3.16 Provisions and Contingent Liabilties and Contingent Assets
Provisions are recognized, when there is a present legal or constructive obligation as a result of past events, where it is probable that there will be outflow of resources to settle the obligation and when a reliable estimate of the amount of the obligation can be made. Where a provision is measured using the cash flows estimated to settle the present obligation, its carrying amount is the present value of those cash flows. Where the effect is material, the provision is discounted to net present value using an appropriate current market-based pre-tax discount rate and the unwinding of the discount is included in finance costs.
Contingent liabilities are recognised only when there is a possible obligation arising from past events, due to occurrence or non-occurrence of one or more uncertain future events, not wholly within the control of the Company, or where any present obligation cannot be measured in terms of future outflow of resources, or where a reliable estimate of the obligation cannot be made. Obligations are assessed on an ongoing basis and only those having a largely probable outflow of resources are provided for.
The Company does not recognize the contingent asset in its financial statements since this may result in the recognition of income that may never be realised.
3.17 Earnings Per Share (EPS)
Basic EPS is computed by dividing the profit or loss attributable to the equity shareholders of the Company by the weighted average number of Ordinary shares outstanding during the year.
3.18 Cash Flow
Cash flows are reported using the indirect method, whereby profit before tax is adjusted for the effects of
transactions of a non-cash nature and any deferrals or accruals of past or future cash receipts or payments. The cash flows from regular revenue generating, financing and investing activities of the Company are segregated. Cash flows in foreign currencies are accounted at the actual rates of exchange prevailing at the dates of the transaction
3.19 Standards Notified but not yet effective
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 31,2024, MCA has not notified any new standards or amendments to the existing standards applicable to the Company.
“*The Company had won the Arbitration in the Year 2018 against A S Patel Trust for recovery of Rs. 167.72 Lakhs towards premises deposit paid for leave and license agreement for premises surrendered by it in 2009. The Company has moved execution petition to enforce the arbitration award for attachment of the respondent properties of defendant for recovery of the decreed amount. The process of execution of attachment and auction of respondent properties is under process.
In respect of another premises deposit of Rs. 19.21 Lakhs to Patel Holdings Limited, the Company has filed a suit and winding up petition for recovery of such deposits. In support of Company’s claims, it has submitted to the court, an adverse order issued from Institute of Chartered Accountants of India against the auditor of Patel Holdings Limited relating to this matter.
As the Company has won the arbitration and the delays in execution has been due to the pandemic were by the court proceeding were delayed for few years however the same is now functional therefore the Company is confident of recovery of the arbitration award and deposit amount, thus, no provision is considered necessary.”
b) Defined Benefit Plan
“The gratuity plan is governed by the payment of Gratuity Act,1972. Under the said Gratuity Act an employee who has completed five years of services is entitled to specific benefit. The Gratuity Plan provides a lump-sum payment to vested employees at retirement, death, incapacitation or termination of employment, of an amount based on the respective employee’s salary and the tenure of employment with the Company.”
Company is exposed to various risks in providing the above gratuity benefit which are as follows:
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.
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:
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.
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.
The following tables summarise the component of net benefit expense recognised in the statement of profit & loss account
8) Actuarial Assumptions Discount Rate
The discount rate used is determined by reference to the market yields at the balance sheet date on the government bonds in accordance with paragraph 83 of the IND AS 19.
Salary Escalation rate
The estimates of Future salary increases takes into account regular increases, price inflation, promotional increases and other relevant fatcors if applicable. The principal assumptions used at fiscal year end 31 March, 2024 are shown in the table below. The assumptions as at the balance sheet date are used to determine the present value of defined benefit obligation at that date
A note on Sensitivity analysis-
Sensitivity analysis for each significant actuarial assumptions namely Discount rate and Salary assumptions have been shown in the table above at the end of the reporting period, showing how the defined benefit obligation would have been affected by the changes .
The Mortality and Attrition does not have a significant impact on the Liability, hence are not considered a significant actuarial assumption for the purpose of Sensitivity analysis. The assumptions used in preparing the sensitivity analysis is Discount rate at 1% and -1%Salary assumption at 1 % and -1% .
The method used to calculate the liability in these scenarios is by keeping all the other parameters and the data same as in the base liability calculation except the parameters to be stressed.
There is no change in the method from the previous period and the points /percentage by which the assumptions are stressed are same to that in the previous year.
29.2 Share-based payments Employee stock option plan
Under Employee Stock Options Scheme the options will be vested in the specified ratio subject to fulfilment of the criteria for the employee laid down in the scheme. This shall be monitored annually as per the performance evaluation cycle of the Company and options shall vest based on satisfaction of criteria laid down in the scheme.
For publicly traded companies in a recognized stock exchange, volatility of the stock over the last 1 year trading days are considered.
Pursuant to the said scheme; In financial year 2018-19, Stock options convertible into 10,33,590 equity shares vide Plan 1 of ?10 each were granted on 6th June 2018 to eligible employees at an exercise price of ?25.20/-. In Financial year 2019-20, Stock options convertible into 67,500 equity shares vide Plan 2 of ?10 each were granted on 29th July 2019 to eligible employees at an exercise price of ?25.20/-ln FY 21-22 Esop lapsed 1,97,500 and the closing balance at the end of March 2022 was 9,03,590.
In FY 22-23 Esop lapsed 2,95,327 out of which, 2,67,827 were reissued and Stock options convertible into 5,32,500 (fresh issue) equity shares of ?10 each were granted on 8th August 2022 to eligible employees at an exercise price of ?25.20/- The closing balance at the end of March 2023 was 14,08,590. In FY 23-24 82,250 Esop were lapsed and 2,93,000 Esop were exercised. The closing balance at the end of March 2024 was 10,33,340.
Consequently, services rendered by WSFX will fall under Rule 3 of PSR and will qualify as export of service and therefore not chargeable to service tax. In the earlier year, the Company had received Show Cause Notice from the Service Tax Department which was replied to and awaiting for further information from the department.
The case is now pending with supreme Court.
Note 33: Financial Risk Management
The Company’s activities expose it to credit risk, market risk and liquidity risk. The company has an overall Enterprise Risk Management policy, approved by Audit Committee of the Board of Directors. The Company’s risk management policies are established to identify and analyse the risks faced by the Company, to set appropriate risk limits and controls and monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and the Company’s activities. The Company, through its training and management standards and procedures, aims to maintain a disciplined and constructive control environment in which all employees understand their roles and obligations. The audit committee oversees how management monitors compliance with the company’s risk management policies and procedures, and reviews the adequacy of the risk management framework in relation to the risks faced by the Company. The audit committee is assisted in its oversight role by internal audit. Internal audit undertakes both regular and adhoc reviews of risk management controls and procedures, the results of which are reported to the audit committee.
Credit Risk
Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations and arises principally from the Company’s receivables from customers and investment securities. Credit risk is managed through credit approvals, establishing credit limits and continuously monitoring the creditworthiness of customers to which the Company grants credit terms in the normal course of business.
i) Trade receivables
The company provide services related to foreign exchange i.e. sale of foreign currency, prepaid forex card etc. Credit limit of customers are set in the operating software on the basis of review of financials of the customers. A default occurs when in the view of management there is no significant possibility of recovery of receivables after considering all available options for recovery. An impairment analysis is performed at each reporting date. The expected credit losses over lifetime of the asset are estimated by adopting the simplified approach using a provision matrix. The provision matrix takes into account historical credit loss experience and is based on the ageing of the receivable days and the rates as given in the provision matrix. The Company has not experienced any significant impairment losses in respect of trade receivables in the past years.
ii) Cash and Cash Equivalents & Other Bank Balance
The Company held cash and cash equivalent and other bank balance of 2,792.42 lakhs (PY: 1,756.86 lakhs). The same are held with bank and financial institution counterparties with good credit rating. Also, company invests its short term surplus funds in bank fixed deposit which carry no market risks for short duration, therefore does not expose the company to credit risk.
iii) Other than trade financial assets reported above, the Company has no other financial assets which carries any significant credit risk.
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. Market risk comprises three types of risk: interest rate risk, currency risk and other risks such as regulatory risk and commodity price risk. Financial instruments affected by market risk include loans and borrowings, trade receivables and trade payables involving foreign currency exposure, and inventories. The sensitivity analysis in the following sections relate to the position as at March 31,2024 and March 31,2023. The sensitivity of the relevant profit or loss item is the effect of the assumed changes in respective market risks. This is based on the financial assets and financial liabilities held at March 31,2024 and March 31,2023.”
Interest Rate Risk Exposure
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 market risk for changes in interest rates relates to fixed deposits and borrowings from financial institutions / banks.
Price Risk
The company’s exposure to equity securities price risk arises from investments held by the company and classified in the balance sheet either as fair value through OCI or at fair value through profit or loss. Since the company does not have material equity investments, the company does not have a material price risk exposure as of reporting period
Liquidity Risk
Prudent liquidity risk management implies maintaining sufficient cash and marketable securities and the availability of funding to meet obligations when due and to close out market positions. Due to the dynamic nature of the underlying businesses, Company’s treasury maintains flexibility in funding by maintaining sufficient cash and bank balances available to meet the working capital requirements. Management monitors rolling forecasts of the company’s liquidity position (comprising the unused cash and bank balances along with temporary investments in fixed deposits and/ or liquid mutual funds) on the basis of expected cash flows.
Foreign Currency Risk -
Foreign Currency risk is the risk that the value of a financial instrument will fluctuate due to changes in foreign exchange rates. The Company manages this foreign currency risk by entering in to cross currency swaps.
When a derivative is entered in to for the purpose of being a hedge, the Company negotiates the terms of those derivatives to match with the terms of the hedged exposure. The Company’s policy is to fully hedge its foreign currency borrowings at the time of drawdown and remain so till repayment.
Maturities of Financial Liabilities
The table below analyses the Company’s financial liabilities into relevant maturity groupings based on their contractual maturities for:
* all non derivative financial liabilities.
* net and gross settled derivative financial instruments for which the contractual maturities are essential for the understanding of the timing of the cash flows.
The amounts disclosed in the table are the contractual undiscounted cash flows. Balances due within 12 months equal their carrying balances as the impact of discounting is not significant
The fair value of financial instruments as referred to in note above have been classified into three categories depending on the inputs used in the valuation technique. The hierarchy gives the highest priority to quoted prices in active market for identical assets or liabilities (level 1 measurements) and lowest priority to unobservable inputs (carrying amount measurements). The categories used are as follows:
Level 1 : Level 1 hierarchy includes financial instruments measured using quoted prices.
Level 2: The fair value of financial instruments that are not traded in an active market (for example, traded bonds, over-the counter derivatives) is determined using valuation techniques which maximise the use of observable market data and rely as little as possible on entity-specific estimates. Considering that all significant inputs required to fair value such instruments are observable, these are included in level 2.
Level 3 :Those where the inputs that are used for valuation and are significant, are derived from directly or indirectly observable market data available over the entire period of the instrument’s life. Such inputs include quoted prices for similar assets or liabilities in active markets, quoted prices for identical instruments in inactive markets and observable inputs other than quoted prices such as interest rates and yield curves, implied volatilities, and credit spreads In addition, adjustments may be required for the condition or location of the asset or the extent to which it relates to items that are comparable to the valued instrument.
Carrying Amount: If one or more of the significant inputs is not based on observable market data, the instrument is included in carrying amount.
(ii) Valuation technique used to determine fair value
The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date.
For Assets and liabilities not discounted:
The carrying amounts of trade receivables, loans, cash and bank balances, trade payable and other financial liabilities are considered to be the same as their fair values, due to their short-term nature.
For financial assets and liabilities that are measured at fair value, the carrying amounts are equal to the fair values.
(iii) The Company do not have any charges or satisfaction which is 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(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.
(vi) 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 Beneficiaries
(vii) The Company has not any such 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 has not been declared as willful defaulter by any Bank or financial institution or other lenders.
Note 37: Segment Reporting
The Company is engaged primarily in the business of forex and there is no separate reportable segment within the criteria defined under Indian Accounting Standard 108 - Operating Segment. The nature of Company’s activities is such that geographical segments are not separately identified.
Note 38: Details of loans given, investments made and guarantee given covered u/s. 186 (4) of the Companies Act, 2013.
Investments made are given under the respective heads.
There are no loan and corporate guarantees given by the company which are covered u/s 186(4) of the Companies Act, 201 3
Note 39: The Company has complied with the Rule 3 of Companies ( Accounts) Rules, 2014 amended on August 5,2022 relating to maintenance of electronic books of account and other relevant books and papers. The Company’s books of accounts and relevant books and papers are accessible in India at all times and backup of accounts and other relevant books and papers are maintained in electronic mode within India and kept in servers physically located in India on daily basis.
Note 40: Corporate Social Responsibility Expenditure
a. Gross amount required to be spent by the company during the year. - Rs. Nil
b. Amount spent during the year : Rs. Nil Note 41: Audit Trail
The Company has used accounting software for maintaining its books of account which has a feature of recording audit trail (edit log) facility and the same has operated throughout the year for all relevant transactions recorded in the software. Further, there are no instance of audit trail feature being tampered with.
Note 42: The Board of Directors at its meeting held on May 10, 2024, has proposed a final dividend of Rs. 1.00 per equity share for the financial year ended March 31,2024. Payment of the final dividend is subject to its approval by the shareholders, in the ensuing Annual General Meeting of the company.
As per our report of even date For and on behalf of the Board of Wsfx Global Pay Ltd
For S.R. Batliboi & Co. LLP
Chartered Accountants Srikrishna Narasimhan Ramesh Venkataraman
Registration No. 301003E/E300005 Whole Time Director & CEO Chairman
DIN - 07175251 DIN - 03545080
Shrawan Jalan
Partner
Membership No. 102102 Pooja Mishra Khushboo Doshi
Mumbai, May 10, 2024 Chief Financial Officer Company Secretary
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