j. Provisions, contingent liabilities and contingent
assets
Provisions involving substantial degree of estimation
in measurement are recognized when there is a
present obligation as a result of past events and it
is probable that there will be an outflow of resources
embodying economic benefits in respect of which a
reliable estimate can be made.
Provisions are discounted if the effect of the time
value of money is material, using pre-tax rates
that reflects the risks specific to the liability. When
discounting is used, an increase in the provisions due
to the passage of time is recognized as finance cost.
Insurance claims are accounted on the basis of
claims admitted or expected to be admitted and
to the extent that the amount recoverable can be
measured reliably and it is reasonable to expect
ultimate collection. Any subsequent change in the
recoverability is provided for.
A provision for onerous & other contractual
obligations are measured at the present value of the
lower of the expected cost of terminating the contract
and expected net cost of continuing with the contract
considering the incremental cost of fulfilling the
obligations.
Contingent liability is a possible obligation arising
from past events and whose existence 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 but is not
recognized because it is not probable that an outflow
of resources embodying economic benefits will be
required to settle the obligation or the amount of
the obligation cannot be measured with sufficient
reliability. The Company does not recognize such
liability and only discloses the same in the financial
statements.
Contingent asset is not recognized in the
financial statements as it may result in the
recognition of income that may never be realized.
Provisions, contingent liabilities and contingent
assets are reviewed at each Balance Sheet date.
The Company’s business operation comprises of
single operating segment viz., Software and related
solutions. The operating segment has been identified
on the basis of nature of products and reported in
a manner consistent with the internal reporting
provided to Chief Operating Decision Maker.
7. SIGNIFICANT ESTIMATES AND JUDGMENTS
The preparation of the financial statements requires
management to make judgments, estimates and
assumptions that affect the reported amounts of revenues,
expenses, assets and liabilities and the accompanying
disclosures, and the disclosure of contingent liabilities.
Actual results could vary from these estimates. The estimates
and underlying assumptions are reviewed on an on-going
basis. Revisions to estimates are recognized prospectively.
Information about judgments made in applying accounting
policies that have the material effects on the amounts
recognized in the financial statements is included in the
following notes:
Revenue recognition
The Company exercises judgments in determining
whether the performance obligation is satisfied at a point
in time or over a period of time.
The Company applies the percentage of completion
method using the input (cost expended) method to
measure progress towards completion in respect of fixed
price contracts, which are performed over a period of
time. The Company exercises judgment to estimate the
future cost-to-completion of the contracts which is used
to determine the degree of completion of the performance
obligation.
The Company’s contracts with customers could include
promises to transfer multiple products and services
to a customer. The Company assesses the products/
services promised in the contract and identifies distinct
performance obligations in the contract. Identification
of distinct performance obligation involves judgment to
determine the deliverables and the ability of the customer
to benefit independently from such deliverables. Judgment
is also required to determine the transaction price for the
contract.
The Company uses judgment to determine an appropriate
standalone selling price for a performance obligation.
The Company allocates the transaction price to each
performance obligation on the basis of the relative
standalone selling price of each distinct product or service
promised in the contract. Where standalone selling price is
not observable, the Company uses the expected cost-plus
margin approach to allocate the transaction price to each
distinct performance obligation. Provision for estimated
losses, if any, on uncompleted contracts are recorded in
the period in which such losses become probable based
on the expected contract estimates at the reporting date.
Defined benefit plans and other long term benefits
The cost of the defined benefit plan and other long¬
term benefits, and the present value of such obligation
are determined by the independent actuarial valuer. An
actuarial valuation involves making various assumptions
that may differ from actual developments in future.
Management believes that the assumptions used by the
actuary in determination of the discount rate, future salary
increases, mortality rates and attrition rates are reasonable.
Due to the complexities involved in the valuation and
its long-term nature, this obligation is highly sensitive
to changes in these assumptions. All assumptions are
reviewed at each reporting date.
Current taxes
Calculations of income taxes for the current period are
done based on applicable tax laws and management’s
judgment by evaluating positions taken in tax returns and
interpretations of relevant provisions of law and applicable
judicial precedents.
Deferred tax asset
Significant management judgment is exercised by
reviewing the deferred tax assets, including MAT credit
entitlement, at each reporting date to determine the
amount of deferred tax assets that can be retained/
recognized, based upon the likely timing and the level
of future taxable profits together with future tax planning
strategies.
Property, plant and equipment (PPE) and intangible
assets
The residual values and estimated useful life of PPEs and
intangible assets are assessed by the technical team at
each reporting date by taking into account the nature of
asset, the estimated usage of the asset, the operating
condition of the asset, past history. Upon review, the
management accepts the assigned useful life and residual
value for computation of depreciation/amortization/
impairment.
Determination of lease term of contracts as non¬
cancellable term
Significant management judgment is exercised in
determining the lease term as non-cancellable term of the
lease, together with any periods covered by an option to
extend the lease if it is reasonably certain to be exercised,
or any periods covered by an option to terminate the
lease, if it is reasonably certain not to be exercised, by
considering all relevant factors that create an economic
incentive for it to exercise either the renewal or termination.
Intangible asset
Significant management judgment is exercised in
identifying an intangible asset and estimating its useful
life, which is based on a number of factors including
the effects of obsolescence, demand, competition and
other economic factors and the level of maintenance
expenditures required to obtain the expected future cash
flows from such asset. Amortization methods and useful
lives are reviewed at each financial year end.
Impairment
Impairment of assets
Significant management judgment is exercised in
determining whether the investment in subsidiaries are
impaired or not is on the basis of its nature of long-term
strategic investments and business projections.
The impairment for trade receivables/unbilled licenses
/ unbilled services/loans and other receivables are done
based on assumptions about risk of default and expected
loss rates. The assumptions, selection of inputs for
calculation of impairment are based on management
judgment considering the past history, market conditions
and forward-looking estimates at the end of each reporting
date.
The impairment of non-financial assets is determined
based on estimation of recoverable amount of such assets.
The assumptions used in computing the recoverable
amount are based on management judgment considering
the timing of future cash flows, discount rates and the risks
specific to the asset.
Fair value measurement of financial instruments
When the fair values of financial assets and financial
liabilities could not be measured based on quoted prices
in active markets, management uses valuation techniques
including the Discounted Cash Flow (DCF) model, to
determine its fair value. The inputs to these models are
taken from observable markets where possible, but where
this is not feasible, a degree of judgment is exercised in
establishing fair values. Judgments include considerations
of inputs such as liquidity risk, credit risk and volatility.
Provisions
The timing of recognition requires application of judgment
to existing facts and circumstances that may be subject to
change. The litigations and claims to which the Company
is exposed are assessed by the management and in
certain cases with the support of external experts. The
amounts are determined by discounting the expected
future cash flows at a pre-tax rate that reflects the current
market assessments of the time value of money and the
risks specific to the liability.
Management judgment is exercised for estimating
the possible outflow of resources, if any, in respect of
contingencies/claims/litigations against the Company as it
is not possible to predict the outcome of pending matters
with accuracy.
Share based payments
The Company initially measures the stock options granted
to the employees, using a fair value model. This requires
determination of the most appropriate valuation model,
which is dependent on the terms and conditions of the
grant. This estimate also requires determination of the
most appropriate inputs to the valuation model including
volatility, dividend yield and making assumptions.
16. Other Equity (Contd.)
Nature and purpose of reserves
Securities premium
Represents excess of share application money received over par value of shares and includes employee stock compensation costs
accrued, to the extent they are exercised.
Employee stock options outstanding
Represents the fair value on grant date of the outstanding options issued to employees under various employees stock option
schemes of the Company.
Retained earnings
Represents that portion of the net income/(loss) of the Company.
Currency translation reserve
Exchange differences relating to the translation of the results and net assets of the Company’s foreign operations
from their functional currencies to the Company’s presentation currency (i.e., Currency Units) are recognized directly in other
comprehensive income and accumulated in the foreign currency translation reserve. Exchange differences previously accumulated
in the foreign currency translation reserve will be reclassified to profit or loss on the disposal of the foreign operation.
Fair value gain/(loss) on equity instruments through OCI
The Company has opted to recognize the changes in the fair value of certain investments in equity instruments and remeasurement
of defined benefit obligations in OCI. The Company transfers amounts from this reserve to retained earnings in case of actuarial loss/
gain and in case of fair value recognition of equity instrument, the same will be transferred when the respective equity instruments
are derecognized.
17. FINANCIAL LIABILITIES
17.1 BORROWINGS
The Company had availed borrowing facilities from Axis Bank Limited, Kotak Mahindra Bank Limited (previous year from Axis Bank
Limited, IDBI Bank Limited, Kotak Mahindra Bank Limited), which have been repaid during the year. The borrowings were in the
form of Term Loan, Packing Credit in Foreign Currency (PCFC), Working Capital Demand Loan (WCDL) and Cash Credit. The
interest rates on the borrowings during the year from Banks, ranged from 795% p.a. to 9.65% p.a. (PY 6.47% p.a. to 9.40% p.a.).
The borrowings as at the end of current and previous year were Nil.
Loans from Banks, secured
a. Borrowing facilities from Axis Bank Limited, ICICI Bank Limited and Kotak Mahindra Bank Limited are secured by pari-passu
first charge on the current assets, both present and future of the Company (Borrowing facilities for the previous year from Axis
Bank Limited are secured by pari-passu first charge on the current assets, both present and future of the Company. Borrowing
facilities for the previous year from IDBI Bank Limited are secured by pari-passu first charge on the receivables (i.e., trade
receivables, both current and non-current), both present and future of the Company).
b. With respect to the borrowings from banks on the basis of security, the periodical returns/statements filed by the Company with
banks are in agreement with the books of accounts.
17.2 LEASES
The Company has adopted Ind AS 116 “Leases” with the date of initial application being April 01, 2019, using the modified
retrospective approach. The Company has lease contracts for various items of Building, Land and Office equipments used in its
operations. There are several lease contracts that include extension and termination options and variable lease payments.
20.4 Ind AS 115 - revenue from contract with customers
The Company derives revenue from Software Solutions & Services. The accounting policies are mentioned in note no.6.a
1. Remaining performance obligations
The remaining performance obligation disclosure provides the aggregate amount of transaction price yet to be recognized as
at the end of the reporting period and an explanation as to when the Company expects to recognize these amounts in revenue.
Remaining performance obligation estimates are subject to change and are affected by various factors including termination,
changes in scope of contracts, adjustments for revenue that are not materialized and adjustments for currency.
Applying the practical expedient as given in Ind AS 115, the Company has not disclosed the following:
a) the remaining performance obligations for contracts where revenue recognized corresponds directly with the value to the
customer of the entity’s performance completed to date including time and material, support service and
subscription contracts and
b) the remaining performance obligations in respect of other contracts, since those performance obligations have an original
expected duration of one year or less in most of the cases.
2. During the year ended March 31, the Company recognized revenue of Rs. 19772 Mln. (PY Rs. 21758 Mln.) arising from
opening unearned revenue of Rs. 264.78 Mln. (PY Rs. 268.79 Mln.) as at April 01.
3. During the year ended March 31, the Company recognized revenue of Rs. 11.01 Mln. (PY Rs. 1.46 Mln.) arising from advance
from customers out of the opening advances of Rs. 21.52 Mln. (PY Rs. 11.97 Mln.) as at April 01.
4. Considering the form of engagement with customers and very strong inter despondencies between Parent and Subsidiaries,
it is more appropriate for us to disclose the revenue from software services from fixed-price and time-and-material contracts at
consolidated level. The percentage of revenue from software services from fixed-price contracts was 77% and 73% for each
of the year ended March 31,2025 and March 31,2024, respectively, at a consolidated basis.
‘Further to the appeal filed, CESTAT has adjudicated the case by
a) set aside the penalty imposed in the Order in Original
b) remanded the main issue to the Jurisdictional Assistant Commissioner as to the eligibility of CENVAT credit in the light of
documentary evidences produced by us and also in the light of final orders of the CESTAT for the previous period on similar
issues.
Note: The Company is engaged in development of software products, which are marketed by the Company and its
overseas subsidiaries. The intellectual property rights are held by the Company. There are in-built warranties for performance and
support. Claims which may arise out of these are not quantifiable and hence not provided for.
The Company has undertaken to provide continued financial support to its subsidiaries, Ramco Systems Pte. Ltd., Singapore,
Ramco Systems Australia Pty Ltd., Australia, Ramco Systems Sdn. Bhd., Malaysia, Ramco Systems FZ-LLC, Dubai and Ramco
System Vietnam Company Limited, Vietnam for their operations and have also undertaken to ensure the going concern status of
above subsidiaries and also that of Ramco Systems Sdn. Bhd., Malaysia and Ramco Systems Australia Pty Ltd., Australia with
respect to debt dues, if any, to Ramco Systems Ltd., Switzerland.
33. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES
The Board of Directors has constituted a Risk Management committee, with responsibility including, formulation, monitoring
and review of risk management policy, identification of risk mitigation measures and establishment of business continuity plan.
The Company has already developed and implemented a risk management policy. The risk management systems are reviewed
periodically. The Internal Audit reviews the risk management controls & procedures and reports to the Audit Committee.
The Company’s financial risks comprise of market risk, credit risk and liquidity risk.
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. Market risk comprises of two types of risk: interest rate risk and foreign currency risk.
A.1 Interest rate risk
The Company has borrowed debt at variable rates to finance its operations, which exposes it to interest rate risk. The
Company's interest rate risk management planning includes achieving the lowest possible cost of debt financing, while
managing volatility of interest rates, applying a prudent mix of fixed and floating debt. Interest rate risk exposure on the average
borrowing for the year:
The Company has the following strategy to mitigate the risk of changes in exchange rates on foreign currency exposures:
a. Availment of packing credit in foreign currency (PCFC), including entering into cross currency forward contracts in equivalent
USD where the exposures are in other currencies. The exposure is Nil for both March 31,2025 and March 31,2024.
b. Entering into forward contracts which are not covered by PCFC, for such quantum as considered appropriate.
A. 3 Other price risk
The Company is exposed to equity price risks arising from equity investments. Company's equity investments are primarily in its
subsidiaries which are held for strategic rather than trading purposes.
B. Credit risk
Credit risk is the risk of financial loss to the Company, if the customer or counter party to the financial instruments or supplier
fail to meet its contractual obligations and arises principally from the Company’s receivables and treasury operations.
Customer credit risk is managed by Company’s established policy, procedures and control relating to customer credit risk
management. Outstanding customer receivables and unbilled revenues are regularly monitored and the Company creates
a provision based on expected credit loss model.
B.1 Trade receivables, unbilled revenues and advance to suppliers and service providers
(i) Trade receivables
Trade receivables of the Company include a) dues from its overseas subsidiaries amounting to 52% as at March 31,
2025 (64% as at March 31, 2024), of total trade receivables which are risk free and b) dues from others which are
exposed to credit risk. The number of external customers (excluding subsidiaries) and the percentage they owed exceeding Rs.
5.00 Mln. individually, out of the outstanding as at March 31,2025, were 10 and 62% respectively (12 and 60% as at March 31,
2024). External customers who accounted for more than 10% of the trade receivable from them, are two as at March 31,2025 (Nil
as at March 31,2024).
The Company evaluates credit worthiness of each customer.
The Company tracks changes in credit risk of trade receivable using simplified approach as per Ind AS 109. The Company calculates
the expected credit losses on trade receivables using a provision matrix on the basis of its historical credit loss experience.
Trade receivables are written off when there is no reasonable expectation of recovery, such as a debtor declaring bankruptcy or
failing to engage in a repayment plan with the Company.
Where trade receivables have been written off, the Company continues to engage in enforcement activity to attempt to recover the
receivable due. Where recoveries are made, these are recognized in profit and loss account.
(ii) Unbilled revenues
Unbilled revenues (Unbilled licenses revenue grouped under financial asset and unbilled services revenue grouped under non¬
financial assets i.e., other assets) of the Company are also exposed to risk in the event of the inability to bill the customer.
Number of external customers constituting more than 10% of the unbilled revenues in respect of them, is eight as at March 31,2025
(four as at March 31,2024).
The Company calculates the expected credit losses using simplified approach as per Ind AS 109, on the basis of its historical credit
loss experience.
(iii) Advance to suppliers and service providers
Advance to suppliers and service providers are also exposed to risk in the event of inability to adjust such advances from their
billing or otherwise recover the same.
B.2 Financial instruments and cash deposits
Investments of surplus funds are made only with approved counterparties. The Company is exposed to counter party risk relating
to deposits with banks and investments in mutual funds. The Company places its cash equivalents based on the creditworthiness
of the financial institutions.
There are fixed deposits and investment in mutual fund as at the end of current year (PY Nil).
C. Liquidity risk
Liquidity risks are those risks that the Company will not be able to settle or meet its obligations on time or at reasonable price. In
the management of liquidity risk, the Company monitors and maintains a level of cash and cash equivalents deemed adequate by
the management to finance the Company’s operations and to mitigate the effects of fluctuations in cash flows. Due to the dynamic
nature of the underlying business, the Company aims at maintaining flexibility in funding by keeping the credit lines available.
The entire proceeds of Preferential Issue 2022 were utilized towards objects of the issue and unutilized balance is Nil.
36. OTHER NOTES
a. The Company’s shares are listed on BSE Limited and The National Stock Exchange of India Limited. In line with the provisions
of the listing agreement with the stock exchanges, the listing fee for the FY 2024-25 have been paid to the BSE Limited and
The National Stock Exchange of India Limited.
b. Figures for the previous year have been regrouped/restated wherever necessary to make them comparable with the figures
for the current year.
As per our report annexed
For M S JAGANNATHAN & N KRISHNASWAMI P R VENKETRAMA RAJA R RAVI KULA CHANDRAN
Chartered Accountants Chairman Chief Financial Officer
Firm Registration No.: 001208S (DIN:00331406)
S SRIVATSAN P V ABINAV RAMASUBRAMANIAM RAJA MITHUN V
Partner Managing Director Company Secretary
Membership No.: 021880 (DIN:07273249)
Place: Bengaluru JUSTICE P P S JANARTHANA RAJA (RETD.) Place: Chennai
Date: May 21, 2025 Director Date: May 21,2025
(DIN:06702871)
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