed the segment reporting requirements basis which the prior periods have been restated and, hence the segment information does not form part of the financial statements.
41 No funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other persons or entities, including foreign entities ("Intermediaries") with the understanding whether recorded in writing or that Intermediary shall lend or invest in party identified by or on behalf of Company (Ultimate Beneficiaries).The Company has not received any fund from any partys (Funding party) with the understanding that the Company shall whether, directly or indirectly lend or invest in other persons or entities identified by or on behalf of the Company ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
42 Other statutory Information
a) The Company does not have any benami properly, Where any proceeding has been initiated or pending against the Company for holding any benami property.

b) The Company does not have any transactions with companies struck off.

c) The Company does not have any charges or satisfaction which is yet to be registered With ROC beyond the Statutory period. d) The Company has not traded or invested in crypto currency or virtual currency during the financial year.
e) The Company has not defaulted in repayment of loans, or other borrowings or payment of interest thereon to any lender. f) The Company has not been declared willful defaulter by any bank, financial institution, government or government authority. g) The Company has not revalued its property, plant and equipment (Including right -of - use assets) or intangible assets during the year ended 31 March 2023.
43 Additional information as required under paragraph 5 of Part II of the Schedule III to the Act, to the extent either "Nil" or "Not applicable" has not been furnished.

44 Subsequent events

The Company has subsequently issued 5,000 redeemable, rated, listed, secured, non-convertible debentures of ₹ 100,000 each amounting to 500 million on 11 May 2023, and the money has been received on 22 May 2023.

45 Previous year's comparatives have been regrouped wherever necessary to conform to the current year's presentation and any such reclassification/regrouping is immaterial to the users of the financial statements.

As per our report of even date attached

For Walker Chandiok & Co LLP Chartered Accountants Firm Registration No.: 001076N/N500013

Sd/-

Hemant Maheshwari Partner Membership No. 096537 Place: Bengaluru Date: 23 May 2023

For and on behalf of the Board of Directors of Mac Charles (India) Limited

Sd/Sd/- P B Appiah P R Ramakrishnan Director Director DIN: 00215646 DIN: 00055416 Sd/Sd/- Chandana Naidu Ankit Shah Company Secretary Chief Financial Officer ACS No. 25570

Place: Bengaluru Date: 23 May 2023 Place: Bengaluru Date: 23 May 2023

185

MAC CHARLES(INDIA) LIMITED

ANNUAL REPORT 2022-23

FORM FOR REGISTERING E-MAIL ID

FOR SHARES HELD IN PHYSICAL MODE SHAREHOLDERS HOLDING SHARES IN DEMAT MODE

Please complete this form and send it to:

Please inform your respective Depository Participant

BgSE Financials Limited Registrar & Transfer Agent (RTA Division) No. 51, 1st Cross, J.C. Road, Bengaluru - 560 027. Tel: 080 - 4132 9661, Fax: 080 - 4157 5232 Email: [email protected]

Dear Sir,

Sub: Registering of e-mail address for service of documents through e-mail

I hereby request the Company to register my e-mail address given below and give consent for service of documents including the Notice of Shareholders’ Meeting & Postal Ballot, Balance Sheet, Profit & Loss Account, Auditor’s Report, Board’s Report etc., through e-mail;

Folio No. : 2. Name of the 1st Registered Holder : 3. E-mail address :

............................................................................................................ Signature of the 1st registered holder as per the specimen signature with the company

Name : Place : Date :

186

AI assistant

Mac Charles (India) Ltd. — AGM Information 2023

61334_rns_2023-08-18_6aef2ab0-1ba6-4a94-a823-88e3b4118555.pdf

Sub: Intimation of 43[rd] Annual General Meeting of MAC Charles (India) Limited, Sending notice of AGM by email, Closure of Register of Members and E-voting, Scrutinizer of E-voting and cut-off date.

Ref: Scrip Code 507836

1. 43[rd] Annual General Meeting

2. Sending of Notice of AGM by email only:

3. Closure of Register of Members

4. E-voting, Scrutinizer of E-voting and cut-off date

For MAC Charles (India) Limited

Chandana Naidu Company Secretary and Compliance Officer

MAC CHARLES (INDIA) LIMITED 43[rd] ANNUAL REPORT

BOARD OF DIRECTORS

I N D E X

COMPANY SECRETARY

CHIEF FINANCIAL OFFICER

REGISTERED OFFICE

Note:

MAC CHARLES (INDIA) LIMITED CIN: L55101KA1979PLC003620

NOTICE OF FORTY-THIRD (43[rd] ) ANNUAL GENERAL MEETING

No.

A. ORDINARY BUSINESSES:

A. ORDINARY BUSINESS:

2. To appoint Mr. Aditya Virwani (DIN 06480521), who retires by rotation and being eligible, offers himself for re-appointment as a Director:

By Order of the Board of Directors For MAC CHARLES (INDIA) LIMITED Sd/-

Chandana Naidu Company Secretary Membership No.A25570

NOTES:

PROCEDURE FOR JOINING THE AGM THROUGH VC / OAVM:

PROCEDURE TO RAISE QUESTIONS DURING ANNUAL GENERAL MEETING:

PROCEDURE FOR REMOTE E-VOTING AND E- VOTING DURING THE AGM:

16.

18.

individual shareholders holding in Demat form & physical shareholders.

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

INSTRUCTIONS FOR SHAREHOLDERS FOR E- VOTING DURING THE AGM/EGM ARE AS UNDER:-

(ii) Note for Non – Individual Shareholders and Custodians

19. Other information:

By Order of the Board of Directors For MAC CHARLES (INDIA) LIMITED Sd/-

www.maccharlesindia.com

[email protected]

Annexure

Details of Directors seeking appointment and re-appointment as Directors at this Annual General Meeting pursuant to the provisions of Regulation 36(3) (Listing Obligations and Disclosure Requirements) Regulation, 2015 and Secretarial Standard-2 on General Meetings.

DIRECTORS’ REPORT 2022-23

TO THE MEMBERS MAC CHARLES (INDIA) LIMITED

1. FINANCIAL SUMMARY/HIGHLIGHTS

2. CONSOLIDATED FINANCIAL 3. COMPANY’S PERFORMANCE: STATEMENTS:

4. FUTURE PROSPECTS:

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

5. DIVIDEND

6. TRANSFER TO RESERVES

7. HOLDING AND SUBSIDIARY COMPANIES

8. MANAGEMENT DISCUSSION & ANALYSIS AND CORPORATE GOVERNANCE

9. CORPORATE GOVERNANCE

10. BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT

11. MATERIAL CHANGES AND COMMITMENTS:

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

12. ENERGY CONSERVATION, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO AND OTHER DISCLOSURES:

• ENERGY CONSERVATION

• FOREIGN EXCHANGE EARNINGS AND OUTGO

13. DIRECTORS AND KEY MANAGERIALPERSONNEL

a. Disqualification of Directors:

b. Appointment / Resignation from the Board of Directors:

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

c. Directors retiring by rotation

d. Declaration by Independent Director

e. Woman Director

f. Changes in KMP

14. BOARD EVALUATION

15. BOARD DIVERSITY:

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

16. FAMILIRIZATION PROGRAM FOR INDEPENDENT DIRECTOR:

17. NUMBER OF MEETINGS OF THE BOARD:

18. AUDIT COMMITTEE

19. STAKEHOLDERS’ RELATIONSHIP COMMITTEE

20. NOMINATION & REMUNERATION COMMITTEE

21. RISK MANAGEMENT COMMITTEE

MAC CHARLES(INDIA) LIMITED ANNUAL REPORT 2022-23

22. NOMINATION AND REMUNERATION POLICY

23. REVIEW AND UPDATION OF POLICIES:

24. DIRECTORS’ RESPONSIBILITY STATEMENT

Mac Charles (India) Ltd. AGM Information 2023