11. Provision and Contingent Liabilities:
The Company recognizes a provision when there is a present obligation as a result of a past event that probably requires an outflow of resources and a reliable estimate can be made of the amount of the obligation' A disclosure for a contingent liability is made when there is a possible obligation or a present obligation that may, but probably will not, require an outflow of resources. Where there is a possible obligation or a present obligation in respect of which the likelihood of outflow of resources is remote, no provisions or disclosure is made.
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 than 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.
12. Income Taxes:
Current Tax
Current tax comprises the expected tax payable or receivable on the taxable income or loss for the year and any adjustment to the tax payable or receivable in respect of previous years. The amount of current tax reflects the best estimate of the tax amount expected to be paid or received after considering the uncertainty, if any relating to income taxes. It is measured using tax rates enacted for the relevant reporting period. It is determined as the amount of tax payable under the provisions of Income Tax Act, 1961, in respect of taxable income for the year.
Deferred Tax:
Deferred Tax is recognized, subject to the consideration of prudence, on timing differences, being the difference between taxable incomes and accounting income that originate in one period and are capable of reversal in one or more subsequent periods.
Deferred tax assets and liabilities are measured using the tax rates and tax laws that have been enacted or substantively enacted by the balance sheet date. Deferred income tax relating to items recognized directly in equity is recognized in equity and not in the statement of profit and loss. Deferred tax assets and deferred tax liabilities are offset, if a legally enforceable right exists to set off current tax assets against current tax liabilities and the deferred tax assets and deferred tax liabilities relate to the taxes on income levied by the same governing taxation laws.
Deferred tax assets are not recognized unless there is virtual certainty that sufficient future taxable income will be available against which such deferred tax assets can be realized.
13. Leases:
Lease payments in respect of assets taken on operating lease are charged to the Statement of profit and loss on a straight-line basis over the period of the lease unless the payments are structured to increase in line with the expected general inflation to compensate the lessor's expected inflationary cost increases, if any. However, there is no lease payments during the period under consideration.
14. Earnings per share:
Basic earnings per share is calculated by dividing the net profit or loss for the year attributable to equity share holder, by weighted average number of equity share outstanding during the period.
Diluted earnings per share is computed by dividing the net profit or loss attributable to equity share holder by weighted average number of equity and equivalent diluted equity share outstanding during the year except where the result would be antidilutive.
Pursuant to the approval of shareholders of the company in the Extra Ordinary General Meeting dated May 23, 2024, the Board of Directors of the Company in the Board meeting dated May 28, 2024 have issued and allotted 78,82,335 equity shares of Rs.10/-each in the proportion of 9 fully paid-up Equity Shares for every 1 Equity-Share of the Company, held by existing shareholders of the company by capitalization of Rs 788.23 lacs each out of securities Premium and free reserves of the company.
Pursuant to approval of members of the company in the Special Resolution dated May 30, 2024, the Board of Directors of the Company in the Board meeting dated June 7, 2024 have issued and allotted 3,00,000 equity shares of face value Rs.10/- each at a price of Rs.25/- each including premium of Rs. 15/- each through private placement basis.
The Company has issued and allotted 34,29,000 Equity Shares of face value of Rs. 10/- each at the price of Rs. 44/- each (including Rs. 34/- Security Premium) for total consideration of Rs. 1,508.76 Lacs through SME IPO ( Initail Public Offer) on Emerge Platform of National Stock Exchange of India.
B) Terms/Rights attached to equity shares
The Company has only one class of equity shares having a par value of Rs. 10/- per share. Each holder of equity shares is entitled to one vote per share. The dividend proposed by the Board of Directors is subject to the approval of the share holders in the ensuing Annual General Meeting. However, no dividend has been declared by the Company.
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.
Note:
The company has made an investment of Rs.754.50 Lacs as a co producer for the production and development of a web series as per the initial agreement dated 30th September, 2022 with a party. As per the agreement, the Company shall receive the Investment amount by 31st May, 2023 or the completion of the shooting of the web series, whichever is earlier. However an addendum to the agreement was made on 18.12.23 in which the the date for repayment of Investment amount was extended till 31.8.24 owing to the delay in the production of the web series. Further, a Second addendum to the agreement was made on 18.01.2025 whereby the date for repayment of the Investment amount was again extended because the channel commissioning the web series has pushed the release date considering the present market conditions for OTT market. It was agreed that the Company will receive the entire Investment amount through various Post Dated Cheques latest by 31st January, 2026.
Note 38
Disclosure on Corporate Social Responsibility Expenses
The company is not covered under section 135 of the companies act, hence no disclosure has been provided with regard
to CSR activities.
Note 39
Contingencies and Events occurring after the Balance Sheet Date
There were no events which occurred after the Balance Sheet date up to the date of approval of financial statements which
required any adjustments/disclosure in the financial statements as per AS-4.
Note 40
Additional Regulatory Information
a The company has not entered into any scheme of arrangement under section 230 to 237 of Companies Act,2013 which has an accounting impact for the year ended 31st March, 2025 and for the year ended 31st March, 2024.
b The company doesn't have any investments through more than two layers of investment companies as per section 2(87) (d) and section 186 of Companies Act,2013 during the year ended 231st March, 2025 and during the year ended 31st March, 2024.
c No proceedings have been initiated on or are pending against the company for holding any benami property under Benami Transactions (Prohibitions) Act, 1988 (45 of 1988) and the rules made there under for the year ended 31st March, 2024 and for the year ended 31st March, 2023.
d The Company has not been declared as wilful defaulter by any bank or financial institution or other lender during the year ended 31st March, 2025 and during the year ended 31st March, 2024 .
e There has been no transactions with companies struck off under section 248 of the Companies Act, 2013 or section 560 of Companies Act, 1956 during the year ended 31st March, 2025 and 31st March 2024.
f The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period for the year ended 31st March, 2025 and 31st March 2024 except for Charges which has not been created for Vehicle Loan taken from Kotak Mahindra Prime Limited and Overdraft Facility taken from HDFC Bank against Lien on Fixed Deposit.
g The Company does not have any undisclosed income which is not recorded in the books of account that has been surrendered or disclosed as income during the the statutory period for the year ended 31st March, 2025 and 31st March 2024 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).
h The company has 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.
i. The company has 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 Beneficiary.
ii. The Company has not traded or invested in Crypto currency or Virtual Currency; during the year ended 31st March
2025 and 31st March 2024. The company has not received any deposits or advances, during the year ended 31st March, 2025 and 31st March 2024 for the purpose of trading or investment in crypto currency or virtual currency.
Note 41
Balances of debtors, creditors, Advances to Suppliers & Advances from Customers are subject to confirmation. In the opinion of the management, current assets, loan and advances will have value on realization in the ordinary course of business at least equal to the amount at which they are stated.
Note 42
Previous year figures have been regrouped/rearranged wherever necessary.
For Baid Agarwal Singhi & Co. For and on behalf of Board of Directors
Chartered Accountants Thinking Hats Entertainment Solutions Limited
Firm Registration Number with ICAI : 0328671E
Sourabh Agarwal Rajesh Bhardwaj Gaurav Singhania
(Partner) Managing Director Director & CFO
Membership Number : 301075 DIN: 02590002 DIN: 08868413
UDIN: 25301075BMI2V6111
PLACE: Kolkata Kritika Ronakk Jain
DATE: 29th May, 2025 Company Secretary
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