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ideaForge Technology Ltd.

Notes to Accounts

NSE: IDEAFORGEEQ BSE: 543932ISIN: INE349Y01013INDUSTRY: Aerospace & Defense

BSE   Rs 434.80   Open: 433.80   Today's Range 430.15
442.50
 
NSE
Rs 433.15
+0.30 (+ 0.07 %)
+1.05 (+ 0.24 %) Prev Close: 433.75 52 Week Range 301.00
740.00
You can view the entire text of Notes to accounts of the company for the latest year
Market Cap. (Rs.) 1871.40 Cr. P/BV 2.86 Book Value (Rs.) 151.25
52 Week High/Low (Rs.) 740/304 FV/ML 10/1 P/E(X) 0.00
Bookclosure EPS (Rs.) 0.00 Div Yield (%) 0.00
Year End :2025-03 

(p) PROVISIONS AND CONTINGENT LIABILITIES &
ASSETS

Provisions are recognised when the Company has a
present obligation (legal or constructive) as a result of
a past event. It is probable that an outflow of resources
embodying economic benefits will be required to
settle the obligation and a reliable estimate can be
made of the amount of the obligation. If the effect
of the time value of money is material, provisions
are discounted using equivalent period government
securities interest rate. Unwinding of the discount is
recognised in the Standalone Statement of Profit and
Loss as a finance cost. Provisions are reviewed at each
Balance Sheet date and are adjusted to reflect the
current best estimate.

Contingent liabilities are disclosed when there is
a possible obligation arising from past events, the
existence of which will be confirmed only by the
occurrence or non-occurrence of one or more
uncertain future events not wholly within the control
of the Company or a present obligation that arises
from past events where it is either not probable that
an outflow of resources will be required to settle or
a reliable estimate of the amount cannot be made.
Information on contingent liability is disclosed in the
Notes to the Standalone Ind AS Financial Statements.

Contingent assets are not recognised. However, when
the realisation of income is virtually certain, then the
related asset is no longer a contingent asset, but it is
recognised as an asset.

(q) OPERATING SEGMENTS

The Company is exclusively engaged in the business
of manufacture and marketing of UAV systems which
are used for security and surveillance. The ancillary
business of providing training and maintenance service
revolve around the main business of manufacture and
marketing of UAV systems. Based on Management
Approach, the Chief Operating Decision Maker
evaluates the Company's performance and allocates
the resources based on an analysis of overall country
level performance indicators.

The Company prepares its segment information in
conformity with the accounting policies adopted for
preparing and presenting the financial statements of
the Company as a whole.

RECENT PRONOUNCEMENT

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. For the year ended March 31, 2025, MCA has notified
Ind AS - 117 Insurance Contracts and amendments
to Ind AS 116 - Leases, relating to sale and leaseback
transactions, applicable to the Company w.e.f. April 1, 2024.
The Company has reviewed the new pronouncements and
based on its evaluation has determined that it does not
have any significant impact in its financial statements.

(b) Rights, preferences and restrictions attached to Equity shares:

The Company has a single class of Equity shares. Accordingly, all Equity shares rank equally with regard to dividends and
share in the Company's residual assets. The Equity shares are entitled to receive dividend as declared from time to time.
The voting rights of an Equity shareholder on a poll (not on show of hands) are in proportion to its share of the paid-up
Equity capital of the Company. Voting rights cannot be exercised in respect of shares on which any call or other sums
presently payable have not been paid.

Failure to pay any amount called up on shares may lead to forfeiture of the shares.

On winding up of the Company, the holders of Equity shares will be entitled to receive the residual assets of the Company,
remaining after distribution of all preferential amounts in proportion to the number of Equity shares held and after payment
to the secured and unsecured loan.

(d) Rights, preferences and restrictions attached to Preference shares: (Series A1)

Compulsorily Convertible Cumulative Preference Shares were issued at par in December, 2016. All Preference shares carry
voting rights as per the provision of the Companies Act, 2013. These Preference shares are convertible in to Equity shares
upon the earlier of (i) 6th (sixth) anniversary of the date of allotment of each such Series A1 CCPS, or (ii) in connection with
an IPO/QIPO, prior to the filing of a prospectus (or equivalent document, by whatever name called) by the Company with
the competent authority. The Preference shares are entitled to cumulative dividend @ 0.01% in Preference to Equity shares,
as and when declared. Where dividend on Cumulative Preference shares is not declared for a Financial Year, the entitlement
thereto is carried forward. Each Preference share is convertible in to 1 Equity share of INR 10 each in accordance with the
Securities Subscription Agreement.The Series A1 CCPS shall have the voting rights, prescribed under applicable Law.

(e) Rights, preferences and restrictions attached to Preference shares: (Series A)

Compulsorily Convertible Cumulative Preference Shares were issued at par in December, 2017. All Preference shares carry
voting rights as per the provision of the Companies Act, 2013. These Preference shares are convertible in to Equity shares
upon the earlier of (i) 1 (one) day prior to the expiry of 20 (twenty) years from the date of allotment or (ii) in connection
with an IPO/QIPO, prior to the filing of a prospectus (or equivalent document, by whatever name called) by the Company
with the competent authority or such later date as may be permitted under applicable Law, or (iii) a decision by vote
or written consent of the holders of a majority of the Series A CCPS that all the Series A CCPS must be converted. The
Preference shares are entitled to cumulative dividend @ 0.001% in Preference to Equity shares, as and when declared.
Where dividend on Cumulative Preference shares is not declared for a Financial Year, the entitlement thereto is carried
forward. Each Preference share is convertible in to 1 Equity share of INR 10 each in accordance with the Securities
Subscription Agreement. Holders of the Series A CCPS are entitled to vote on all matters that are submitted to the vote of
the Shareholders.

(f) Rights, preferences and restrictions attached to Preference shares: (Series B)

Compulsorily Convertible Cumulative Preference Shares were issued at par in April, 2022. All Preference shares carry
voting rights as per the provision of the Companies Act, 2013. These Preference shares are convertible in to Equity shares
upon the earlier of (i) 1 (one) day prior to the expiry of 20 (twenty) years from the date of allotment or (ii) in connection
with an IPO/QIPO, prior to the filing of a prospectus (or equivalent document, by whatever name called) by the Company
with the competent authority or such later date as may be permitted under applicable Law, or (iii) a decision by vote
or written consent of the holders of a majority of the Series B CCPS that all the Series B CCPS must be converted. The
Preference shares are entitled to cumulative dividend @ 0.001% in Preference to Equity shares, as and when declared.
Where dividend on Cumulative preference shares is not declared for a Financial Year, the entitlement thereto is carried
forward. Each Preference share is convertible in to 1 Equity share of INR 10 each in accordance with the Securities
Subscription Agreement. Holders of the Series B CCPS are entitled to vote on all matters that are submitted to the vote of
the Shareholders.

(g) Rights, preferences and restrictions attached to Preference shares: (Series B1)

Compulsorily Convertible Cumulative Preference Shares were issued at par in April, 2022. All Preference shares carry
voting rights as per the provision of the Companies Act, 2013. These Preference shares are convertible in to Equity shares
upon the earlier of (i) 1 (one) day prior to the expiry of 20 (twenty) years from the date of allotment or (ii) in connection
with an IPO/QIPO, prior to the filing of a prospectus (or equivalent document, by whatever name called) by the Company
with the competent authority or such later date as may be permitted under applicable Law, or (iii) a decision by vote or
written consent of the holders of a majority of the Series B1 CCPS that all the Series B1 CCPS must be converted. The
Preference shares are entitled to cumulative dividend @ 0.001% in Preference to Equity shares, as and when declared.
Where dividend on Cumulative Preference shares is not declared for a Financial Year, the entitlement thereto is carried
forward. Each Preference share is convertible in to 1 Equity share of INR 10 each in accordance with the Securities
Subscription Agreement. Holders of the Series B1 CCPS are entitled to vote on all matters that are submitted to the vote
of the Shareholders.

B. Nature and purpose of reserves:

Securities Premium - Securities Premium is used to record the premium on issue of shares. Securities Premium is utilised in
accordance with the provisions of the Act.

General Reserve - On redemption of the Debentures for which the Debenture Redemption Reserve was created, the Company
has transferred the balance in the Debenture Redemption Reserve to the General Reserve.

Share Based Payment Reserve - The fair value of the Equity-settled Share Based Payment transactions is recognised in Standalone
Statement of Profit and Loss with corresponding credit to Share Based Payment Reserve and utilised on issue of shares.

Retained Earnings - Retained Earnings are the profits that the company has earned till date or losses incurred till date, less any
transfers to General Reserve, dividends or other distributions paid to shareholders.

Security Premium related to conversion from CCD to CCPS - The amount received in excess of face value of the Equity shares
is recognised in Security Premium. In case of Equity component of compound financial instruments, the difference between fair
value on the day of conversion and nominal value of shares is accounted as Security Premium.

(iv) Assumptions

With the objective of presenting the plan obligations of the defined benefits plans at their fair value on the Balance Sheet,
assumptions under Ind AS 19 are set by reference to market conditions at the valuation date.

The obligations are measured at the present value of estimated future cash flows by using a discount rate that is determined
with reference to the market yields at the Balance Sheet date on Government Bonds, which is consistent with the estimated
terms of the obligation.

The estimates of future salary increases, considered in actuarial valuation, takes into account of inflation, seniority, promotion
and other relevant factors, such as supply and demand in the employment market.

34. SHARE BASED PAYMENT

EMPLOYEE STOCK OPTION SCHEME, 2018 (EMPLOYEE STOCK OPTION PLAN) (ESOS/ESOP)

By way of a resolution passed by the Board on April 10, 2018 and a resolution passed by shareholders on May 2,2018, ESOS or
ESOP 2018 was instituted pursuant to a resolution. The ESOP 2018 was amended by our Company pursuant to a resolution of
our Board on December 9, 2020 and resolution dated December 31, 2020 of our Shareholders.

The ESOP 2018 was subsequently amended by our Company pursuant to a resolution of our Board on March 25, 2022 and
resolution dated April 28, 2022 of our Shareholders. The maximum number of options which can be granted under ESOP 2018
is 21,935 options (prior to any Bonus issue or Split of Equity shares).

The primary objective of the plan is to reward the key employee for his association, dedication and contributions to the goals
of the company. The plan is established is with effect from May 2, 2018 on which the Shareholders of the Company have
approved the plan by the way of special resolution and it shall continue to be in force until its termination by the Company as

D. Details of guarantees of Key Management Personnel and shares pledged:

Shares pledged details

i) Personal guarantee of Mr. Ankit Mehta, Mr. Rahul Singh, Mr. Ashish Bhat and Mr. Vipul Joshi given to Axis bank, HDFC bank
and Export Import Bank of India in FY 2024-25.

ii) No shares are pledged as on reporting date.

36. OPERATING SEGMENT

The Company is exclusively engaged in the business of manufacture and marketing of UAV systems which are used for security
and surveillance. The ancillary business of providing training and maintenance service evolve around the main business of
manufacture and marketing of UAV systems. Based on Management Approach, the Chief Operating Decision Maker evaluates
the Company's performance and allocates the resources based on an analysis of overall country level performance indicators.

The Company prepares its segment information in conformity with the accounting policies adopted for preparing and presenting
the financial statements of the Company as a whole.

37. CAPITAL MANAGEMENT

The Company defines capital as total Equity including issued Equity capital, Share Premium and all other Equity reserves
attributable to Equity holders of the Company (which is the Company's net asset value). The Company manages its capital so
as to safeguard its ability to continue as a going concern and to optimise returns to shareholders. The capital structure of the
Company is based on management's judgement of its strategic and day-to-day needs with a focus on total Equity so as to
maintain investor, creditors and market confidence.

The Company monitors capital using a ratio of Adjusted Net Debt' to Adjusted Equity'. For this purpose, adjusted net debt is
defined as total liabilities, comprising interest-bearing loans and borrowings less cash and cash equivalents. Adjusted Equity
comprises all components of Equity.

There have been no transfers among Level 1, Level 2 and Level 3 during the year.

Calculation of Fair Values

The fair values of the Financial Assets and liabilities are defined as the price that would be received on sale of an asset or paid
to transfer a liability in an orderly transaction between market participants at the measurement date. Methods and assumptions
used to estimate the fair values are consistent with those used for the year ended March 31, 2025 and March 31, 2024

Financial assets and liabilities measured at fair value as at Balance Sheet date:

The fair values of investments in mutual fund units is based on the Net Asset Value ('NAV') as stated by the issuers of these
mutual fund units in the published statements as at Balance Sheet date. NAV represents the price at which the issuer will issue
further units of mutual fund and the price at which issuers will redeem such units from the investors.

Other Financial Assets and liabilities

Fair value of Financial Assets and liabilities measured at amortised cost (cash and cash equivalents, other bank balance, trade
receivables, other Financial Assets, trade payables, borrowings, lease liabilities and other Financial Liabilities) is not materially
different from the amortised cost. Further, impact of time value of money is not significant for the financial instruments classified
as current. Accordingly, the fair value has not been disclosed separately as it approximates the carrying value.

39. FINANCIAL RISK MANAGEMENT

The Company's business activities are exposed to a variety of financial risks, namely liquidity risk, market risk and credit risk. The
Company's senior management has the overall responsibility for establishing and governing the Company's risk management
framework. The Company has constituted a Risk Management Committee, which is responsible for developing and monitoring
the Company's risk management policies. The Company's risk management policies are established to identify and analyse the
risks faced by the Company, to set and monitor appropriate risk limits and controls, periodically review the changes in market
conditions and reflect the changes in the policy accordingly. The key risks and mitigating actions are also placed before the Audit
Committee of the Company.

(A) Credit Risk

Credit risk is the risk that a customer or counterparty to a financial instrument will fail to perform or fail to pay amounts due
causing financial loss to the Company. The potential activities where credit risks may arise include from cash and cash equivalents
and security deposits and principally from credit exposures to customers relating to outstanding receivables. The maximum
credit exposure associated with Financial Assets is equal to the carrying amount. Details of the credit risk specific to the company
along with relevant mitigation procedures adopted have been enumerated below:

Trade Receivables

The Company's exposure to credit risk is the exposure that Company has major business dealings with few parties to whom sales
are made on credit basis and the contracted consideration is yet to be received.

The Company provides for allowance for impairment that represents its estimate of expected losses in respect of trade and other
receivables. The Company has used a practical expedient by computing the expected credit loss allowance for trade receivables
based on a simplified provision matrix.

The Company has considered an assessment of past history and has taken into account various factors including future forecast
conditions for determination of allowance for expected credit loss.

Refer to note 9 for ageing for trade receivables from the due date of payment.

The provision for impairment of trade receivables, movement of which has been provided in note 9
Other Financial Assets

The Company maintains exposure in cash and cash equivalents and term deposits with banks. The Company has set counter¬
party limits based on multiple factors including financial position, credit rating, etc. The Company's maximum exposure to credit
risk as at March 31, 2025 and March 31, 2024 is the carrying value of each class of Financial Assets.

(B) Liquidity Risk

Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its Financial Liabilities
that are proposed to be settled by delivering cash or other financial asset. The Company's financial planning has ensured, as
far as possible, that there is sufficient liquidity to meet the liabilities whenever due, under both normal and stressed conditions,
without incurring unacceptable losses or risking damage to the Company's reputation

The Company regularly monitors the rolling forecasts to ensure it has sufficient cash on an on-going basis to meet operational
needs. Any short-term surplus cash generated, over and above the amount required for working capital management and other
operational requirements, is retained as cash and cash equivalents (to the extent required) and any excess is invested in interest
bearing term deposits with appropriate maturities to optimise the cash returns on investments while ensuring sufficient liquidity
to meet its liabilities.

(C) Market Risk

Market risk is the risk that changes in market prices - such as foreign exchange rates, interest rates and equity prices - will affect
the Company's income or the value of its holdings of financial instruments.

The Company size and operations result in it being exposed to the following market risks that arise from its use of financial
instruments:

- Currency risk

- Price risk

- Interest rate risk

(i) Currency risk

Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate due to changes in
foreign exchange rates. The functional currency of the Company is Indian Rupees . The Company does not enter into any
derivative instruments for trading or speculative purposes. The Company's borrowings are all in Indian rupees.

(iii) Interest rate risk

Interest rate risk can be either fair value interest rate risk or cash flow interest rate risk. Fair value interest rate risk is the risk
of changes in fair values of fixed interest bearing investments. Cash flow interest rate risk is the risk that the future cash
flows of floating interest bearing investments will fluctuate because of fluctuations in the interest rates.

The company's fixed rate borrowings are carried at amortised cost. They are therefore not subject to interest rate risk as
defined in Ind AS 107, since neither the carrying amount nor the future cash flows will fluctuate because of a change in
market.

The interest rate profile of the Company's interest-bearing financial instruments as reported to the management of the
Company is as follows.

Cash flow sensitivity analysis for variable-rate instruments

A reasonably possible change of 100 basis points in interest rates at the reporting date would have increased / decreased
profit or loss by amounts shown below. This analyses assumes that all other variables, in particular, foreign currency
exchange rates, remain constant. This calculation also assumes that the change occurs at the Balance Sheet date and
has been calculated based on risk exposures outstanding as at that date. The year end balances are not necessarily
representative of the average debt outstanding during the year.

There are no other Contingent Liabilities as on March 31, 2025: INR Nil (March 31, 2024: INR Nil)

C. Contingent Assets

There are no other Contingent Assets as on March 31, 2025 : INR Nil (March 31, 2024:INR Nil)

Note - INR 0.00 denotes amount less than INR 5,000

41. CHANGES TO MATERIAL ACCOUNTING POLICIES

The Company adopted Disclosure of Accounting policies (Amendment to Ind AS 1) with effect from April 1, 2023. Although
the amendments did not result in any changes in the accounting policy themselves, they impacted the accounting policy
information disclosed in the Financial Statements.

The amendments require the disclosure of 'material' rather than 'significant' accounting policies. The amendments also provides
guidance on the application of materiality to dislcosure of accounting policies, assisting entities to provde useful, entity specific
accounting policy information that the users need to understand other information in the Financial Statements.

43. OTHER STATUTORY DISCLOSURES

(i) The Company do not have any Benami property, where any proceeding has been initiated or pending against the Company
for holding any Benami property.

(ii) The Company have not traded or invested in Crypto currency or Virtual Currency during reporting periods.

(iii) The Company have not advanced or loaned or invested funds to any other person(s) or entity(ies), 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

(iv) The Company have not received any fund from any person(s) or entity(ies), 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.

(v) 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)

(vi) The Company does not have any borrowings from banks and financial institutions that are used for any other purpose
other than the specific purpose for which it was taken at the reporting Balance Sheet date.

(vii) The Company has complied with the number of layers prescribed under clause (87) of section 2 of the Act read with
Companies (Restriction on number of Layers) Rules, 2017.

(viii) The Company is not declared as a wilful defaulter by any bank or financial institution or other lender during the any
reporting period.

(ix) The Company shall disclose as to whether the fair value of investment property (as measured for disclosure purposes in
the financial statements) is based on the valuation by a registered valuer as defined under rule 2 of Companies (Registered
Valuers and Valuation) Rules, 2017. Since, the Company does not have any investment property during any reporting
period, the said disclosure is not applicable.

(x) Section 8 of the Companies Act, 2013 companies are required to disclose grants or donations received during the year.
Since, the Company is not covered under Section 8 of the Companies Act, 2013, the said disclosure is not applicable.

(xi) There are no scheme of arrangements which have been approved by the Competent Authority in terms of sections 230 to
237 of the Companies Act, 2013 during the reporting periods.

(xii) The Company has not identified any transactions or balances in any reporting periods with companies whose name is
struck off under section 248 of the Companies Act, 2013 or section 560 of Companies Act, 1956.

(xiii) The company has no unrecorded transactions in 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)

(xiv) There are no charge or satisfaction yet to be registered with ROC beyond the statutory period by the company as at the
reporting periods.

(xv) The Company has neither declared nor paid any dividend during the reporting period.

44. MANAGERIAL REMUNERATION

The remuneration paid by the Company to its Chief Executive Officer and two Whole-time Directors during the current year, is
in accordance with the provisions of Section 197 read with Schedule V to the Act. The remuneration paid to the Chief Executive
Officer and two Whole-time Directors is as per the limits laid down under Section 197 read with Schedule V to the Act and as
approved by the shareholder's through special resolution in the Annual General Meeting held on August 8, 2024.

45. UTILISATION OF IPO PROCEEDS

During the quarter ended September 30, 2023, the Company has completed its Initial Public Offer ("IPO") of 8,441,764 Equity
shares of face value of INR 10 each at an issue price of INR 672 per share (including share premium of INR 662 per share)
consisting of a fresh issue of 3,572,052 Equity shares aggregating to INR 2,400 Millions and an offer for sale of 4,869,712 Equity
shares aggregating to INR 3,272.45 Millions. The Equity shares of the Company were listed on National Stock Exchange of India
Limited (NSE) and BSE Limited (BSE) w.e.f. July 07, 2023. Expenses incurred by the Company in connection with the IPO have
been recovered from the selling shareholders.

46. CORPORATE SOCIAL RESPONSIBILITY (CSR)

The aggregate amount of expenditure incurred during the year by the Company on Corporate Social Responsibility (CSR) is INR
9.84 Million (previous year INR 5.03 Million) and is shown separately under note 31 based on Guidance Note on Accounting for
Expenditure on CSR Activities issued by the ICAI.

As per section 135 of the Companies Act, 2013, the Following year wise amount was utilized as financial contribution towards
CSR Activities:

47. SUBSEQUENT EVENTS

The Company evaluates events and transactions that occur subsequent to the Balance Sheet date but prior to the approval of
Financial Statements to determine the necessity for recognition and/or reporting of subsequent events and transactions in the
Financial Statements. As of May 8, 2025, there were no subsequent events and transactions to be recognized or reported that
are not already disclosed.

Material Accounting Policies and Notes on Accounts form an integral part of the Standalone Financial Statements.

As per our report of even date attached. For and on behalf of the Board of Directors of

For B S R & Co. LLP ideaForge Technology Limited

Chartered Accountants CIN : L31401MH2007PLC167669

Firm's Registration No: 101248W/W-100022

Rekha Shenoy Ankit Mehta Rahul Singh

Partner Chief Executive Officer and Whole Time Director Whole time Director

Membership No: 124219 DIN: 02108289 DIN: 02106568

Vipul Joshi Nilesh Jaywant

Chief Financial Officer Company Secretary

Membership No: A26554

Place: Navi Mumbai Place: Navi Mumbai

Date: May 08, 2025 Date: May 08, 2025

 
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Registered Office : 402, Nirmal Towers, Dwarakapuri Colony, Punjagutta, Hyderabad - 500082.
SEBI Registration No's: NSE / BSE / MCX : INZ000166638. Depository Participant: IN- DP-224-2016.
AMFI Registered Number - 29900 (ARN valid upto 24th July 2025) - AMFI-Registered Mutual Fund Distributor since June 2008.
Compliance Officer :- Name: Ch.V.A. Varaprasad, Mobile No.: 9393136201, E-mail: varaprasad.challa@rlpsec.com
Grievance Cell: rlpsec_grievancecell@yahoo.com , rlpdp_grievancecell@yahoo.com
Procedure to file a complaint on SEBI SCORES: Register on SCORES portal. Mandatory details for filing complaints on SCORES: Name, PAN, Address, Mobile Number, E-mail ID. Benefits: Effective Communication, Speedy redressal of the grievances.
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