i) Provisions
Provisions are recognised when the Group has a present obligation (legal or constructive), as a result of a past event, it is probable that an outflow of economic benefits will be required to settle the obligation, and a reliable estimate can be made of the amount of the obligation. The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the end of the reporting period, considering the risks and uncertainties surrounding the obligation.
When some or all of the economic benefits required to settle a provision are expected to be recovered from a third party, the receivable is recognised as an asset, if it is virtually certain that reimbursement will be received and the amount of the receivable can be measured reliably.
Provisions for onerous contracts are recognised when the expected benefits to be derived by the Group from a contract are lower than the unavoidable costs of meeting the future obligations under the contract. Provisions for onerous contracts are measured at the present value of lower of the expected net cost of fulfilling the contract and the expected cost of terminating the contract.
j) Revenue (Ind-AS 115)
The Group earns revenue primarily from providing IT services, IT Enabled Services, consulting and business solutions. The Group offers a consulting-led, cognitive powered, integrated portfolio of IT and IT Enabled, business solutions.
Revenues from customer contracts are considered for recognition and measurement when the contract has been approved by the parties to the contract, the parties to contract are committed to perform their respective obligations under the contract, and the contract is legally enforceable. Revenue is recognised as and when services are performed to customers in an amount that reflects the consideration the Group expects to receive (the "Transaction Price"). Revenue towards satisfaction of the performance obligation is measured at the amount of the Transaction Price (net of variable consideration on account of discounts and
allowances) allocated to that performance obligation. To recognize revenues, the Group applies the following five step approach:
(1) identify the contract with a customer,
(2) identify the performance obligations in the contract,
(3) determine the Transaction Price,
(4) allocate the Transaction Price to the performance obligations in the contract, and
(5) recognize revenues when a performance obligation is satisfied. When there is uncertainty as to collectability, revenue recognition is postponed until such uncertainty is resolved.
At contract inception, the Group assesses its promise to render services to a customer to identify separate performance obligations. The Group applies judgement to determine whether each service promised to a customer is capable of being distinct, and are distinct in the context of the contract, if not, the promised services are combined and accounted as a single performance obligation. The Group allocates the Transaction Price to separately identifiable performance obligations based on their relative stand-alone selling price or residual method. Stand-alone selling prices are determined based on expected cost-plus margin approach in estimating the stand-alone selling price.
For performance obligations where control is transferred over time, revenues are recognised by measuring progress towards completion of the performance obligation. The selection of the method to measure progress towards completion requires judgment and is based on the nature of the promised services to be provided. The method for recognizing revenues and costs depends on the nature of the services rendered:
A. Time and Materials Contracts
Revenues and costs relating to time and materials contracts are recognised as the related services are rendered.
B. Fixed-price Contracts
i) Fixed-price Development Contracts
Revenues from fixed-price development contracts, where the performance obligations are satisfied over time, are recognised using the "percentage-of-completion" method. The
performance obligations are satisfied as and when the services are rendered since the customer generally obtains control of the work as it progresses. Percentage of completion is determined based on project costs incurred to date as a percentage of total estimated project costs required to complete the project. The cost expended (or input) method has been used to measure progress towards completion as there is a direct relationship between input and productivity. If the Group is not able to reasonably measure the progress of completion, revenue is recognised only to the extent of costs incurred for which recoverability is probable. When total cost estimates exceed revenues in an arrangement, the estimated losses are recognised in the statement of profit and loss in the period in which such losses become probable based on the current contract estimates as an onerous contract provision.
A contract asset is a right to consideration that is conditional upon factors other than the passage of time. Contract assets primarily relate to unbilled amounts on fixed-price development contracts and are classified as non-financial asset as the contractual right to consideration is dependent on completion of contractual milestones.
A contract liability is an entity's obligation to transfer goods or services to a customer for which the entity has received consideration (or the amount is due) from the customer.
ii) Maintenance Contracts
Revenues related to fixed-price maintenance contracts are recognised on a straight-line basis when services are performed through an indefinite number of repetitive acts over a specified period or ratably using percentage of completion method when the pattern of benefits from the services rendered to the customers and the cost to fulfil the contract is not even through the period of contract because the services are generally discrete in nature and not repetitive. Revenue for contracts in which the invoicing is representative of the value being delivered is recognised based on our right to invoice. If our invoicing is not consistent with value delivered, revenues are recognised as the service is performed using the percentage of completion method. In certain projects, a fixed quantum of service or output units is agreed at a fixed-price for a fixed term. In such contracts, revenue is recognised with respect to the actual output achieved till date as a percentage of total contractual output. Any residual service unutilized by the customer is recognised as revenue on completion of the term.
C. Others
• Any change in scope or price is considered as a contract modification. The Group accounts for modifications to existing contracts by assessing whether the services added are distinct and whether the pricing is at the standalone selling price. Services added that are not distinct are accounted for on a cumulative catch-up basis, while those that are distinct are accounted for prospectively, either as a separate contract if the additional services are priced at the stand-alone selling price, or as a termination of the existing contract and creation of a new contract if not priced at the stand-alone selling price.
• The Group accounts for variable considerations like, volume discounts, rebates and pricing incentives to customers and penalties as reduction of revenue on a systematic and rational basis over the period of the contract. The Group estimates an amount of such variable consideration using expected value method or the single most likely amount in a range of possible consideration depending on which method better predicts the amount of consideration to which the Group may be entitled and when it is probable that a significant reversal of cumulative revenue recognised will not occur when the uncertainty associated with the variable consideration is resolved.
• Estimates of the Transaction Price and total costs or efforts are continuously monitored over the term of the contract and are recognised in net profit in the period when these estimates change or when the estimates are revised. Revenues and the estimated total costs or efforts are subject to revision as the contract progresses.
• Incremental costs that relate directly to a contract and incurred in securing a contract with a customer are recognised as an asset when the Group expects to recover these costs.
• The Group recognizes contract fulfilment cost as an asset if those costs specifically relate to a contract or to an anticipated contract, the costs generate or enhance resources that will be used in satisfying performance obligations in future; and the costs are expected to be recovered.
• Costs to obtain contract relating to upfront payments to customers are amortized to revenue and other costs to obtain contract and costs to fulfill contract are amortized to cost of sales over the respective contract life on a systematic basis consistent with the percentage of services rendered to customer to which the asset relates.
• The Group assesses the timing of the delivery of services to the customer as compared to the timing of payments to determine whether a significant financing component exists. As a practical expedient, the Group does not assess the existence of a significant financing component when the difference between payment and transfer of deliverables is twelve months or less. If the difference in timing arises for reasons other than the provision of finance to either the customer or us, no financing component is deemed to exist.
• Unbilled receivables are classified as a financial asset where the right to consideration is unconditional and only the passage of time is required before the payment is due.
All of the Group's revenue is associated with contracts with customers that represent obligations to provide consulting services for enterprise resource planning ("ERP") implementations. Contracts containing multiple performance obligations classify those performance obligations into separate units of accounting either as standalone or combined units of accounting. For those performance obligations treated as a standalone unit of accounting, revenue is generally recognized based on the method appropriate for each standalone unit. For those performance obligations treated as a combined unit of accounting, revenue is generally recognized as the performance obligations are satisfied, which generally occurs when contract achievements have been transferred to the customer.
The Group's contracts with customers generally state the terms of the sale, including the rates and fees of each service purchased. Accounts receivable from the Group's customers are invoiced weekly and generally due approximately 30 days from the date its customers receive the invoice. The Group's contracts include stated rates charged per hour of service provided based on approved time sheets from clients.
The Group does not include sales and other taxes in its transaction price and thus does not recognize these amounts as revenue.
Remaining Performance Obligations (RPO)
The Group applies the practical expedient in Ind AS 115 and does not disclose RPO for contracts with original expected duration of one year or less, or where the right to consideration corresponds directly with the value of performance completed. All contracts are Statement of Work (SOW) based with terms <12 months, hence the expedient is applied.
k) Income Tax (Ind-AS 12)
Income tax comprises current and deferred tax. Income tax expense is recognised in the statement of profit and loss except to the extent it relates to a business combination, or items directly recognised in equity or in other comprehensive income.
a) Current Income Tax
Current income tax assets and liabilities for the current and prior periods are measured at the amount expected to be recovered from or paid to the taxation authorities based on the taxable income for the period. Current income tax (including Minimum Alternate Tax (MAT)) is measured at the amount expected to be paid to the tax authorities in accordance with the Income-Tax Act, 1961 enacted in India. The tax rates and tax laws used to compute the current tax amounts are those that are enacted or substantively enacted as at the reporting date and applicable for the period. Current income tax payable by overseas branches of the Group is computed in accordance with the tax laws applicable in the jurisdiction in which the respective branch operates. The taxes paid are generally available for set off against the Indian income tax liability of the Group's worldwide income. While determining the tax provisions, the Group assesses whether each uncertain tax position is to be considered separately or together with one or more uncertain tax positions depending upon the nature and circumstances of each uncertain tax position. The Group offsets current tax assets and current tax liabilities, where it has a legally enforceable right to set off the recognised amounts and where it intends either to settle on a net basis, or to realise the asset and liability simultaneously.
b) Deferred Income Tax
Deferred income tax is recognised using the balance sheet approach. Deferred income tax assets and liabilities are recognised for deductible and taxable temporary differences arising between the tax base of assets and liabilities and their carrying amount in these consolidated financial statements, except when the deferred income tax arises from the initial recognition of goodwill or an asset or liability in a transaction that is not a business combination and affects neither accounting nor taxable profits or loss at the time of the transaction.
Deferred income tax assets are recognised to the extent it is probable that taxable profit will be available against which the deductible temporary differences and the carry forward of unused tax credits and unused tax losses can be utilized.
Deferred income tax liabilities are recognised for all taxable temporary differences except in respect of taxable temporary differences that is expected to reverse within the tax holiday period, taxable temporary differences associated with investments in subsidiaries, associates and foreign branches where the timing of the reversal of the temporary difference can be controlled and it is probable that the temporary difference will not reverse in the foreseeable future.
The carrying amount of deferred income 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 income tax asset to be utilized.
Deferred income tax assets and liabilities are measured at the tax rates that are expected to apply in the period when the asset is realized or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the reporting date.
The Group offsets deferred income tax assets and liabilities, where it has a legally enforceable right to offset current tax assets against current tax liabilities, and they relate to taxes levied by the same taxation authority on either the same taxable entity, or on different taxable entities where there is a right and an intention to settle the current tax liabilities and assets on a net basis or their tax assets and liabilities will be realized simultaneously.
Basic earnings per share is computed using the weighted average number of equity shares outstanding during the period adjusted for treasury shares held. Diluted EPS is computed using the weighted average number of equity and dilutive equity equivalent shares outstanding during the period, except where the results would be anti-dilutive.
There are no dilutive potential ordinary shares or anti-dilutive instruments outstanding as at March 31, 2025 (previous year: Nil). EPS is presented for continuing operations only, as there are no discontinued operations.
m) Segment Reporting (Ind-AS 108)
The Chief Operating Decision Maker (CODM), being the Board of Directors, reviews the Group's operations as two reportable segments: IT Services and IT Enabled Services (ITES). This is based on the nature of services, risks, returns, and internal organization/reporting structure. The CODM reviews segment revenue, results, assets, and liabilities for resource allocation and performance assessment.
The assets of the Group are used interchangeably between segments, and hence segment assets and liabilities are not separately disclosed as it is not practical; however, the CODM reviews total assets and liabilities at a consolidated level.
The Revenue and direct cost (including the payroll cost of all the employees and consultants which can be attributed to the revenue), excepting the un-allocable costs like personnel cost for the supporting services, depreciation, operating expenditure, interest income on deposits, provision for contingencies and income tax, are directly attributed to the respective segments.
The Group reports its financial statements for the geographies of India and USA, and also for the IT and ITES segments.
n) Related Party Transactions
During the current financial year, the Group has entered some transactions, which can be deemed as related party transactions. All these matters have been approved by the Board and the Govt. of India, wherever necessary. All transactions are at arm's length, with terms equivalent to those with unrelated parties (e.g., credit period: 30-60 days; no interest or security except where noted).
Long-lived assets, such as property and equipment and other assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. The recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to estimated undiscounted future cash flows expected to be generated by the asset. If the carrying amount of an asset exceeds its estimated future cash flows, an impairment charge is recognized by the amount by which the carrying amount of the asset exceeds the fair value of the asset. Assets to be disposed of are reported at the lower of the carrying amount or fair value less costs to sell, and depreciation ceases. No impairment was recognized during the year.
Goodwill is tested annually for impairment at the CGU level (IT Services and ITES).
Goodwill Impairment Testing
Goodwill is tested for impairment annually or more frequently if indicators exist. The impairment test involves comparing the carrying amount of cash-generating units (CGUs) containing goodwill with their recoverable amounts, determined using a value-in-use model based on discounted cash flow projections. No impairment loss was recognized in the current year (previous year: Nil), as the recoverable amounts exceeded the carrying amounts.
Sensitivity Analysis
The following table illustrates the impact of changes in key assumptions on the impairment test. A 1% increase in the discount rate or a 1% decrease in the long-term growth rate would not result in impairment, as headroom remains sufficient.
p) Disclosures under Micro, Small and Medium Enterprises Development Act, 2006 (MSMED Act)
The Company has identified Micro, Small and Medium Enterprises (MSME) vendors based on confirmations received and information available with the Company. The details of dues to such enterprises as required under Section 22 of the Micro, Small and Medium Enterprises Development Act, 2006 are as follows:
The above disclosures are based on the consolidated financial statements and ageing analysis of trade payables. There are no disputed dues or outstanding interest under the MSMED Act as at the reporting dates. The Company has no dues to MSME vendors beyond the statutory period, and no interest has been accrued or paid during the year.
q) Previous Year Figures
Previous year figures have been regrouped /reclassified wherever necessary to suit the current year's layout.
r) Basis of Preparation and Consolidation - Disclosure on Unaudited Subsidiary Financial Statements
The consolidated financial statements of CES Limited (the "Parent Company" or "Company") and its subsidiaries (collectively referred to as the "Group") have been prepared in accordance with Indian Accounting Standards (Ind AS) notified under Section
133 of the Companies Act, 2013, read with the Companies (Indian Accounting Standards) Rules, 2015, as amended, and other relevant provisions of the Act.
These consolidated financial statements include the financial information of the following subsidiaries:
• CES USA Inc. (USA)
• CES Information Technologies Private Limited (India)
• CES Global IT Solutions Private Limited (India)
• CES Technology Services Private Limited (India)
• Other step-down subsidiaries (e.g., CES Global LLC, CES Enterprise LLC, etc., via CES USA Inc.)
The financial statements of all subsidiaries, except as disclosed below, have been audited by their respective independent auditors. The consolidation has been carried out based on the audited financial statements of these entities, adjusted where necessary to align with the Group's accounting policies.
Specific Disclosure on CES USA Inc.:
• The financial statements of CES USA Inc., a wholly-owned subsidiary incorporated in the USA, as at and for the year ended March 31, 2025, included in these consolidated financial statements, have not been audited or reviewed by independent auditors. These statements are based on management accounts prepared in accordance with US Generally Accepted Accounting Principles (US GAAP) and have been adjusted to comply with Ind AS for consolidation purposes.
• CES USA Inc. contributed approximately 40.61% of the Group's consolidated revenue and 24.90% of the Group's consolidated net assets as at March 31, 2025.
• The unaudited financial information of CES USA Inc. is subject to potential adjustments upon completion of the audit/review by independent accountants. Any material adjustments arising from such audit/review could impact the consolidated financial statements of the Group. The management does not anticipate any significant changes based on preliminary assessments, but the final audited figures may differ.
• This disclosure is made in accordance with Ind AS 110, Consolidated Financial Statements, to ensure transparency regarding the basis of preparation. The Company will update the consolidated financial statements, if required, upon receipt of the audited financial statements of CES USA Inc.
The Board of Directors and management believe that the unaudited financial information provides a reasonable basis for consolidation, and appropriate procedures have been undertaken to verify the accuracy and completeness of the data provided by CES USA Inc.
SIGNATURE TO NOTES 1 to 24
As per our report of even date for and on behalf of the Board of Directors of
For NG Rao & Associates, CES LIMITED
Chartered Accountants Firm Registration No. 009399S
Kiran Parsa Mohana Rao Kancharla Rama Krishna S
Partner Director Director
Membership No. 220629 DIN: 00004288 DIN: 01825682
Place: Hyderabad Srinivas Kucherlapati Suraj Kumar Garg
Date: 30th May 2025 Chief Financial Officer Company Secretary
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