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You can view the entire text of Notes to accounts of the company for the latest year

BSE: 540497ISIN: INE807K01035INDUSTRY: Education - Coaching/Study Material/Others

BSE   ` 233.10   Open: 239.00   Today's Range 230.20
239.05
-1.20 ( -0.51 %) Prev Close: 234.30 52 Week Range 185.85
335.00
Year End :2023-03 
1. Impairment testing of goodwill

The Company performs test for goodwill impairment at least annually on 31 March or if indicators of impairment arise, such as the effects of obsolescence, demand, competition and other economic factors or on occurrence of an event or change in circumstances that would more likely than not reduce the fair value below its carrying amount. When determining the fair value, we utilize various assumptions, including operating results, business plans and projections of future cash flows.

For the purpose of impairment testing, goodwill is allocated to a cash generating unit, representing the lowest level with the Company at which goodwill is monitored for internal management purposes and which is not higher that the Company’s operating segment. During the year, test for goodwill impairment was performed on 31 March 2023 and the same was written off considering the recoverable value determined by the Company was assessed to be lower than the carrying value of cash generating unit due to the effect of obsolescence, demand, competition and other economic factors.

2. The Company has not revalued its intangible assets during the year.

a. Investment in debentures includes total deemed investment of ' 51.06 millions (31 March 2022: ' 38.65 millions).

b. During the previous year, the Company has acquired 2.62% of shareholding in iNeuron Intelligence Private Limited by acquiring 3,107 compulsorily convertible preference shares and 1 equity share, both at ' 8,000 per share. During the current year, the Company has disposed off its investments in iNeuron Intelligence Private Limited and has recognised a gain amounting to ' 27.26 million.

c. Investment in equity shares in such subsidiaries include deemed investments of ' 48.82 millions (31 March 2022: ' 47.52 millions) due to ESOP granted to employees of subsidiary companies and corporate guarantee given by Holding Company on behalf of subsidiary companies.

2. There are no loan or advances in the nature of loans, granted to promoters, directors, KMPs and related parties, either severally or jointly with any other person, that are either repayable on demand or without specifying any terms or period of repayment.

3. During the year, loan amounting to ' 142.38 million ( 31 March 2022: ' 128.31 millions) to DS Digital Private Limited and loan amounting to ' 51.05 milliion (31 March 2022: ' 150.83 millions) to Safari Digital Education Initiatives Private Limitedhas been extended for a period of 1 year.

4. I n 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 repayments/receipts of principal and interest are regular.

5. There is no amount which is overdue for more than 90 days in respect of loans and advances in the nature of loans granted to such companies.

b. Terms/rights attached to equity shares

The Company has only one class of equity shares having par value of ' 5 per share (31 March 2022: ' 5 per share). Each holder of equity shares is entitled to one vote per share. The Company declares and pays dividends in Indian rupees. In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.

c. The Company has not issued any shares pursuant to a contract without payment being received in cash in the current year and preceding five years. There has not been any buy-back of shares in the current year and preceding five years. The Company has not issued any bonus shares during the year.

Nature and purpose of reserves:

Capital reserve

During the financial year 2015-16, the Company cancelled its 149,900 forfeited equity shares pursuant to resolution passed at Board Meeting dated 22 September 2015 and the amount was transferred to capital reserve.

Securities premium

Securities premium comprises of the premium on issue of shares. The reserve is utilised in accordance with the specific provision of the Companies Act, 2013.

Retained earnings

Retained earnings refer to the net profit/(loss) retained by the Company for its core business activities. Also includes re-measurement gains on defined benefit plans.

Employee stock options reserve

Employee stock options have been issued under Equity Settled ESOP Scheme 2012 (Scheme 2012) and Equity Settled ESOP Scheme 2018 (Scheme 2018) to the eligible employees and subsequent to that various grants were issued. The reserve has been created for the various ESOP grants issued by the Company thereafter.

a. Cash credit from State Bank of India is secured by way of first pari passu charge on the entire existing and future current assets and movable fixed assets of the Company (excluding assets which are specifically charged to other lenders), personal guarantee of Mr. Himanshu Gupta and Mr. Dinesh Kumar Jhunjhnuwala, Directors of the Company. The loan carry interest rate of 8.15% to 11.15% p.a. (31 March 2022: 8.15% to 13.00% p.a.).

During the current year, the Company availed dropline overdraft from RBL Bank, secured by way of subservient charge on the entire existing and future current assets and movable fixed assets of the Company (excluding assets which are specifically charged to other lenders), charge on immovable property of the Company situated at plot no. 40/2 A, site no. IV, UPSIDC industrial estate, Sahibabad and personal guarantee of Mr. Himanshu Gupta and Mr. Dinesh Kumar Jhunjhnuwala, Directors of the Company and cash credit from Indian Bank, secured by way of first pari passu charge on the entire existing and future current assets and fixed assets of the Company (excluding assets which are specifically charged to other lenders), personal guarantee of Mr. Himanshu Gupta and Mr. Dinesh Kumar Jhunjhnuwala, Directors of the Company and corporate guarentee of Nirja Publishers & Printers Private Limited.These loans carry interest rate of 8.65% to 10.65% p.a. (31 March 2022: Nil).

b. Working capital demand loan/cash credit from HDFC Bank was availed during the current year and carries interest rate of 8% to 8.75% p.a (31 March 2022: Nil). The loan is secured by way of first pari passu charge on the entire existing and future current assets and movable fixed assets of the Company (excluding assets which are specifically charged to other lenders) and personal guarantee of Mr. Himanshu Gupta and Mr. Dinesh Kumar Jhunjhnuwala, Directors of the Company. Working capital demand loan/cash credit from HDFC Bank is also secured by corporate guarantee of Nirja Publishers & Printers Private Limited.

c. The Company is required to comply with certain debt covenants as mentioned in the loan agreement for term loans, failure of which makes the loan to be repaid on demand at the discretion of the bank. During the current financial year, there has been no covenan breach.

d. The funds raised by the Company on short term basis have not been utilised for long term purposes.

Performance obligation

Information about the Company's performance obligations are summarised below:

Finished goods/Traded goods

The performance obligation is satisfied upon delivery of the goods to the transporter or to the customer whichever is earlier.

The customer has a right to return material to an extent as may be agreed upon with each customer or within the limits as may be determined by the Company.

The customer is also eligible for discounts based on achievement of revenue targets as may be agreed.

Services

The performance obligation is satisfied as per terms of each contract with the customer.

40 Employee benefits

a. Defined contribution plan

An amount of ' 26.30 million (31 March 2022 : ' 24.05 million) for the year has been recognised as an expense in respect of the Company's contributions towards Provident Fund, an amount of ' 0.80 million (31 March 2022 : ' 0.83 million) for the year has been recognised as an expense in respect of Company’s contributions towards Employee State Insurance which are deposited with the government authorities/approved pension funds and an amount of ' 1.51 million (31 March 2022 : ' 1.42 million) for the year has been recognised as an expense in respect of the Company’s contributions towards National Pension Scheme, which are deposited with the National Pension System Trust have been included under employee benefit expenses in the Statement of Profit and Loss.

b. Gratuity

The Company has a defined benefit gratuity plan governed by the Payment of Gratuity Act, 1972. Under the Gratuity Act, employees are entitled to specific benefit at the time of retirement or termination of the employment on completion of five years or death while in employement. The level of benefit provided depends on the member’s length of service and salary at the time of retirement/ termination age.

Under the Company’s gratuity plan, every employee who has completed at least five years of service gets a gratuity on departure at 15 days of last drawn salary for each completed year of service or part thereof in excess of six months subject to a maximum of ' 2.00 million. The scheme is funded with two insurance companies in the form of qualifying insurance policies.

The following tables summarize the components of net benefit expense recognised in the profit and loss account and amounts recognised in the balance sheet for Gratuity Plan.

The above defined benefit plan exposes the Company to following risks:

Investment risk:

For funded plans that rely on insurers for managing the assets, the value of assets certified by the insurer may not be the fair value of instruments backing the liability. In such cases, the present value of the assets is independent of the future discount rate. This can result in wide fluctuations in the net liability or the funded status if there are significant changes in the discount rate during the inter-valuation period.

Market risk (interest risk):

Market risk is a collective term for risks that are related to the changes and fluctuations of the financial markets. The discount rate reflects the time value of money. An increase in discount rate leads to decrease in defined benefit obligation of the plan benefits & vice versa. This assumption depends on the yields on the corporate/government bonds and hence the valuation of liability is exposed to fluctuations in the yields as at the valuation date.

Longevity risk:

The impact of longevity risk will depend on whether the benefits are paid before retirement age or after. Typically for the benefits paid on or before the retirement age, the longevity risk is not very material.

Actuarial risk:

Salary increase assumption

Actual salary increase that are higher than the assumed salary escalation, will result in increase to the obligation at a rate that is higher than expected.

Attrition/withdrawal assumption

If actual withdrawal rates are higher than assumed withdrawal rates, the benefits will be paid earlier than expected. Similarly if the actual withdrawal rates are lower than assumed, the benefits will be paid later than expected. The impact of this will depend on the demography of the company and the financials assumptions.

Regulatory risk:

Any changes to the current Regulations by the Government, will increase (in most cases) or decrease the obligation which is not anticapated. Sometimes, the increase is many fold which will impact the financials quite significantly.

Terms of conditions of transactions with related parties

The transactions with related parties are made in the ordinary course of business and on terms equivalent to those that prevail in arm’s length transactions. The settlement of outstanding balances as at year end occurs in cash.

(Figures in brackets represents previous year figures.)

Refer note 54 for guarantees given to banks on behalf of subsidiaries.

Refer notes 20 and 23 which describes borrowings that are secured against the personal guarantees from certain directors.

43 Employee stock option plans

The Company provides share-based payment schemes to its employees. During the year ended 31 March 2023, Equity Settled ESOP Scheme 2012 (Scheme 2012) and Equity Settled ESOP Scheme 2018 (Scheme 2018) were in existence. The relevant details of the schemes and the grant are as below.

Equity Settled ESOP Scheme 2012 (Scheme 2012) :

On 30 June 2012, the board of directors approved the Equity Settled ESOP Scheme 2012 (Scheme 2012) for issue of stock options to the eligible employees. According to Scheme 2012, two types of options were granted by the Company to the eligible employees viz Growth and Thankyou option and were entitled to 2,194 and 292 options respectively. The options were subject to satisfaction of the prescribed vesting conditions, viz., continuing employment with the Company. However in case of Growth options, in addition to this the board may also specify the certain corporate, individual or a combination performance parameters subject to which the option would vest.

Equity Settled ESOP Scheme 2018 (Scheme 2018) :

Equity Settled ESOP Scheme 2018 (Scheme 2018) was approved by shareholders on 25 September 2018, for issue of stock options to the eligible employees. According to Scheme 2018, eligible employees will be granted 190,000 options. The options were subject to satisfaction of the prescribed vesting conditions, viz., continuing employment with the Company.

Each vest has been considered as a separate grant with weights assigned to each vesting as per the vesting schedule. The minimum life of a stock option is the minimum period before which the options cannot be exercised and the maximum life is the period after which the options cannot be exercised. The expected life has been calculated as an average of minimum and maximum life.

The volatility for periods corresponding to the respective expected lives of the different vests, prior to the grant date has been considered. The daily volatility of the Company’s stock price on stock exchanges over these years has been considered.

44 Financial Instruments:- Financial risk management objectives and policies

The Company’s principal financial liabilities, comprises of loans and borrowings, trade and other payables. The main purpose of these financial liabilities is to finance the Company’s operations. The Company’s principal financial assets include investments in equity shares, advances to related party, trade and other receivables, security deposits, cash and short-term deposits that are derived directly from its operations.

The Company is exposed to market risk, credit risk and liquidity risk. The Company’s senior management oversees the management of these risks and advises on financial risks and the appropriate financial risk governance framework for the Company. The board provides assurance to the shareholders that the Company’s financial risk activities are governed by appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the Company’s policies and risk objectives. The Board of Directors reviews and agrees policies for managing each of these risks, which are summarised below.

A. Market risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices.

The Company is exposed to following type of market risk:-

a) interest rate risk,

b) foreign currency risk and

c) other price risk

Financial instruments affected by market risk include borrowings and investments.

The sensitivity analyses in the following sections relate to the position as at 31 March 2023 and 31 March 2022.

The sensitivity analyses have been prepared on the basis that the amount of net debt, the ratio of floating to fixed interest rates of the debt and the proportion of financial instruments in foreign currencies are all constant in place at 31 March 2023.

The analyses exclude the impact of movements in market variables on: the carrying values of employee benefits provisions. The sensitivity of the relevant profit or loss item is the effect of the assumed changes in respective market risks.

a. Interest rate risk.

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company's exposure to the risk of changes in market interest rates relates primarily to the Company’s debt obligations with fixed interest rates.

b. Foreign currency risk

Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The Company’s exposure to the risk of changes in foreign exchange rates relates primarily to the Company’s operating activities (when revenue or expense is denominated in a foreign currency).

The Company does not hedge its foreign currency exposure, however the sensitivity analysis is given as below for the for the currencies, in which Company has foreign exposure:

c. Other price risk

The Company’s investments are susceptible to market price risk arising from uncertainties about future values of the investment securities.

The price risk related to investment in mutual fund schemes is not significant considering the relatively short tenure of underlying portfolio of the mutual fund schemes in which the Company has invested.

The price risk related to investment in quoted equity instruments is not significant since such investments are not material.

The following table summarises the sensitivity to change in the price of investment in unlisted equity securities (other than investment in subsidiaries and associate) held by the Company:

Commodity risk

Commodity price risk arises due to fluctuation in prices of papers. The Group has risk management framework aimed at prudently managing the risk arising from volatility in the commodity prices. The Group’s commodity risk is managed centrally through well established control processes. Further the selling price of finished goods fluctuates due to fluctuation in price of papers and the Group expects that the net impact of such fluctuation would not be material.

B. 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 not exposed to any significant credit risk from its operating activities (primarily trade receivables), including deposits with banks and financial institutions, foreign exchange transactions and other financial instruments.

The carrying amount of financial assets represent the maximum credit risk exposure.

C. 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 objective is to maintain a balance between continuity of funding and flexibility through the use of bank overdrafts, and bank loans. The Company’s approach to managing liquidity to ensure , as far as possible, that it will have sufficient liquidity to meet its liability when they are due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company’s reputation. The Company closely monitors its liquidity position and deploys a robust cash management system. The Company manages liquidity risk by maintaining adequate reserves, borrowing liabilities, by continuously monitoring forecast and actual cash flows, profile of financial assets and liabilities. It maintain adequate sources of financing including loans from banks at an optimised cost. The table below provides the details regarding contractual maturities of financial liabilities.

45 Capital management

For the purpose of the Company's capital management, capital includes issued equity 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 seeks to maintain a balance between the higher returns that might be possible with higher levels of borrowings and the advantages and security afforded by a sound capital position. The primary objective of the Company's capital management is to maximise the shareholder value.

The Company monitors capital using a gearing ratio, which is net debt divided by total capital plus net debt. The Company’s policy is to keep the gearing ratio less than 30%. The Company measures underlying net debt as total liabilities, comprising interest bearing loans and borrowings, excluding any dues to subsidiaries or group companies less cash and cash equivalents. For the purpose of capital management, total capital includes issued equity capital, share premium and all other reserves attributable to the equity holders of the Company, as applicable.

In order to achieve this overall objective, the Company’s capital management, amongst other things, aims to ensure that it meets financial covenants attached to the interest-bearing loans and borrowings that define capital structure requirements. Breaches in meeting the financial covenants would permit the bank to immediately call loans and borrowings. There have been no breaches in the financial covenants of any interestbearing loans and borrowing in the current period.

No changes were made in the objectives, policies or processes for managing capital during the years ended 31 March 2023 and 31 March 2022.

The following assumptions/methods were used to estimate the fair values:

i) The fair values of trade receivables, cash and cash equivalents, other current financial assets, trade payable and other current financial liabilities are considered to be same as their carrying values due to their short term nature.

ii) Fair value of quoted financial instruments is based on quoted market price at the reporting date.

iii) The carrying amount of other items carried at amortized cost are reasonable approximation of their fair value.

iv) 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 fair values of the quoted notes and bonds are based on price quotations at the reporting date.

47. The Company had filed Draft Composite Scheme of Arrangement on 9 January 2018, amongst Blackie & Son (Calcutta) Private Limited ("Blackie”), Nirja Publishers & Printers Private Limited ("Nirja”), DS Digital Private Limited ("DS Digital”), Safari Digital Education Initiatives Private Limited ("Safari Digital”) and S Chand And Company Limited ("S Chand”) and their respective shareholders and creditors (Composite Scheme) with BSE Limited ('BSE') and National Stock Exchange of India Limited ('NSE') under Regulation 37 of the SEBI (Listing Obligations and Disclosure Requirements), Regulations 2015 and Circular no. CFD/DIL3/CIR/2017/21 dated 10 March 2017 ("SEBI Circular”). The Scheme inter alia includes amalgamation of Blackie & Nirja with and into S Chand, demerger of the education business of DS Digital & Safari Digital with and into S Chand and amalgamation of residual business (after demerger) of DS Digital with and into Safari Digital. The Company had filed the Scheme with NCLT for approval. NCLT had directed to convene meetings of shareholders, secured & unsecured creditors of S Chand and meeting of secured & unsecured creditors of Nirja and DS Digital ("the meetings”) for approval of the Scheme. These meetings were convened through video conferencing on 17 July 2020 and 18 July 2020. Respective creditors and shareholders have approved the Composite Scheme and thereafter Company has filed a second motion application with NCLT for approval of the Composite Scheme. NCLT vide its order dated 31 January 2023 has reserved its order in the aforesaid Composite Scheme and pronouncement of NCLT order is awaited.

48. The Board of Directors of Chhaya Prakashani Limited ("Chhaya”), in its meeting held on 25 June 2020 approved the scheme of amalgamation with Eurasia Publishing House Private Limited ("Eurasia”), both wholly owned subsidiaries of the Company. The scheme of amalgamation was approved by NCLT in April 2022 with an appointed date of 1 April 2020 and accordingly Eurasia has been amalgamated into Chhaya.

50. Segment reporting

Basis of segmentation:

The Company's primary business segment is reflected based on principal business activities carried on by the Company. The Managing Director has been identified as being the Chief Operating Decision Maker ('CODM') and evaluates the Company’s performance and allocates resources based on analysis of the various performance indicators of the Company as a single unit.As per Indian Accounting Standard 108, Operating Segments, as notified under the Companies (Indian Accounting Standards) Rules, 2015, the Company operates in one reportable business segment i.e., publishing of books.

Geographical information:

The geographical information analyses the Company's revenue and trade receivables from such revenue in India and other countries. In presenting the geographical information, segment revenue and receivables has been based on the geographical location of the customer.

52. The Government of India announced the New Education Policy (NEP) 2020 on 31 July 2020, to bring in various changes in the Education system. The National Curriculum Framework (NCF) that defines the curriculum to be taught in schools is yet to be comprehensively formulated based on NEP The Government has approved the NCF for the foundation stage (i.e classes KG-2) on 20 October 2022 and for the remaining classes announcements are expected shortly. The management is continuously monitoring the impact of the policy and the curriculum on the business of the Company.

54. Contingent liabilities

i) Claims against the Company not acknowledged as debts (' in millions)

As at

31 March 2023

As at

31 March 2022

Claims made by direct tax authorities:

Income Tax demand (refer note 'a' below)

0.72

0.72

Others:

Stamp duty (refer note 'b' below)

95.01

95.01

Registration fee (refer note 'b' below)

9.15

9.15

104.89

104.89

Notes:

a In respect of Assessment Year 2015-16, a disallowance under section 36(1)(va) read with section 2(24)(x) of the Income Tax Act, a demand has been raised on account of disallowance of payment made towards employee’s contribution to Provident Fund after the due date of payment but before the due date of filling return and disallowance of unexplained expenditure u/s 69 C of the Income Tax Act. The matter is pending with CIT (A). The amount involved is ' 0.72 million (31 March 2022: ' 0.72 million).

b During the year 2015-16, the Company received notice under Indian Stamp Act, 1899 for non-payment of stamp duty on transfer of property on amalgamation and demerger held in the financial year 2011-12. The district registrar contented that order of Hon’ble High Court for amalgamation and demerger does not grants exemption in respect of payment of stamp duty.

During the year 2017-18, the Company has also received a demand notice from the Sub-Registrar under section 80A of the Registration Act, 1908 wherein the authority has directed the Company to pay additional registration fee of ' 9.15 million (31 March 2022: 9.15 million).

As per the legal opinion obtained, management is of the view that no liability would accrue on the Company on account of such case. Accordingly, no provision has been made in the books of account for the same.

c The Company has reviewed all its pending litigations and proceedings and has adequately provided for where provisions are required and disclosed as contingent liabilities where applicable, in its standalone financial statements. The Company also believes that the above issues, when finally settled, are not likely to have any significant impact on the financial position of the Company. The Company does not expect any reimbursements in respect of the above contingent liabilities.

55. During the year, diminution in the carrying value of investment in respect of one of its subsidiary amounting to ' 152.84 million (represented by investment in equity shares) has been made to recognise a decline in the value of its investments in resultant business, other than temporary, in the value of the investment.

Reasons for variance

a. Higher profitability on account of higher sales during the year and normalisation of business post COVID-19 pandemic.

b. Reduced inventory levels owing to planned inventory as per in hand orders, particulary during peak season.

c. Improved realisation due to normalisation of business post COVID-19 pandemic and impact of conservative approach in sales to credit worthy customers.

d. Impact of reduced inventory levels and better liquidity position as a result of improved realisation from customers.

e. Higher earnings available for debt service on account of better sales during the year leading to variance.

f. Increase on account of improved sales during the year on account of normalisation of business post COVID-19 pandemic.

59 Other statutory information

(i) No proceedings have been initiated or are pending against the Company for holding any benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and rules made thereunder.

(ii) The Company does not have transactions with companies struck-off from Register of Companies.

(iii) There are no charges or satisfaction yet to be registered with ROC beyond the statutory period.

(iv) The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.

(v) The Company has not advanced or loaned or invested funds to any other person or entity, including foreign entities (Intermediaries) with the

understanding that the Intermediary shall:

(a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the company (Ultimate Beneficiaries) or

(b) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.

(vi) The Company has not received any funds from any person or entity, including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the Company shall:

(a) 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

(b) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

(vii) The Company does not have any transaction which is not recorded in the books of accounts that has been surrendered or disclosed as

income during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961).

(viii) The Company is not declared wilful defaulter by any bank or financial institution or government or any government authority.

60 Figures for the previous period/year have been regrouped /reclassified, wherever necessary, to correspond with the current period/ year classifications/ disclosures. The impact of such reclassification/regrouping is not material to the standalone financial statements.

61 The Board of Directors of the Company have recommended a dividend of INR 3.00 (60%) per equity share of INR 5.00/- each for the financial year ended 31 March 2023 subject to the approval of shareholders.

62 The Company has a non-current investment in DS Digital Private Limited ('DS Digital'), subsidiary of the Company amounting to ' 247.78 million (net of impairment of ' 55.00 million) in form of investment in equity shares and preference shares as at 31 March 2023. Further, there are loans and trade/ other receivables recoverable from DS Digital amounting to ' 163.61 million and ' 53.05 million respectively as at 31 March 2023. DS Digital has been incurring losses since earlier years which have eroded its net worth. Management, based on their internal assessment and based on the guarantee letter received from the principal promoters of the Company, has assessed that the aforesaid recoverable balances are fully recoverable as at 31 March 2023 and hence, no adjustments are required to be made to the standalone financial statements.

Further, the management has filed a composite Scheme of arrangement ('the Scheme') (refer note 7) having an appointed date as 1 April 2017. As per the Scheme, DS Digital would cease to exist as education business would get demerged into S Chand and the residual business of DS Digital would get merged into Safari Digital. Merger would bring synergies which will help the resulting entity (Safari Digital) to optimize the utilization of resources to exploit the anticipated business opportunities more efficiently leading to financial strengthening. The Scheme has been filed with NCLT and the order has been reserved by NCLT on the hearing conducted as at 31 January 2023.

63 The standalone financial statements were approved for issue by the board of directors on 30 May 2023.