EIH : International Ltd 2024

EIH International Ltd

BOARD

Mr. Prithviraj Singh Oberoi (Resigned 15 March 2023) Mr. Deepak Madhok (Resigned 30 March 2023)

Mr. Pathmanaban Selvadurai (Resigned 30 March 2023) Mr. Sudipto Sarkar (Resigned 30 March 2023)

Mr. Kallol Kundu (Appointed 30 March 2023)

Mr. Rajaraman Shankar (Appointed 30 March 2023)

AUDITORS

Ernst & Young

Ernst & Young Building

121, King William Street

Adelaide SA 5000

Australia

REGISTERED OFFICE

Commerce House

Romasco Place, Wickhams Cay 1,

Road Town, Tortola,

British Virgin Islands

Directors' Report

DIRECTORS

The directors have pleasure in submitting the Statement of Financial Position of EIH International Ltd and its controlled entities (the 'Group') as at 31 March 2024, and the related statement of comprehensive income, statement of changes in equity and statement of cash flows for the year ended and report as follows:

The names of the directors in office at the date of this report are:

Kallol Kundu

Rajaraman Shankar

PRINCIPAL ACTIVITY

The principal activity of the Group during the course of the year was investment and management. There were no significant changes in activities of the Group during the year.

RESULTS

The net loss for the year was $1,104,897 (2023: loss of $5,790,835) for the Group and a profit of $1,907,167 (2023: loss of $7,739,765) for the Company, after provision for income tax of $1,097,084 (2023: benefit of $624,325) for the Group and $nil (2023: $nil) for the Company.

EVENTS AFTER THE BALANCE DATE

No material matters or circumstances have arisen since the end of the year that requires disclosure in the financial statements.

ENVIRONMENTAL REGULATIONS AND PERFORMANCE

The Group's operations are not regulated by any significant environmental regulation.

SIGNIFICANT CHANGES IN STATE OF AFFAIRS

There are no significant changes in state of affairs.

The results of the Company operations during the period have not, in the opinion of the Directors, been affected by any item, transaction or event of a material or unusual nature.

DIVIDENDS

During the year a dividend totalling $nil (2023: $nil) was declared and paid.

DIRECTORS' REMUNERATION

No director has received or become entitled to receive a benefit, other than benefits disclosed in the financial statements or the fixed salary of a full-time employee of the Group or a related body corporate, by reason of a contract made by the Group or a related body corporate with the director or with a firm of which he is a member, or with a company in which he has a substantial financial interest.

SHARE OPTIONS

No options over issued shares or interests in the company were granted during or since the end of the year and there were no options outstanding at the date of this report.

AUDITORS INDEPENDENCE

A copy of the auditor's independence declaration is attached to this financial report.

This report has been made in accordance with a resolution of directors.

Kallol Kundu

Director

Date: 15 May 2024

EIH International Ltd | Annual Report 2023-24

159

Independent Auditor's Report

To the Directors of EIH International Ltd

Opinion

We have audited the financial report of EIH International Ltd (the Company) and its subsidiaries (collectively the Group), which comprises:

• the Group consolidated and Company statements of financial position as at 31 March 2024;
• the Group consolidated and Company statements of comprehensive income, statements of changes in equity and statements of cash flows for the year then ended;
• notes to the financial statements, including a summary of significant accounting policies; and
• the directors' declaration.

In our opinion, the accompanying financial report presents fairly, in all material respects, the financial position of the Company and the Group as at 31 March 2024, and their financial performance and their cash flows for the year then ended in accordance with International Accounting Standards.

Basis for Opinion

We conducted our audit in accordance with International Auditing Standards. Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Financial Report section of our report. We are independent of the Group in accordance with the ethical requirements of the Accounting Professional and Ethical Standards Board's APES 110 Code of Ethics for Professional Accountants (the Code) that are relevant to our audit of the financial report. We have also fulfilled our other ethical responsibilities in accordance with the Code.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Information Other than the Financial Report and Auditor's Report Thereon

The directors are responsible for the other information. The other information is the directors' report accompanying the financial report.

Our opinion on the financial report does not cover the other information and accordingly we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial report, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial report or our knowledge obtained in the audit or otherwise appears to be materially misstated.

If, based on the work we have performed, we conclude that there is a material misstatement of this other information,

we are required to report that fact. We have nothing to report in this regard.

Responsibilities of the Directors for the Financial Report

The directors of the Company are responsible for the preparation and fair presentation of the financial report in accordance with International Accounting Standards and for such internal control as the directors determine is necessary to enable the preparation and fair presentation of the financial report that is free from material misstatement, whether due to fraud or error.

In preparing the financial report, the directors are responsible for assessing the Company's and Group's ability to continue as a going concern, disclosing, as applicable, matters relating to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Company or Group or to cease operations, or have no realistic alternative but to do so.

Auditor's Responsibilities for the Audit of the Financial Report

Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the International Auditing Standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of this financial report.

As part of an audit in accordance with the International Auditing Standards, we exercise professional judgment and maintain professional scepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the financial report, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's or the Group's internal control.

160

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors.
• Conclude on the appropriateness of the directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's or Group's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the financial report or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Company or the Group to cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of the financial report, including the disclosures, and whether the financial report represents the underlying

transactions and events in a manner that achieves fair presentation.

• Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the financial report. We are responsible for the direction, supervision and performance of the Group audit. We remain solely responsible for our audit opinion.

We communicate with the directors regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

Ernst & Young

Adelaide

15 May, 2024

EIH International Ltd | Annual Report 2023-24

161

Statement of Comprehensive Income

For the year ended March 31, 2024

								Expressed in United States Dollars ($)
				Consolidated	Parent
		Note	Year ended	Year ended	Year ended		Year ended
			March 31, 2024	March 31, 2023	March 31, 2024	March 31, 2023
Continuing Operations
Turnover		3		14,824,971		10,840,938		44,785			300,121
Cost of sales				1,105,175		637,661		-			-
Gross profit		13,719,795		10,203,277		44,785			300,121
Operating Expenses
Other operating expenses				1,880,419		1,336,613		-			-
Payroll and related expenses				1,987,623		2,633,192		-			-
Administration and general expenses				3,397,605		2,852,577		112,534			95,779
Marketing expenses				489,877		344,647		-			-
Upkeep and service cost				1,344,451		1,256,511		-			-
Provision for furniture, fixture and equipment				358,139		221,910		-			-
Project Development Expenses				42,143		-		-			-
Other expenses				25,277		32,138		1,055			287
Depreciation and amortisation				1,434,992		1,424,070		-			-
Total Operating Expenses		10,960,526		10,101,658		113,589			96,066
Other Income/(Expense)
Interest expense				(339,050)		(139,274)		-			-
Share of profit/(loss) of investments accounted			(2,301,863)		(2,449,668)		-			-
for using the equity method
Provision for impairment of receivables				-		(3,500,000)		-			(2,310,000)
Provision for impairment of investments				(175,641)		(2,349,598)		1,975,971			(5,633,820)
Other income/(expense)				49,471		(78,239)		-			-
Early termination fee income				-		2,000,000					-
Total Other Income/(Expense)				(2,767,083)		(6,516,779)		1,975,971			(7,943,820)
Profit/(loss) before taxation				(7,814)		(6,415,160)		1,907,167			(7,739,765)
Taxation (expense)/benefit		4		(1,097,084)		624,325		-			-
Profit/(loss) after taxation		(1,104,897)		(5,790,835)		1,907,167			(7,739,765)
Profit/(Loss) for the year is attributable to:
Owners of the parent				(1,082,868)		(6,022,626)		1,907,167			(7,739,765)
Non-controlling interest				(22,029)		231,791		-			-
				(1,104,897)		(5,790,835)		1,907,167			(7,739,765)
Other comprehensive income/(loss)
Profit/(loss) after taxation				(1,104,897)		(5,790,835)		1,907,607			(7,739,765)
Share of other comprehensive income/(loss)
of Investments accounted for using the equity
method				(36,941)		(3,964)		-			-
Re-measurement of employee benefits				(82,731)		(23,102)		-			-
Movement in foreign currency translation
reserve				(484,900)		(335,747)		-			-
Total comprehensive income		(1,709,469)		(6,153,648)		1,907,607			(7,739,765)
Total comprehensive income/(loss) for the
year is attributable to:
Owners of the parent				(1,571,288)		(6,320,783)		1,907,607			(7,739,765)
Non-controlling interest				(138,181)		167,135		-			-
				(1,709,469)		(6,153,648)		1,907,607			(7,739,765)

The above Statement of Comprehensive Income should be read in conjunction with the accompanying notes.

162

Statement of Financial Position

As at March 31, 2024

											Expressed in United States Dollars ($)
					Consolidated			Parent
		Notes			As at			As at			As at			As at
				March 31, 2024			March 31, 2025			March 31, 2024	March 31, 2023
Non-Current Assets														-
Property, plant and equipment		7		16,576,836		12,910,347		-			-
Intangibles assets		8		55,308,758		56,218,758		-			-
Deferred tax assets	4	435,351	1,238,170	-			-
Financial
Amount due from related parties				4,920,113		4,920,113		2,499,495			2,499,495
Other assets			252,986	253,406	-			-
Non-Financial
Investments		6		9,248,102		11,762,548		91,995,462			89,041,394
Other assets				113,428		124,480		-			-
Total Non-Current Assets			86,855,575	87,427,822	94,494,957			91,540,889
Current Assets
Inventories			215,719	246,217	-			-
Financial
Cash and cash equivalents		10		7,881,728		5,292,005		2,265,482			3,312,383
Receivable		11		717,207		562,232		-			-
Amount due from related parties		9		202,703		264,554		-			-
Other assets	9	14,053	-	-			-
Non-Financial
Other assets			596,763		264,049	-			-
Total Current Assets				9,628,173		6,629,057		2,265,482			3,312,383
Total Assets			96,483,748	94,056,879	94,784,468			94,853,272
Current Liabilities
Financial
Trade and other payables		12		3,672,411		2,943,887		60,000			60,000
Lease Liability		14		766,428		754,989		-			-
Amount due to related parties			38,770	-	-			-
Non-Financial
Provision for taxation			359,010		119,608	-			-
Total Current Liabilities			4,836,620	3,818,484	60,000			60,000
Non-Current Liabilities
Deferred tax liabilities				-		-		-			-
Employee benefits liabilities	13	703,744	606,572	-			-
Financial
Amounts due to related parties				3,120,000		3,120,000		-			-
Long Term Lease Liability		14		3,947,346		2,316,322		-			-
Total Non-Current Liabilities				7,771,090		6,042,894		-			-
Total Liabilities				12,607,710		9,861,378		60,000			60,000
Net Assets			83,876,038	84,195,501	96,700,439			94,793,272
Equity
Share Capital		15		106,607,800		106,607,800		106,607,800			106,607,800
Retained Earnings				(23,310,449)		(22,107,902)		(9,907,361)			(11,814,528)
Translation reserve				(1,725,467)		(1,356,731)		-			-
Minority Interest		16		2,304,153		1,052,334		-			-
Total Equity				83,876,038			84,195,501		96,700,439			94,793,272

The above Statement of Financial Position should be read in conjunction with the accompanying notes.

EIH International Ltd | Annual Report 2023-24

163

Statement of Changes in Equity

For the year ended March 31, 2024

Expressed in United States Dollars ($)

Consolidated

As at April 1, 2023

Issued during the year

Translation reserve

Profit for year

Other Comprehensive income

Dividend paid

As at March 31, 2024

Note

15

15

Share Translation

Capital Reserve

106,607,800 (1,356,731)

--

• (368,736)
• -
• -
• -
  106,607,800 (1,725,467)

Retained

Earnings

(22,107,902)

-

-

(1,082,867)

(119,677)

-

(23,310,448)

Non-Controlling Interest

1,052,334

1,390,000

(116,152)

(22,029)

-

-

2,304,153

Total Equity

84,195,501

1,390,000

(484,900)

(1,104,897)

(119,678)

-

83,876,037

As at 1 April 2022

Issued during the year

Translation reserve

Profit for year

Other Comprehensive income

Dividend paid

As at 31 March 2023

Note

15

15

Share

Capital

106,607,800

-

-

-

-

-

106,607,800

Consolidated

Translation

Reserve

(1,085,640)

-

(271,091)

-

-

-

(1,356,731)

Retained

Earnings

(16,058,210)

-

-

(6,022,626)

(27,066)

-

(22,107,902)

Non-Controlling Interest

885,199

-

(64,656)

231,791

-

-

1,052,334

Total Equity

90,349,149

-

(335,747)

(5,790,835)

(27,066)

-

84,195,501

Parent

As at 1 April 2023

Shares issued

Profit/(loss) for year

Other Comprehensive income

Dividend paid

As at 31 March 2024

As at 1 April 2022

Shares issued

Profit for year

Other Comprehensive income

Dividend paid

As at 31 March 2023

Note	Share Capital

15 106,607,800

-

-

-

-

15 106,607,800

	Parent
Note	Share Capital

15 106,607,800

-

-

-

-

15 106,607,800

Retained Earnings

(11,814,528)

-

1,907,167

-

-

(9,907,361)

Retained Earnings

(4,074,763)

-

(7,739,765)

-

-

(11,814,528)

Total Equity

94,793,272

-

1,907,167

-

-

96,700,439

Total Equity

102,553,037

-

(7,739,765)

-

-

94,793,272

The above Statement of Changes in Equity should be read in conjunction with the accompanying notes.

164

Statement of Cash Flows

For the year ended March 31, 2024

Consolidated

Expressed in United States Dollars ($)

Parent

Cash flows from operating activities

Profit/(Loss) before taxation

Adjustment for:

Depreciation

Share of associates net (profit) / loss

Provision for impairment of receivables

Provision for impairment of investment

Interest income

Dividend received

Interest expense

Impact of foreign currency translation

Employee benefits expense

Provision for international sales promotion expense

Provision for replacement of furniture, fixtures and equipment

Exchange difference on conversion of foreign Operation

(Increase)/Decrease in assets:

Decrease/(Increase) in receivables

Decrease/(Increase) in inventories

Decrease/(Increase) in prepayments

Decrease/(Increase) in Other non-current assets

(Decrease)/Increase in liabilities:

(Decrease)/Increase in payables

(Decrease)/Increase in related party balances

(Decrease)/Increase in provision

(Decrease)/Increase in long term provisions

Cash generated from/(used by) operations

Interest paid

Taxes paid

Net cash flows (used by)/from operating activities

Cash flows from investing activities

Dividend received

Acquisition of fixed assets

Purchase of furniture, fixtures and equipment from provision for furniture, fixtures and equipment

Interest received

Loan to related party

Investment in subsidiaries

Net cash flows from/(used by) investing activities Cash flows from financing activities

Proceeds from issuance of shares

Payment of Principle Portion of Lease liabilities

Net cash flows from financing activities

Net increase/(decrease) in cash and cash equivalents

Cash and cash equivalents at beginning of year

Cash and cash equivalents at end of year (Note 10)

Year ended March 31, 2024

(7,814)

1,434,992

2,301,863

-

175,641

(59,268)

(78,397)

339,050

-

21,800

251,091

358,138

129

(109,776)

30,055

(338,590)

8,332

202,949

305,212

203,115

-

5,020,063

-

(268,591)

4,751,472

78,623

(172,913)

(349,518)

59,268

-

-

(384,540)

-

(1,777,209)

(1,777,209)

2,589,723

5,292,005

7,881,728

Year ended March 31, 2023

(6,415,160)

1,424,070

2,449,668

3,500,000

2,349,598

(412,365)

(101,200)

139,274

92,535

-

-

-

336,595

259,903

(16,204)

(5,896)

-

255,981

-

331,217

-

4,188,016

-

55,907

4,132,109

101,200

(253,859)

-

-

-

-

(152,659)

-

(10,467)

(10,467)

(3,968,983)

1,323,022

5,292,005

Year ended March 31, 2024

1,907,167

-

-

-

(1,975,971)

(23,119)

(21,666)

-

-

-

-

-

-

-

-

-

-

-

-

-

-

(113,589)

-

-

(113,589)

21,666

-

-

23,119

-

(978,097)

(933,312)

-

-

-

(1,046,901)

3,312,383

2,265,482

Year ended March 31, 2023

(7,739,765)

-

-

2,310,000

5,633,820

(272,236)

(27,885)

-

-

-

-

-

-

-

-

-

-

-

-

-

-

(96,066)

-

-

(96,066)

27,885

-

-

-

-

2,500,000

2,527,885

-

-

-

2,431,819

880,564

3,312,383

The above Statement of Cash Flows should be read in conjunction with the accompanying notes.

EIH International Ltd | Annual Report 2023-24

165

Notes to the Financial Statements

For the year ended March 31, 2024

1. Corporate information
   The financial report of EIH International Ltd and its controlled entities (the "Group") for the year ended 31 March 2024 was authorised for issue on 15 May 2024.
   EIH International Ltd is a company limited by shares and incorporated in British Virgin Island. The principal activity of the Group during the course of the year was investment and management. The ultimate parent of the Group is EIH Limited, a company incorporated in India.
2. Summary of Material Accounting Policy Information
3. 1. Basis of Preparation
      The financial report has been prepared in accordance with the requirements of the International Financial Reporting Standards ('IFRS').
      The financial report has also been prepared on a historical cost basis.
      The financial report is presented in United States dollars and all values are rounded to the nearest dollars unless otherwise stated.
   2. Compliance with IFRS
      The financial report complies with International Financial Reporting Standards as issued by the International Accounting Standards Board.
   3. Changes in accounting policies and disclosures
      Accounting standards issued in the current period or those issued but not yet effective have been considered by management and are not expected to have a material impact on the business.
      Remaining accounting policies adopted are consistent with those of the previous financial year.
   4. Basis of consolidation
      The consolidated financial statements comprise the financial statements of EIH International Ltd (the "Company") and its controlled entities as at 31 March 2024 (the "Group"). The financial information of the controlled entities is prepared for the same reporting period as the parent company, using consistent accounting policies.
      In preparing the consolidated financial statements, all intercompany balances and transactions, income and expenses and profit and losses resulting from intra-group transactions have been eliminated in full.
      Subsidiaries are fully consolidated from the date on which control is obtained by the Group and

cease to be consolidated from the date on which control is transferred out of the Group.

Investments in subsidiaries are stated at cost less provisions for any permanent diminution in value, with income from subsidiaries being recognised to the extent of dividends received and receivable.

1. Business Combinations
   Business combinations are accounted for using the acquisition method. The consideration transferred in a business combination shall be measured at fair value, which shall be calculated as the sum of the acquisition date fair values of the assets transferred by the acquirer, the liabilities incurred by the acquirer to former owners of the acquiree and the equity issued by the acquirer, and the amount of any non-controlling interest in the acquiree. For each business combination, the acquirer measures the non-controlling interest in the acquiree either at fair value or at the proportionate share of the acquiree's identifiable net assets. Acquisition- related costs are expensed as incurred.
   When the Group acquires a business, it assesses the financial assets and liabilities assumed for appropriate classification and designation in accordance with the contractual terms, economic conditions, the Group's operating or accounting policies and other pertinent conditions as at the acquisition date.
   If the business combination is achieved in stages, the acquisition date fair value of the acquirer's previously held equity interest in the acquiree is remeasured at fair value as at the acquisition date through profit or loss.
   Any contingent consideration to be transferred by the acquirer will be recognised at fair value at the acquisition date. Subsequent changes to the fair value of the contingent consideration which is deemed to be an asset or liability will be recognised either in profit or loss or in other comprehensive income. If the contingent consideration is classified as equity, it shall not be remeasured.
2. Operating Segments
   An operating segment is a component of an entity that engages in business activities from which it may earn revenues and incur expenses (including revenues and expenses relating to transactions with other components of the same entity), whose operating results are regularly reviewed by the entity's chief operating decision maker to make decisions about resources to be allocated to the segment and assess its performance and for which discrete financial information is available. This

166